What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-09-28 compared with 2025-09-29 · 227 added, 352 removed, 1 unchanged (100% of the section changed)

Technologies’ solutions and services enable original equipment manufacturers (OEMs), dealerships and financial institutions to

sell, finance and lease assets.

The company serves customers across over 30 countries.

NETSOL has been at the cutting edge of technology,

pioneering innovations with its asset finance solutions and leveraging advanced AI and cloud services to meet the complex needs of the

global market.

Renowned for its deep industry expertise, customer-centric approach and commitment to excellence, NETSOL fosters strong

partnerships with its clients, ensuring their success in an ever-evolving landscape.

With a rich history of innovation, ethical business

practices and a focus on sustainability, NETSOL is dedicated to empowering businesses worldwide, securing its position as the trusted

partner for leading firms around the globe.

primary sources of revenues have been licensing, subscriptions, modification, enhancement and support of its suite of financial applications

to leading businesses in the global finance and leasing space as well as automotive digital retail.

Company’s clients include blue-chip organizations, Dow Jones 30 Industrials, Fortune 500 companies, global vehicle manufacturers

through their captive finance companies (“auto captives”), unrelated automotive finance companies (“non-captives”),

equipment finance and leasing companies, automotive and equipment OEMs, commercial lenders, dealers, brokers, banks and other financial

institutions – all of which are serviced by NETSOL’s strategically located support and delivery centers across the globe.

in 1996, NETSOL is headquartered in Encino, California.

The company follows a global strategy for sales and delivery of its portfolio

of solutions and services through its offices in the following locations:

North America

Technologies, Inc.

(“NetSol” or the “Company”) is a global provider of AI-enabled solutions and services powering

OEMs, dealerships and financial institutions to sell, finance and lease assets.

Company is headquartered in Encino, California and operates through three reportable geographic segments:

North America, Europe and Asia-Pacific,

serving customers in more than 30 countries.

NetSol generates revenues primarily through software licensing, subscription fees, implementation

services and ongoing maintenance and support.

The Company’s solutions and services are marketed under the Transcend™ Platform

was incorporated in 1997 and listed on the Nasdaq Stock Market in 1999, where it continues to trade under the ticker symbol NTWK.

the Company’s incorporation dates to 1997, its asset finance and leasing domain expertise extends more than 40 years through acquired

Company has grown both organically and through strategic acquisitions.

In 2005, NetSol acquired CQ Systems Ltd., a UK-based provider

of asset-based financial solutions, which established the Company’s presence in the UK asset finance market.

In 2006, the Company

acquired McCue Systems, Inc., a California-based provider of lease and loan portfolio management software with more than 30 years of

industry experience, strengthening NetSol’s North American operations.

In 2011, the Company jointly acquired Virtual Lease Services

(“VLS”) with Investec Asset Finance Plc, expanding its end-to-end service capabilities for the asset finance market.

subsequent years, NetSol transitioned from its legacy product suite to its current unified Transcend™ Platform:

a cloud-deployed,

AI-enabled, API-first ecosystem that today serves as the foundation for all of the Company’s current generation product and service

Company serves two complementary markets:

the global asset finance and leasing industry, and digital retail for vehicle sales, where

the Company’s current focus is the United States.

global finance and leasing market represented approximately $1.5 trillion in new business volume in 2024 according to the World Leasing

Yearbook 2026, having grown approximately 63% over the prior decade.

The market is characterized by long-term customer relationships,

significant regulatory complexity and demand for specialized technology capable of supporting multi-entity, multi-currency and multi-jurisdiction

Growth drivers include the expansion of electric vehicle financing, the migration of asset finance from ownership to subscription

and mobility-as-a-service models, and increasing demand for embedded finance across dealer, direct-to-consumer and third-party channels.

The Company’s Transcend™ Finance platform serves this market globally, with customers across more than 30 countries.

digital retail market reflects the ongoing shift in how consumers purchase vehicles, spanning both online and in-store transaction environments.

According to the National Automobile Dealers Association (NADA), U.S.

new light-vehicle sales totaled 16.2 million units in 2025, an

increase of 2.4% year over year.

According to Cox Automotive’s 2025 Digitization of Car Buying Study, 65% of car buyers now perform

some or all of the purchase process online, while most transactions continue to be completed in the dealership, driving demand for technology

that connects the two environments.

The Company’s Transcend™ Retail platform serves this market with a current commercial

focus on the United States, where its customers include automotive OEM programs, franchised dealer groups and recreational vehicle retailers.

and growth strategy

strategy centers on the continued transformation of its business model.

