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): August 7, 2001 SORRENTO NETWORKS CORPORATION (Exact name of Registrant as specified in charter) Commission File number: 0-15810 New Jersey 22-2367234 (State or other jurisdiction of incorporation or (IRS Employer Identification Number) organization) 9990 Mesa Rim Road San Diego, California 92121 (Address of principal executive offices) (Zip Code) (858) 558-3960 (Registrant's telephone number, including area code) 1 of 2 ITEM 5. OTHER EVENTS As disclosed in our recent preliminary S-3 filing, on August 7, 2001, holders of outstanding Series A Preferred Stock of our Sorrento Networks, Inc. subsidiary ("SNI"), obtained a temporary restraining order that prohibits SNI from, among other things, the issuance of additional shares of Series A stock. A hearing was held on August 29, 2001 in the Court of Chancery in Delaware, on the shareholders' motion to enter a preliminary injunction. The Court has taken the motion under advisement and a decision is expected in the near future. Management does not believe that this lawsuit will prevent the Company from funding the continuing operations of SNI. SIGNATURES 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. SORRENTO NETWORKS CORPORATION DATE: September 5, 2001 By: /s/Joe R. Armstrong ----------------------------- Joe R. Armstrong Chief Financial Officer 2