One Stop Systems Insider Filing: Ison Reports RSU Withholding and Trust Transfer

Rhea-AI Filing Summary

James Ison, Chief Product Officer of One Stop Systems (OSS), reported multiple equity changes on Form 4 dated 08/20/2025. He forfeited 3,113 shares to cover tax withholdings upon conversion of vested restricted stock units, reducing his direct holdings to 125,794 shares. He also transferred 4,271 shares to a family revocable trust for which he is trustee, and reports 113,763 unvested restricted stock units remaining subject to vesting. After the transactions, 218,672 shares are reported as indirectly owned through the trust. The filing is signed 08/22/2025.

Positive

• Clear, detailed disclosure of forfeiture, transfer, and unvested RSUs, which supports regulatory transparency
• Maintained economic exposure via 113,763 unvested restricted stock units and indirect ownership of 218,672 shares through the trust

Negative

• Decrease in direct beneficial ownership to 125,794 shares following tax-withholding forfeiture and transfer to the trust
• 4,271-share transfer moved shares out of direct ownership, potentially reducing immediate voting control by the reporting person

Insights

Financial Analyst

TL;DR: Insider reduced direct holdings via tax-withholding and a trust transfer; overall economic exposure remains via unvested RSUs and trust ownership.

The Form 4 discloses routine administrative transactions: forfeiture of 3,113 shares to satisfy tax obligations on vested RSUs and a 4,271-share transfer into a family revocable trust. Direct ownership fell to 125,794 shares, while 113,763 RSUs remain unvested and 218,672 shares are reported as indirectly owned through the trust. These moves are customary for executives and do not indicate a change in strategic ownership or an immediate market-impacting disposition.

Corporate Governance Expert

TL;DR: Transactions are standard executive actions; transfer to a revocable trust is common estate planning, with clear disclosure provided.

The reporting provides transparent detail on the nature of the tax-withholding forfeiture and the trust transfer, including beneficiary information and trustee role. The filing clarifies beneficial ownership forms (direct and indirect) and discloses a material balance of 113,763 unvested RSUs, which remain subject to vesting conditions. From a governance perspective, the disclosure meets Section 16 requirements and documents no unexpected exit or loss of control.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Ison James

(Last) (First) (Middle)

2235 ENTERPRISE STREET #110

(Street)

ESCONDIDO CA 92029

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ONE STOP SYSTEMS, INC. [ OSS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CPO

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/20/2025		F		3,113(1)	D	$5.26	125,794(2)	D
Common Stock	08/20/2025		G		4,271(3)	D	$0	121,523(2)	D
Common Stock	08/20/2025		G		4,271	A	$0	218,672	I	By Trust(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person forfeited 3,113 shares of common stock upon conversion of 7,384 vested and outstanding restricted stock units into shares of common stock to cover tax withholdings, using the market price of the Issuer's common stock at the time of forfeiture. These restricted stock units were part of the grant reported in Table I of the Form 4 filed by the Reporting Person with the Securities and Exchange Commission on March 20, 2023.

2. Includes 113,763 unvested restricted stock units held by the Reporting Person, all of which remain subject to certain vesting conditions.

3. On August 20, 2025 the Reporting Person transferred 4,271 shares of common stock to the James J. Ison Jr. & Sha-Marie A Ison TR UA 06 04 2020 James J. Ison Jr. & Shah-Marie A Ison Inter Vivos Revocable Trust (the "Trust"), of which the Reporting Person is trustee. The Reporting Person and members of his immediate family are the sole beneficiaries of the Trust.

4. These shares are owned directly by the Trust, and indirectly by James Ison as trustee of the Trust.

	/s/ James Ison	08/22/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What transactions did OSS insider James Ison report on Form 4?

The report discloses a forfeiture of 3,113 shares to cover tax withholdings, a transfer of 4,271 shares to a revocable trust, and continued ownership of 113,763 unvested RSUs.

How many shares does James Ison directly own after the reported transactions?

Following the transactions, the filing shows 125,794 shares beneficially owned directly by James Ison.

How many shares are indirectly owned by James Ison through the trust?

The Form 4 reports 218,672 shares as indirectly owned through the James J. Ison Jr. & Sha-Marie A Ison revocable trust.

Why were 3,113 shares forfeited by the reporting person?

The filing states the 3,113 shares were forfeited upon conversion of vested RSUs to cover tax withholdings using the market price at the time.

Are there remaining unvested equity awards for James Ison?

Yes, the filing indicates 113,763 unvested restricted stock units remain subject to vesting conditions.