Historically, the Company generated the majority of its revenues

from software implementation and related services.

Through the development of the Transcend™ Platform and the transition of its

commercial model toward cloud-deployed, subscription-based arrangements, the Company is building a growing base of recurring revenue.

Recurring subscription and support revenues have grown consistently across recent fiscal periods, and the Company expects this mix shift

to continue as new customers adopt subscription arrangements and existing customers migrate to the Transcend™ Platform.

believes this transition supports greater revenue durability and visibility, improved margins over time, and a business profile increasingly

consistent with enterprise software platform companies.

that backdrop, the Company’s strategy is organized around the following priorities:

global OEM expansion.

A growing number of OEMs, particularly Chinese OEMs and their captive finance operations, are expanding into

new international markets.

The Company provides the finance and leasing technology these customers require to launch and scale operations

in new jurisdictions and has supported market entries across Asia-Pacific and other regions.

The Company believes its multi-country delivery

experience and configurable, multi-jurisdiction platform position it well to serve this expansion cycle.

leadership in originations and wholesale finance.

The Company continues to invest in its originations and wholesale finance capabilities,

where it believes its platform compares favorably to legacy competitor systems.

As financial institutions and captives replace aging

technology, the Company is positioned to compete for displacement opportunities across its global markets.

the installed base to Transcend ™ and grow recurring revenue.

The Company is transitioning customers from its legacy

product suite onto the Transcend™ Platform.

These migrations modernize the customer’s technology foundation, deepen multi-product

relationships, and convert legacy arrangements to recurring subscription-based commercial models.

artificial intelligence across products and operations.

The Company is integrating AI capabilities into its platform, including AI-enabled

credit decisioning within Transcend™ Finance, to improve customer outcomes in financing and retail operations.

Internally, the

Company is applying AI to its own development, delivery, and go-to-market processes to improve productivity and operating margins.

Transcend ™ Retail across the U.S.

dealer market.

The Company is pursuing digital retail growth through three coordinated

direct engagement with dealer groups, where a single commercial relationship can enable deployment across a large number of

OEM certification programs, which streamline the Company’s ability to sell to franchised dealerships within certified

brand networks;

and OEM-level programs, in which the Company’s platform is deployed across an OEM’s dealer network.

also intends to extend Transcend™ Retail into adjacent dealer-based vehicle categories, including recreational vehicles, powersports

through partnerships.

The Company uses strategic partnerships with regional advisory and technology firms to extend its market reach,

add local market knowledge, and accelerate customer acquisition in markets where it does not maintain a large direct sales presence,

particularly in Europe.

The Company expects partner-led channels to remain a meaningful component of its go-to-market strategy.

operating discipline.

The Company is focused on improving margins through disciplined budgeting, pricing and deal governance, and

incentive structures aligned with profitable growth.

Transactions.

In addition to organic initiatives, the Company may from time to time evaluate selective acquisitions and other strategic

opportunities that complement its platform capabilities or accelerate its market position.

and geographic presence

Company maintains offices in the following locations:

Encino, California and Austin, Texas

London and Horsham

Sydney, Bangkok, Beijing, Tianjin, Jakarta, Lahore and Karachi

Business Model

specializes in providing AI-powered, scalable and customizable technology solutions primarily to the global asset finance and

leasing industry.

The Company also empowers OEMS, dealer groups and dealerships with a digital retail platform that transforms how

they sell, finance and deliver cars.

Our value proposition lies in delivering innovative technologies that enhance operational

efficiency and productivity.

Further, NETSOL also provides a range of services that are not limited to the financial services

We reach our customers through a combination of direct sales efforts, strategic partnerships with associations, a robust

online presence, participation in industry events and a variety of targeted marketing channels.

Company generates its core revenue from the following primary sources:

(1) software licenses, (2) services, which include implementation

and consulting services, and (3) subscription and support, which includes post contract support, of its enterprise technology solutions

for the industry.

The Company offers its solutions using the same underlying technology via two models:

a traditional on-premises licensing

model and a subscription model.

on-premises model involves the sale or license of software on a perpetual basis to customers who take possession of the software and

install and maintain the software on their own hardware.

Under the subscription delivery model, the Company provides access to its software

on a hosted basis as a service and customers generally do not have the contractual right to take possession of the software or solution(s).

expertise in enterprise technology and financial application development has positioned us as a global player in AI-powered asset finance

and digital retail solutions, enabling us to establish a strong footprint across key markets in North America, Europe and Asia-Pacific.

is a dynamic leader and has been able to accumulate a wealth of experience in the global asset finance and leasing industry alongside

the automotive digital retail space.

We have built a large knowledge base which is regularly refined and updated to ensure the most up-to-date,

best practices and business solutions for the benefit of our clients and partners.

We have a strong presence in the captive asset-finance

We have had continual operations for over two and a half decades in Asia Pacific and Europe and over four decades in North America.

with Global and Regional Customers

have offices across the world located strategically to maintain close contact and proximity with our customers in various key markets.

This has not only helped us strengthen our customer relationships but also build a deeper understanding of local market dynamics.

Simultaneously,

we are able to extend services and support development through a combination of onsite and offsite resources.

This approach has allowed

us to offer blended rates to our customers by employing a unique and cost-effective global development model.

global operations are broken down into the following primary regions:

North America, Europe, Asia Pacific and the Middle East.

the subsidiaries are seamlessly integrated to function effectively with global delivery capabilities, cross selling to multinational

asset finance companies, automotive and equipment OEMs, auto captives, commercial lenders, dealers, brokers, banks and other financial

institutions, leveraging the centralized marketing and pre-sales organization, and a network of employees connected across the globe

to support local and global customers and partners.

PRODUCTS AND SERVICES

on cutting-edge, modern technology, NETSOL’s unified Transcend™ Platform is an AI-powered asset finance and digital retail

solution for automotive and equipment OEMs, auto captives, commercial lenders, dealers, brokers and financial institutions.

solutions are designed and developed for highly flexible settings and are capable of dealing with multinational, multi-company, multi-asset,

multi-lingual, multi-distributor and multi-manufacturer environments.

They empower our customers to effectively manage their complex

operations, enabling them to thrive in hyper-competitive global markets.

AND SERVICES:

TRANSCEND™ PLATFORM

Transcend™ Platform, powered by NETSOL, is an AI-driven unified ecosystem that revolutionizes how assets are sold, financed and

Designed to automate and optimize every step - from sales, to originations, to servicing, Transcend™ leverages AI and ML

to drive predictive insights and smarter decision-making.

revolutionize auto and equipment retail with a fully digital, integrated platform that simplifies the entire customer journey.

purchasing to finance approval, Transcend™ Retail offers advanced retail and mobility solutions that keep dealerships and OEMs

at the cutting edge of consumer expectations.

streamline finance and leasing operations with a comprehensive solution for originations, servicing and wholesale finance.

Finance empowers automotive and equipment OEMs, auto captives, commercial lenders, dealers, brokers and financial institutions with end-to-end

visibility and control, ensuring seamless workflows and accelerated business outcomes.

streamline the entire origination process, from submission to approval, with advanced features such as real-time, AI-powered credit decisioning,

automated deal flows and more.

enable financial institutions to attain real-time insights into portfolio performance, delinquencies and losses, enabling proactive portfolio

management and strategic decision-making.

wholesale finance solution empowers customers to gain a competitive edge by automating their wholesale finance and floor planning operations

effortlessly.

Marketplace offers a suite of flexible, component-based solutions that integrate seamlessly with the customer’s existing infrastructure.

Transcend™ Marketplace contains modular, API-first solutions that address every aspect of finance and leasing using tools for calculations,

document generation, loan origination and lending configurations.

is an application program interface (API)-first, ready-to-use calculation and quotation engine.

It is a one-stop solution that guarantees

precise calculations at all stages of the contract lifecycle through various calculation types.

All the calculations are parameter-driven,

which helps perform simple, multi-dimensional or complex calculations based on the needs of a business.

Flex™ has a lightning-fast

onboarding process, which can take place in mere minutes.

is an API library that enables companies to standardize all their API integration procedures across multiple API services through a single

In addition to traditional lending companies, Hubex™ can also streamline the operations of dealerships, vendors and

With a ready-to-use service, Hubex™ makes it easy for businesses to seamlessly connect with multiple APIs and achieve

their desired outcomes.

Pre-integrated services in the Hubex™ library include, but are not limited to, payment processing, bank

account authentication, finance and insurance products, fraud check, know your customer (KYC) service, driver license verification, address

validation, vehicle valuation and notification service.

is a cloud-based parameter storage that smoothly runs all of a company’s core lending operations.

It is an accumulation of all

the master setups, including asset catalog and inventory, programs, rates and profiles for lenders, dealers and multiple partners, in

one centralized location for all business types.

Index TM can enhance delivery efficiency and program management for easy integration

into all systems.

is an advanced document generation tool that lets a company create accurate and professional-looking documents in just seconds.

