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 24, 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 [ZW] 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) ITEM 5. OTHER EVENTS On January 23, 2002, the Delaware Supreme Court denied our appeal of a preliminary injunction issued by the Delaware Chancery Court on September 7, 2001. As previously reported, the preliminary injunction was obtained by holders of a portion of the outstanding Series A Preferred Stock of our Sorrento Networks, Inc. subsidiary. Pending final resolution of these matters at trial, the preliminary injunction prohibits the subsidiary from issuing any shares of its Series A Preferred Stock or incurring any additional debt without the prior consent of the holders of at least a majority of the currently outstanding shares of such Series A Preferred Stock. 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: January 24, 2002 By: /s/Joe R. Armstrong --------------------------- Joe Armstrong Chief Financial Officer 2