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): March 4, 2002 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 On March 4, 2002, we announced that our board of directors named Phillip W. Arneson as the Chairman, Chief Executive Officer and President of Sorrento Networks Corporation, replacing former Chairman and Chief Executive Officer, Dr. Xin Cheng. A copy of the press release announcing the appointment, is attached as an exhibit to this report. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99 Press Release dated March 4, 2002. 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: March 5, 2002. By: /s/ Joe Armstrong ---------------------------- Joe Armstrong Chief Financial Officer