Dock TM ’s template-based configuration, a company can set up placeholders for data, essentially simplifying the document

creation process and reducing the chance of human error.

Its API-first architecture ensures scalability, making it capable of handling

any document generation task, from single documents to millions, with ease.

offers a feature-rich, end-to-end order management system for asset leasing and loans as well as credit companies.

Our platform covers

all aspects, from conducting end-to-end sales to performing dealer and partner-related tasks and marketing-related activities.

offers a variety of dashboards that provide vital information for dealers and partners while enabling quick order management and providing

a way for users to record and submit a complete credit application for their clients.

is a purpose-built platform designed for brokers, lenders, dealers and borrowers to work seamlessly together.

With tailored solutions

that simplify applications and automate key processes, Link TM is designed to enhance customer relationships whilst making

compliance effortless.

This results in faster approvals, enriched customer experiences and stronger loyalty via elevated customer satisfaction.

and effectiveness are paramount for any broker.

Managing disparate systems and processes can be cumbersome and time-consuming, often

leading to inefficiencies and missed opportunities.

NETSOL offers a solution to these challenges by consolidating disparate processes

into a single unified interface, revolutionizing the way a brokerage operates.

lender-specific portals are designed to transform the lending process by enhancing risk management and driving profitability.

tools not only streamline loan origination but also facilitate seamless communication and collaboration with the lending ecosystem.

empower a company’s lending process with intuitive and efficient lender portals designed for a seamless user experience.

the competitive automotive industry, dealers need efficient and comprehensive solutions to manage their operations effectively.

intermediary portals serve as digital command centers, providing dealers with a wide array of tools, resources and services to optimize

every aspect of their business, from inventory management to sales and marketing.

businesses with Transcend™ Consulting Services, we offer expert guidance across critical areas like information security, data

engineering and cloud services.

Our team partners with businesses to create tailored solutions that drive innovation, efficiency and

are leading AI-driven innovation with our Transcend™ AI Labs, integrating advanced AI services into our product suite to solve

the unique challenges of BFSI, equipment and auto OEMs and dealerships.

Our tailored solutions drive industry-specific advancements,

helping companies stay ahead in a competitive market.

IMPLEMENTATION

implementation process of our technology can span up to fifteen months depending upon the methodology, complexity and scope.

The implementation

process may also include related software services such as configuration, data migration, training, gaps development and any other additional

third-party interfaces.

Even after implementation, customers regularly seek enhancements and additions to improve their business processes

and have changing requirements addressed at mutually agreed rates.

implementation, our consultants may remain at the client site to assist the customer with smooth operations.

After this phase, the regular

maintenance and support services phase for the implemented technology begins in exchange for agreed subscriptions or support fees.

addition to the daily rate paid by the customer for each consultant engaged, the customer also pays for all visa and transportation-related

expenses, boarding of the consultants and a living allowance.

Our involvement in all the above steps is suitably priced to bring value

to our customers and increase our profitability.

Cloud-enabled

solutions are offered via seamless and rapid deployments.

The swift speed of implementation for our cloud-ready products enables businesses

to be more responsive and attain a competitive advantage.

For example, certain API-first, SaaS products of ours via Transcend TM

Marketplace can be integrated into a customer’s ecosystem within mere minutes.

AND REVENUE STREAMS

revenue streams are the outcome of the following four main areas:

Product licensing

Subscription-based pricing

Implementation and customization-related

Post implementation, support-related

fees can range up to a multi-million-dollar fee for single or multiple module implementations.

License revenue is realized with traditional,

non-SaaS-based agreements, whereas SaaS-based agreements do not contain license fees and are offered via flexible, value-driven, subscription-based

There are various attributes which determine the level of pricing complexity, a few of which are:

number of contracts, size

of the portfolio, IT budgets, business strategy of the customer, internal business processes followed by the customer, number of business

users, amount of customization required, the complexity of data migration and branch network of the customer.

recognize revenue from license contracts when the software has been delivered to the customer.

Implementation-related services, including

customization, configuration, data migration, training and third-party interfaces are recognized as the services are performed.

Post-implementation

support services are then provided on a continued basis.

The annual support fee, typically an agreed upon percentage of overall monetary

value of the license, then becomes an ongoing revenue stream realized yearly.

Revenue from software services includes fixed price and

time, and materials-based contracts and is recognized as the services are performed.

order to avoid lumpiness in our revenues and to ensure a predictable revenue base over coming years, the business has shifted to a pricing

strategy whereby the business offers its cloud-ready products at SaaS/subscription-based pricing models.

