OSS director gets RSUs, sells 5,000 shares

ONE STOP SYSTEMS, INC. director Mitchell H. Herbets reported both an equity award and a related share sale.

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Rhea-AI Filing Summary

ONE STOP SYSTEMS, INC. director Mitchell H. Herbets reported both an equity award and a related share sale. He received 11,984 restricted stock units as compensation for his board service, granted under the company’s 2017 Equity Incentive Plan and subject to vesting conditions.

He then sold 5,000 shares of common stock at $17.62 per share, with the footnotes explaining this sale was made to cover tax withholdings after 21,000 vested restricted stock units were converted into shares. Following these transactions, he directly holds 48,984 shares, consisting of 11,984 unvested restricted stock units and 37,000 shares of common stock.

Insider Trade Summary

Net Seller: 5,000 shares

Net Sell 2 txns

Insider Herbets Mitchell H

Role Director

Sold 5,000 shs ($88K)

Type	Security	Shares	Price	Value
Sale	Common Stock	5,000	$17.62	$88K
Grant/Award	Common Stock	11,984	$0.00	$0.00

Holdings After Transaction: Common Stock — 48,984 shares (Direct)

Footnotes (4)

F1. Represents 11,984 restricted stock units granted to the Reporting Person under the Issuer's 2017 Equity Incentive Plan, as amended (the "Plan"), in connection with the Reporting Person's service as a director of the Issuer, which restricted stock units are subject to vesting conditions.
F2. Includes 11,984 unvested restricted stock units held by the Reporting Person, all of which remain subject to certain vesting conditions and 42,000 shares of common stock.
F3. The Reporting Person sold 5,000 shares of common stock upon conversion of an aggregate 21,000 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 sale. 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 May 28, 2025.
F4. Includes 11,984 unvested restricted stock units held by the Reporting Person, all of which remain subject to certain vesting conditions and 37,000 shares of common stock.

Key Figures

Shares sold: 5,000 shares Sale price: $17.62 per share RSUs granted: 11,984 units +4 more

7 metrics

Shares sold 5,000 shares Open-market sale on May 26, 2026

Sale price $17.62 per share Price for 5,000-share sale

RSUs granted 11,984 units Restricted stock units granted on May 20, 2026

RSUs converted 21,000 units Vested RSUs converted to shares before tax sale

Holdings after transactions 48,984 shares Total direct holdings after sale and award

Common shares held 37,000 shares Common stock held after transactions

Unvested RSUs held 11,984 units Unvested restricted stock units remaining

Key Terms

restricted stock units, 2017 Equity Incentive Plan, vesting conditions, tax withholdings, +1 more

5 terms

restricted stock units financial

"Represents 11,984 restricted stock units granted to the Reporting Person under the Issuer's 2017 Equity Incentive Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2017 Equity Incentive Plan financial

"granted to the Reporting Person under the Issuer's 2017 Equity Incentive Plan, as amended"

vesting conditions financial

"which restricted stock units are subject to vesting conditions"

Vesting conditions are the rules that determine when someone earning company stock or stock options actually gains the right to keep or sell them, typically based on staying with the company for a set time or meeting performance targets. Think of it like keys that unlock gradually — some unlock by calendar date, others only after agreed milestones. Investors care because vesting shapes management incentives, the timing of share sales, and the number of shares that can enter the market, which can affect a company's valuation and ownership mix.

tax withholdings financial

"sold 5,000 shares of common stock ... to cover tax withholdings"

Form 4 regulatory

"reported in Table I of the Form 4 filed by the Reporting Person"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did OSS director Mitchell H. Herbets report?

Mitchell H. Herbets reported an equity award and a tax-related sale. He received 11,984 restricted stock units for board service and sold 5,000 common shares, with the sale tied to covering taxes on vested restricted stock units.

How many ONE STOP SYSTEMS (OSS) shares did the director sell and at what price?

He sold 5,000 shares of ONE STOP SYSTEMS common stock at $17.62 per share. Footnotes state the sale followed conversion of 21,000 vested restricted stock units and was executed to cover associated tax withholding obligations.

What equity award did the OSS director receive in this Form 4 filing?

He received 11,984 restricted stock units as a grant for his service as a director. These units were issued under ONE STOP SYSTEMS’ 2017 Equity Incentive Plan and remain subject to specified vesting conditions before they convert into common shares.

Why did the ONE STOP SYSTEMS director sell 5,000 shares of stock?

The filing explains the 5,000-share sale was made to cover tax withholdings. It followed the conversion of 21,000 vested and outstanding restricted stock units into common shares, using the market price of ONE STOP SYSTEMS stock at the time of sale.

How many ONE STOP SYSTEMS shares does the director hold after these transactions?

After the reported transactions, he directly holds 48,984 equity interests. This total includes 11,984 unvested restricted stock units that are still subject to vesting conditions and 37,000 shares of ONE STOP SYSTEMS common stock.

Are the new restricted stock units held by the OSS director vested?

No, the 11,984 restricted stock units granted to the director remain unvested. The filing notes they are subject to vesting conditions under the company’s 2017 Equity Incentive Plan, meaning they will convert into shares only as those conditions are met.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/26/2026 - 05:04 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Herbets Mitchell H

(Last)

(First)

(Middle)

2235 ENTERPRISE STREET, SUITE 110

(Street)

ESCONDIDO

CALIFORNIA

92029

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/20/2026		A		11,984⁽¹⁾	A	$0	53,984⁽²⁾	D
Common Stock	05/26/2026		S		5,000⁽³⁾	D	$17.62	48,984⁽⁴⁾	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents 11,984 restricted stock units granted to the Reporting Person under the Issuer's 2017 Equity Incentive Plan, as amended (the "Plan"), in connection with the Reporting Person's service as a director of the Issuer, which restricted stock units are subject to vesting conditions.

2. Includes 11,984 unvested restricted stock units held by the Reporting Person, all of which remain subject to certain vesting conditions and 42,000 shares of common stock.

3. The Reporting Person sold 5,000 shares of common stock upon conversion of an aggregate 21,000 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 sale. 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 May 28, 2025.

4. Includes 11,984 unvested restricted stock units held by the Reporting Person, all of which remain subject to certain vesting conditions and 37,000 shares of common stock.

	/s/ Mitchell H. Herbets	05/26/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR