[144] TSS, Inc. SEC Filing

Rhea-AI Filing Summary

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.

Positive

• Compliance: The insider filed a Rule 144 notice providing required details about acquisition, planned sale date, broker, and aggregate market value.
• Compensation context: Shares were acquired via restricted stock vesting under a registered plan, indicating the sale relates to compensation rather than an unexpected liquidity event.

Negative

• None.

Insights

Securities Analyst

TL;DR: Small insider sale from vested restricted stock; transaction size is immaterial relative to total shares outstanding.

The filing shows a proposed sale of 23,908 shares with an aggregate market value of $386,343.72 against 25,364,244 shares outstanding, representing roughly 0.094% of outstanding stock. The shares were acquired via restricted stock vesting and recorded as consideration for services rendered, which is a common non-cash compensation mechanism. A recent prior sale of 2,917 shares for $47,338.24 was also disclosed. For investors, this appears to be routine compensation-related selling rather than a material disposition that would typically trigger market concern.

Corporate Governance Expert

TL;DR: Disclosure is timely and follows Rule 144 mechanics; no governance red flags evident from the filing alone.

The Form 144 provides the required particulars: acquisition date (06/27/2025), nature of acquisition (restricted stock vesting under a registered plan), and planned sale timing (approx. 08/28/2025). The seller attests to absence of undisclosed material adverse information. These elements satisfy standard disclosure and procedural expectations for insider transactions. Absent additional context such as concentrated selling or concurrent disclosures, this filing does not itself indicate governance concerns.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	23908	386343.72	25364244	08/28/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	06/27/2025	Restricted stock vesting under a registered plan	Issuer			23908	06/27/2025	Services Rendered

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
KARL TODD MARROTT 110 E. OLD SETTLERS ROAD SUITE 100 ROUND ROCK TX 78664	Common	08/27/2025	2917	47338.24

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the TSSI Form 144 report?

The filing reports a proposed sale of 23,908 common shares by an insider, acquired on 06/27/2025 via restricted stock vesting, with an approximate sale date of 08/28/2025.

How much is the proposed sale worth according to the filing?

The aggregate market value reported for the proposed sale is $386,343.72.

What portion of TSSI's outstanding shares does this sale represent?

The filing lists 25,364,244 shares outstanding; the proposed 23,908-share sale is approximately 0.094% of outstanding shares.

Was there any recent sale by the same person disclosed?

Yes, the filer reported a sale on 08/27/2025 of 2,917 shares for gross proceeds of $47,338.24.

How were the shares originally acquired?

The shares were acquired through restricted stock vesting under a registered plan and recorded as payment for services rendered.