Rapid deployments coupled with

affordable prices/payment schedules is expected to lead the business towards volume-based selling.

Moreover, this value-driven pricing

plan is intended to decrease the initial buy-in cost for new customers by eliminating heavy license fees, reducing the sales cycles and

providing an alternative to current customers seeking lower software usage and maintenance costs.

global marketing activities aim to establish and maintain a strong preference and loyalty for NETSOL and its offerings.

Marketing activities

are conducted both at the global and regional levels.

The Global Marketing department oversees all communication, advertising, public

relations and manages all digital platforms, including the Company’s website, social media channels and partnerships within the

part of our lead-generation activities, our regional representatives represent NETSOL as the Company sponsors, exhibits at, and attends

annual industry-leading conferences, conventions, seminars, summits and other events.

The company maintains its presence at these events

to demonstrate our product and service offerings and for important networking purposes.

NETSOL also takes part in webinars, podcasts

and holds private briefings with associations and individual companies.

are eyeing key international markets for growth in sales for NETSOL’s Transcend™ Platform.

Our sales strategy not only focuses

on expansion into new geographic markets, but within existing markets into new verticals with targeting of Tier 2 and Tier 3 prospects

in North America and Europe is expected to come from the potential market for replacement of legacy systems as well as acquisition of

new customers.

Our finance and leasing platform Transcend™ Finance is aimed at providing a highly flexible and robust solution

based on the latest technology and advanced architecture for North American and European customers looking to replace their legacy systems.

We believe that the product can provide substantial competitive disruption to the market’s lagging technology provided by incumbent

The existing customer base may also represent latent demand for increased service and support revenues by offering business

process optimization, customization and upgrade services.

With a market-ready product with successful implementations, the prospects

for Transcend™ Finance in the regions are positive.

traction in North America and Europe will come from Transcend™ Finance deployed on the cloud, which will continue to allow catering

to not only larger organizations, but also small and medium sized companies.

Currently, in the United Kingdom, a number of banks and

other financial institutions are utilizing our Transcend™ Marketplace solutions offered via subscription-based pricing and swift

product strategy has grown significantly in recent years, which includes the recent launch of our broker and lender portals, which marks

a key step forward in delivering more value to our partners.

in our traditionally strong base in Asia Pacific is expected through diversification across market segments to include new customers

in related banking and commercial lending areas.

At the same time, the existing customer base is tapped for increased service and support

revenues by offering enhanced features and new solutions to emerging customer needs.

In addition, there is also potential for Transcend™

Finance in Asia Pacific in the form of existing customers who are looking for replacement of their current system.

In China, we are a

leader in the auto finance enterprise solution domain.

We will continue strengthening our position within existing multinational auto

manufacturers, as well as local Chinese captive finance and leasing companies.

It is pertinent to mention that these Chinese automakers

and finance companies are growing rapidly outside of the country and that our solutions assist them in this growth.

Our sales strategy

focuses on supporting Chinese manufacturers in expanding their presence in the EU and other regions of APAC.

believe our digital retail platform presents significant growth opportunities in the evolving digital marketplace.

Transcend™ Retail

is currently used by major customers in the United States, including some of the largest and most recognized dealership networks.

foresee further adoption of the platform in the region.

Our digital retail solution transforms how OEMs, dealer groups and dealerships

sell, finance and deliver cars, enabling them to provide personalized, fast and transparent car-buying experiences across all digital

and in-store touchpoints.

our products, we also anticipate demand for our services that empower our clients to excel in the competitive global economy.

Transcend™ Consultancy, we offer expertise across critical areas such as information security, data engineering and cloud services,

helping businesses design tailored solutions for innovation and growth.

deliver our comprehensive suite of technology solutions and services across major markets worldwide, positioning ourselves as a leading

provider in the financial services, and particularly, the global asset finance and leasing sector.

Leveraging our extensive global footprint,

we offer scalable and innovative solutions tailored to meet the unique needs of clients in diverse geographic regions.

Our strategic

presence in key markets enables us to effectively address local regulations and market dynamics, thereby enhancing customer satisfaction

and fostering long-term partnerships.

believe that our growth and success are attributable in large part to the high caliber of our global team and our commitment to maintain

the values on which our success has been based.

We support gender diversity on a global basis.

We are an equal opportunity employer with

a large workforce of approximately 1460 employees, promoting a culture of diversity and inclusion.

stands as a beacon of innovation, excellence and dedication to customer success.

We value transparency and integrity, ensuring that honesty

guides our interactions.

