Tss Inc Del SEC Filings

Karl Todd Marrott, Chief Operating Officer of TSS, Inc. (TSSI), reported two sales of company common stock. On 08/27/2025 he sold 2,917 shares at a weighted-average price of $16.23, after which he beneficially owned 330,583 shares. On 08/28/2025 he sold 23,908 shares at a weighted-average price of $16.16, after which he beneficially owned 306,675 shares. The Form 4 was signed by an attorney-in-fact on 08/29/2025.

TSSI Form 144: The filing notifies proposed sale of 23,908 common shares by an insider, acquired on 06/27/2025 through restricted stock vesting under a registered plan. The securities are listed on NASDAQ with an approximate sale date of 08/28/2025 and an aggregate market value reported as $386,343.72. The filing shows 25,364,244 shares outstanding, indicating the proposed sale is a small fraction of total equity.

The filer also reported a prior sale on 08/27/2025 of 2,917 shares for gross proceeds of $47,338.24. The acquisition was recorded as payment for services rendered. The form includes the standard insider representation that no undisclosed material adverse information is known to the seller.

TSS, Inc. filing a Form 144 reports a proposed sale of 30,000 shares of common stock through Monarch Capital Group, with an aggregate market value of $480,000. The shares represent roughly 0.10% of the 28,814,244 shares outstanding reported on the form. The securities were acquired on 06/07/2025 by vesting of restricted stock from TSS, Inc., with 41,745 shares noted as the amount acquired on that date. The approximate sale date listed is 08/27/2025. The filer indicates nothing to report for securities sold in the past three months and includes the required representation that the seller is not aware of undisclosed material adverse information.

TSS, Inc. (TSSI) filed a Form 144 reporting a proposed sale of 2,917 common shares with an aggregate market value of $47,338.24. The shares were acquired on 06/27/2025 through restricted stock vesting under a registered plan for services rendered and are to be sold through Morgan Stanley Smith Barney on NASDAQ with an approximate sale date of 08/27/2025. The filing reports 25,364,244 shares outstanding, and no other sales in the past three months were reported. The filer certifies no undisclosed material adverse information is known.

TSS, Inc. is offering 3,000,000 shares of common stock at $17.00 per share, representing gross proceeds of $51.0 million and underwriting discounts of $0.85 per share (5%), leaving proceeds before expenses of $48.45 million and estimated net proceeds of approximately $48.1 million. After the offering the company expects about 26.74 million shares outstanding (27.19 million if the 450,000-share overallotment is exercised).

The company highlights a multi-year systems integration agreement with its largest OEM customer and a factory expansion funded in part by a $20 million construction loan (drawn in two tranches of $8.7 million and $11.3 million) and approximately $31.6 million of facility improvements to increase capacity and power (from 2.7MW to 15MW). The prospectus discloses immediate dilution to new investors of $14.87 per share and an as-adjusted net tangible book value of $2.13 per share.

TSS, Inc. filed a prospectus supplement for an underwritten offering of common stock (offering size and price not specified in this document). The company, which trades as TSSI on Nasdaq (closing price $18.83 on Aug 11, 2025), provides systems integration, procurement and related services for data centers and has expanded into AI-enabled rack integration. TSS signed a multi-year agreement with its largest customer for AI rack integration and relocated/expanded its primary facility to Georgetown, investing approximately $31.6 million to increase power capacity from 2.7MW to 15MW and expand operating space to ~213,000 sq ft. Funding cited includes a $20 million construction loan (expandable to $25 million), landlord contribution of $6.8 million, and draws of $8.7M (Dec 31, 2024) and $11.3M (May 2025). As of June 30, 2025, TSS reported $36.836M cash, $19.541M total indebtedness, 23,740,028 shares outstanding, and net tangible book value ~$8.8M or $0.37 per share. Adjusted EBITDA rose to $10.152M in FY2024 and was $9.254M for the six months ended 6/30/25. The prospectus highlights material risks including customer concentration with one OEM, potential dilution to new investors, and a 5.0% underwriting commission.

TSS, Inc. reported a sharp revenue increase to $43.97 million for the quarter ended June 30, 2025, driven by a surge in procurement ($33.00M) and growth in systems integration ($9.49M) related to AI-enabled rack work. Gross profit was $7.82 million (about 18% margin) versus $4.54M (about 37%) a year earlier. Net income for the quarter was $1.48 million and for the six months was $4.46 million, with basic six‑month EPS of $0.19. Cash and restricted cash totaled $41.84 million at June 30, 2025, up from $23.22M year-end.

The company invested heavily in a new Georgetown, TX facility (approximately $31.6 million of improvements through June 30, 2025), financed primarily by a $20.0 million term loan fully drawn by June 30, 2025 that converted to an amortizing loan on July 5, 2025 with monthly payments of ~$437,000. Material concentration remains: a single US-based OEM accounted for 98% of revenue and 98% of receivables. The company was in compliance with loan covenants at June 30, 2025.