================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 26, 2004
----------------
Network-1 Security Solutions, Inc.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-14896 11-3027591
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
445 Park Avenue, Suite 1028, New York, New York 10022
--------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (212) 829-5700
N/A
--------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
================================================================================
Item 5. Other Events
---------------------
On January 26, 2004, the Network-1 Security Solutions, Inc. (the "Company")
issued the following press release:
Network-1 Security Solutions, Inc. (OTC:NSSI.PK) today announced several
changes to its management team and Board of Directors. Corey M. Horowitz has
become Chairman and Chief Executive Officer of the Company. Mr. Horowitz is
currently Chairman of the Board of Directors and will retain that title. Mr.
Horowitz is President of CMH Capital Management Corp. ("CMH"), a New York based
investment management firm specializing in private equity investments and
providing financial advisory services. CMH previously rendered financial
advisory services to the Company.
Network-1 also announced that Robert Pons and Robert Graifman have accepted
positions on its Board of Directors. Mr. Pons is currently Chief Executive
Officer of SmartServ Online, Inc. (OTCBB:SSRV). Prior thereto he was President
and founder of FreedomPay, Inc. and President and Chief Executive Officer of
Lifesafety Solutions, Inc. Mr. Pons has over 20 years of senior experience with
telecommunication service companies including MCI, Inc. and Sprint, Inc.
Robert Graifman, is Managing Member of Skyfarm Management, LLC, a New
Jersey based investment Management Company and Managing Member of Federal
Autocat Recycling, LLC. He also served as Chief Financial Officer of Gilo
Ventures, LLP, a California based venture capital firm focused on emerging
technology companies.
The Company also announced the departure of Edward James as Interim Chief
Executive Officer, Chief Financial Officer and member of the Board of Directors
of the Company. Mr. James held these positions since January 2003 in connection
with the winding up of the Company's security software business.
"Ed has been a key contributor to the Company's evolution from a security
software vendor to an intellectual property licensing company", said Corey M.
Horowitz. "His wealth of experience combined with his understanding of the
issues facing companies going through material change allowed us to smoothly
execute our restructuring plan. His efforts on the Company's behalf are greatly
appreciated."
Network-1 further announced the appointment of David C. Kahn as Chief
Financial Officer of the Company. Mr. Kahn is a Certified Public Accountant
specializing in, among other things, providing accounting services to private
and public companies. Mr. Kahn is also a faculty member of Yeshiva University in
New York. During his career, Mr. Kahn was employed by Laventhol & Horwath and
Deloitte & Touche and acted as Chief Financial Officer of Ross Bicycles, Inc.
About Network-1 Security Solutions, Inc.
In November 2003, Network-1 entered the intellectual property licensing
business in connection with the acquisition of several telecommunications and
networking patents. As part of its new business strategy, it will pursue
licensing opportunities related to the technologies covered by the Patent
Portfolio as well as pursue the acquisition of additional patents.
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NETWORK-1 SECURITY SOLUTIONS, INC.
Dated: February 9, 2004 By: /s/ Corey M. Horowitz
-----------------------------------
Name: Corey M. Horowitz
Title: Chairman & Chief Executive
Officer