We are renowned for innovation, expertise and a customer-centric approach.

believe we should give back to the community and our employees as much as possible.

Certain subsidiaries are located in regions where

basic services are not readily available.

Where possible, we act to not only improve the quality of life of our employees, but also the

standard of living in these regions.

Examples of such programs are as follows:

Launched to educate children of our support staff, the main objective of this program is to enable them to acquire basic

reading, writing and arithmetic skills.

education and science and research institutions:

In order to support higher education in Pakistan, we have contributed endowments

to NUST, Forman Christian College and a few other universities who are focused on science and engineering.

A noble cause fund has been established to meet medical and education expenses of the children of our support staff.

Our employees voluntarily contribute a fixed amount every month to the fund and NETSOL matches the employee subscriptions with an equivalent

contribution amount.

A portion of this fund is also utilized to support social needs of certain institutions and individuals outside

health care program:

In addition to the comprehensive outpatient and in-patient medical benefits, preventive health care has also

been introduced.

This phased program focuses on vaccination of our employees against such diseases as Hepatitis – A/B, Tetanus,

Typhoid, Flu and COVID-19 on a routine basis.

is significant competition for employees with the skills required to perform the services we offer.

We run an elaborate training program

for different cadres of employees to cover technical skills and business domain knowledge alongside communication, management and leadership

We believe we have been successful in our efforts to attract and retain the highest level of talent available, partly because

of our emphasis on core values, training and professional growth.

We intend to continue to recruit, hire and promote employees who share

number of companies offer products and services that overlap and are competitive with those offered by us.

Some of NETSOL’s main

competitors for its finance and leasing technology include Alfa, Constellation Financial Software, FIS Global, LTI Technology Solutions,

Odessa, Solifi, Soft4 and Sopra Banking Software.

The Company’s competitors for digital retail include Tekion and CDK Global.

of our major competitors are based in North America and Europe, with a smaller presence in APAC and the Middle East.

solutions and services cater to a broad spectrum of finance and leasing businesses, from automotive captive finance companies to equipment

finance and leasing companies to large regional banks, as well as its customers for digital retail, including OEMs, dealer groups and

number of NETSOL’s customers include world renowned auto manufacturers through their finance arms.

NETSOL is a strategic business

partner for Daimler and BMW (which consists of a group of many companies in different countries), which accounts for approximately 19.1%

and 16.1%, respectively, of our revenue for our fiscal year ended June 30, 2025.

Other globally renowned auto captives that are customers

of the company include Toyota, Nissan, Ford and FIAT.

customers include equipment finance and leasing companies, banks and other financial institutions worldwide.

Some of these clients include

MINI Financial Services, BMO, Bank of Hawaii, First Hawaiian Leasing, Genpact, SCI Lease Corp, Aldermore, Investec,

Close Brothers, Haydock Finance, Charles and Dean, Maple Commercial Finance, among many others.

regarding financial data by geographic areas is set forth in Item 7 and Item 8 of this Annual Report on form 10-K.

See note 17 of Notes

to Consolidated Financial Statements under Item 8.

relies upon a combination of non-disclosure and other contractual arrangements, as well as common law trade secret, copyright and trademark

laws to protect its proprietary rights.

NETSOL enters into confidentiality agreements with its employees, generally requires its consultants

and clients to enter into these agreements, and limits access to and distribution of its proprietary information.

The NETSOL “N”

logo and name has been copyrighted and trademark registered in Pakistan.

The NETSOL “N” logo has been registered with the

Patent and Trademark Office.

NFS Ascent® has been registered with the U.S.

Patent and Trademark Office.

registered with the U.S.

Patent and Trademark Office.

The Company intends to trademark and copyright its intellectual property as necessary

and in the appropriate jurisdictions.

APPROVAL AND REGULATION

Company operations do not require specific governmental approvals.

Like all companies, including those with multinational subsidiaries,

we are subject to the laws of the countries in which we maintain subsidiaries and conduct operations.

Governments in which our subsidiaries

are located, including our largest subsidiary in Pakistan, may require approval for the repatriation of investments.

website is located at https://netsoltech.com/ and our investor relations website is located at https://ir.netsoltech.com .

The following filings are available through our investor relations website after we file with the SEC:

Annual Reports on Form 10-K, Quarterly

Reports on Form 10-Q and our Proxy Statements for our annual meetings of stockholders.

These filings are also available for download

free of charge on our investor relations website.

We also provide a link to the section of the SEC’s website at www.sec.gov

that has all of our public filings, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K,

all amendments to those reports, our Proxy Statements and other ownership related filings.

