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NETWORK-1 TECHNOLOGIES, INC. Director's Dealing 2011

Nov 1, 2011

34749_dirs_2011-11-01_b134be77-a64b-4036-be6d-df26c711de4d.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETWORK 1 SECURITY SOLUTIONS INC (NSSI-OTC)
CIK: 0001065078
Period of Report: 2011-09-14

Reporting Person: KAHN DAVID C (Chief Financial Officer)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-09-14 Stock option (right to buy) $0.54 G 51000 Disposed 2013-12-18 Common Stock (51000) Direct
2011-09-14 Stock option (right to buy) $0.54 G 34000 Acquired 2013-12-18 Common Stock (34000) Indirect

Footnotes

F1: The Reporting Person transferred 17,000 of these options as gifts to each of three of his children, two of whom share his household.

F2: 40,000 of the total 100,000 options were exercisable on December 18, 2008. The remaining 60,000 vested quarterly (7,500 per quarter) beginning March 30, 2009.

F3: The Reporting Person disclaims beneficial ownership of the securities held by these daughters, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purpose of Section 16 or any other purpose.