Further, a copy of this Annual Report on Form

10-K is located at the SEC’s Public Reference Room at 100 F Street, NE, Washington D.C.

Information on the operation of

the Public Reference Room can be obtained by calling the SEC at 1-800-SEC-0330.

webcast our earnings calls and certain events we participate in or host with members of the investment community on our investor relations

Additionally, we provide notifications of news or announcements regarding our financial performance, including SEC filings,

investor events, press and earnings releases, and blogs as part of our investor relations website.

Investors and others can receive notifications

of new information posted on our investor relations website by signing up for e-mail alerts.

Further corporate governance information,

including our committee charters and code of conduct, is also available on our investor relations website at https://netsoltech.com/about-us/csr.

The content of our websites is not intended to be incorporated by reference into this Annual Report on Form 10-K or in any other report

or document we file with the SEC and any references to our websites are intended to be inactive textual references only.

London Metropolitan Area, Horsham and Flintshire

■ Asia-Pacific:

Sydney, Bangkok, Beijing, Shanghai, Tianjin, Jakarta, Dubai, Lahore and Karachi

a combination of organic growth and acquisitions, the Company’s operating history extends more than 40 years in North America,

more than 30 years in Europe and more than 25 years in Asia-Pacific.

Company employs a global delivery model that combines onsite and offshore resources, designed to support customers across multiple geographies,

currencies, languages and regulatory environments.

delivers its solutions through the Transcend™ Platform, a unified, API-first technology platform for the asset finance, leasing

and automotive retail markets.

The platform is designed for deployment in the cloud or in customer-managed environments, to integrate

with existing customer and third-party systems through open APIs and to operate under the regulatory, audit and data-residency requirements

applicable to financial institutions.

Artificial intelligence is embedded within the platform and is applied in capabilities such as

credit decisioning, document processing, portfolio analytics, collection intelligence and lifecycle servicing.

The platform also enables

customers to develop and deploy these agents that operate on their own data within their own environments, subject to the same access,

audit and data-residency controls that apply across the platform.

Company’s principal offerings are as follows:

Retail is a digital retail platform for vehicle sales.

It gives the buyer a single continuous purchase experience, from configuring a

vehicle and valuing a trade-in to reviewing transparent payment and finance options and completing the transaction, whether that takes

place online, in the showroom or across both.

The buyer and the dealership work on the same deal in parallel rather than in separate

systems, and either side can pick up where the other left off.

The platform is configured to the brand standards of the manufacturer

or dealer group and provides visibility and administrative control across the retail network.

It is used by automotive manufacturers

and dealer groups.

Finance is the Company’s platform for lenders and lessors.

It comprises three core solutions:

Originations, Servicing and Wholesale

Together these span the finance and leasing lifecycle from application through end of contract, and support auto, equipment,

fleet and receivables portfolios across both retail and commercial products.

The platform operates multiple legal entities, currencies

and jurisdictions on a single system, and is configured to each customer’s products, pricing and credit policy rather than custom-built.

Partner-facing portals extend origination and servicing to the intermediaries in a customer’s distribution network.

Company generates revenues through the following primary streams:

■ Subscription

and support - recurring fees for an access license to and use of the Company’s

technology solutions under its Transcend™ Platform through cloud-based subscription

arrangements, along with ongoing fees for maintenance, updates and technical support provided

to customers post-deployment

fees - non-recurring fees for perpetual license agreements granting customers the right

to use the Company’s technology solutions on-premise

- fees for implementation, configuration, customization, training and other services

provided in connection with the deployment of the Company’s solutions

Company is transitioning its commercial model toward a higher proportion of recurring subscription-based arrangements, as described under

“Business and growth strategy.” The mix of recurring and non-recurring revenues may vary from period to period depending

on the nature and timing of new customer engagements, contract renewals and the recognition of license fees.

marketing and customer concentration

Company’s customers include multinational automotive OEMs, auto and equipment captive finance companies, dealer groups, dealerships,

commercial banks, brokers and financial institutions.

NetSol serves a diverse customer base across more than 30 countries.

limited number of large customers have historically accounted for a significant portion of the Company’s revenues.

one or more of these customers, or a material reduction in the scope of their engagement with the Company, could have a material adverse

effect on the Company’s revenues and operating results.

The Company monitors customer concentration as part of its ongoing risk

management processes.

market for asset finance and leasing software is competitive and fragmented across regions.

The Company’s principal competitors

include specialized asset finance software providers such as Alfa Financial Software, Sofico, Solifi and Odessa;

large enterprise software

and financial technology vendors, including FIS, that offer asset finance capabilities within broader product portfolios;

regional providers

in individual markets;

and in certain cases, in-house systems developed and maintained by financial institutions and captive finance

The principal competitive factors in this market include depth of domain expertise, breadth and functionality of product offerings,

the ability to support multi-entity, multi-currency and multi-jurisdiction operations, implementation capability and track record, total

cost of ownership and quality of ongoing support.

market for digital retail technology is also competitive.

The Company competes with dedicated digital retailing providers such as AutoFi

dealer management system and automotive retail technology vendors, including Cox Automotive, CDK Global and Tekion, that

offer digital retail capabilities within broader product portfolios;

and, in certain cases, proprietary solutions developed by OEMs and

large dealer groups.

The principal competitive factors in this market include omnichannel capability, integration with existing dealer

management and financing systems, speed of deployment and the ability to support a seamless customer journey across online and in-store

retail environments.

Company believes it competes favorably on the basis of its more than four decades of asset finance domain expertise, its operating and

delivery presence across more than 30 countries, its long-tenured relationships with tier-one automotive OEMs and captive finance companies,

and the unified, API-first architecture of its Transcend™ Platform, which supports both financing and retail operations on a common

Some of the Company’s competitors have greater financial resources, larger sales organizations or broader name recognition,

which may affect the Company’s ability to compete in certain markets or segments.

offerings, including the Transcend™ Platform and its component solutions and services, are proprietary.

The Company relies on a

combination of copyright, trademark and trade secret protections, as well as contractual arrangements, to protect its intellectual property

The Transcend™ brand and related marks are registered trademarks of NetSol.

Company enters into license agreements with customers that restrict the use, reproduction and distribution of its technology solutions.

Employees, contractors and business partners with access to proprietary technology and confidential information are required to enter

into confidentiality and non-disclosure agreements.

Company does not believe its business is materially dependent on any single patent, trademark, license or other intellectual property

capital resources

of June 30, 2026, the Company employed approximately 1,370 full-time employees globally.

The workforce is distributed across its three

operating segments, with the majority of its technical and development personnel located in its Asia-Pacific operations.

Sales, client

management and senior leadership functions are concentrated in North America and Europe.

considers the attraction, development and retention of skilled technology and domain professionals to be a key operational priority.

The Company invests in employee training and professional development programs and seeks to maintain competitive compensation structures

across its operating regions.

operations and its customers’ use of its products and services are subject to a range of regulatory requirements across the jurisdictions

in which they operate.

privacy and protection

Company and its customers are subject to data privacy and protection regulations, including the General Data Protection Regulation (GDPR)

in the European Union and United Kingdom, the California Consumer Privacy Act (CCPA), and equivalent frameworks in other jurisdictions

in which the Company or its customers operate.

services regulations

Company’s customers are subject to a range of financial services regulatory obligations, including consumer finance disclosure

requirements, anti-money laundering (AML) and know-your-customer (KYC) requirements, Basel III capital and liquidity standards applicable

to banking customers, the Payment Services Directive 2 (PSD2) in the European Union, and the Digital Operational Resilience Act (DORA)

governing operational resilience for financial institutions in the European Union.

security and cybersecurity;

Artificial Intelligence

Company’s products and operations are subject to applicable cybersecurity frameworks across its key markets.

The Company holds

ISO 27001, ISO 22301 and ISO 20000 certifications, and has completed SOC 2 Type 2 examinations under the Trust Services Criteria established

by the American Institute of Certified Public Accountants, and applies these standards across its operations.

Company’s solutions are designed to support customers in meeting their regulatory compliance obligations in the markets in which

they operate.

The Company monitors regulatory developments across its key markets and incorporates relevant compliance requirements into

its product development and operational processes.

Changes in applicable laws and regulations may require the Company to modify its products

or operations, which could result in additional costs or otherwise affect the Company’s business.

Company has an internal use of Artificial Intelligence (AI) Platforms and Protection of Customer and Company Confidential Information

standards for the responsible use of AI to safeguard customer data, information and proprietary information.

Company files annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and other information with the

Securities and Exchange Commission (SEC).

These filings are available free of charge on the Company’s investor relations website

at ir.netsoltech.com and on the SEC’s website at www.sec.gov .

The Company’s principal executive offices are located

at 16000 Ventura Boulevard, Suite 770, Encino, California 91436, and the Company’s main telephone number is +1 (818) 222-9195.

contained on or accessible through the Company’s website is not incorporated by reference into this Annual Report on Form 10-K.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business