TSS, Inc. (TSSI) CEO sells 50,000 shares in 10b5-1 planned trade

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

TSS, Inc. Chief Executive Officer Darryll E. Dewan reported an open-market sale of 50,000 shares of Common Stock at $15.00 per share on April 14, 2026. The transaction was executed under a Rule 10b5-1 trading plan adopted on December 15, 2025.

Following the sale, he directly holds 554,471 shares of Common Stock and has indirect ownership of 5,000 additional shares held by his spouse.

Insider Trade Summary 10b5-1

Net Seller: 50,000 shares ($750,000)

Net Sell 2 txns

Insider Dewan Darryll E

Role Chief Executive Officer

Sold 50,000 shs ($750K)

Type	Security	Shares	Price	Value
Sale	Common Stock	50,000	$15.00	$750K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 554,471 shares (Direct); Common Stock — 5,000 shares (Indirect, By Spouse)

Footnotes (1)

[object Object]

Key Figures

Shares sold: 50,000 shares Sale price per share: $15.00 per share Direct holdings after sale: 554,471 shares +3 more

6 metrics

Shares sold 50,000 shares Open-market sale of Common Stock on April 14, 2026

Sale price per share $15.00 per share Price for the 50,000-share open-market sale

Direct holdings after sale 554,471 shares Common Stock directly owned by CEO after transaction

Indirect spouse holdings 5,000 shares Common Stock indirectly owned, nature of ownership: By Spouse

Net shares sold 50,000 shares Net buy/sell direction is net-sell according to summary

Trading plan adoption date December 15, 2025 Rule 10b5-1 plan used for the April 14, 2026 sale

Key Terms

Rule 10b5-1 trading plan, open-market sale, Common Stock, indirect ownership

4 terms

Rule 10b5-1 trading plan financial

"The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 15, 2025."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

open-market sale financial

"transaction_action: "open-market sale" for 50,000 shares of Common Stock."

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Common Stock financial

"security_title: "Common Stock" for the reported transactions."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

indirect ownership financial

"An additional entry shows 5,000 shares with ownership_type "indirect" and nature_of_ownership "By Spouse"."

Form 4 Insider Transactions: What Each Field Means →

04/16/2026 - 04:05 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^*

Dewan Darryll E

(Last)

(First)

(Middle)

C/O TSS, INC., 1800 AVIATION DRIVE

BUILDING 1, SUITE 100

(Street)

GEORGETOWN

TEXAS

78628

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TSS, Inc. [ TSSI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026

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	04/14/2026		S		50,000⁽¹⁾	D	$15	554,471	D
Common Stock								5,000	I	By Spouse

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. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 15, 2025.

	/s/ Darryll E. Dewan	04/16/2026
	** 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

FAQ

What insider transaction did TSS, Inc. (TSSI) report for CEO Darryll Dewan?

TSS, Inc. reported that CEO Darryll E. Dewan sold 50,000 shares of Common Stock in an open-market transaction at $15.00 per share on April 14, 2026, as disclosed in a Form 4 insider trading report.

Was the TSS, Inc. (TSSI) CEO stock sale made under a Rule 10b5-1 plan?

Yes. The filing states the 50,000-share sale by CEO Darryll E. Dewan was made pursuant to a Rule 10b5-1 trading plan that he adopted on December 15, 2025, indicating the transaction was pre-arranged rather than opportunistic.

How many TSS, Inc. (TSSI) shares does the CEO hold after the reported sale?

After the reported transaction, CEO Darryll E. Dewan directly holds 554,471 shares of TSS, Inc. Common Stock, and there is an additional 5,000 shares reported as indirectly owned through his spouse, according to the Form 4 disclosure.

What type of security did the TSS, Inc. (TSSI) CEO sell in the Form 4 filing?

The Form 4 indicates that CEO Darryll E. Dewan sold shares of TSS, Inc. Common Stock. The transaction involved 50,000 Common Stock shares at a price of $15.00 per share in an open-market sale on April 14, 2026.

How is the spouse’s ownership reported in the TSS, Inc. (TSSI) Form 4 filing?

The Form 4 shows an indirect holding of 5,000 shares of TSS, Inc. Common Stock labeled as "By Spouse." This indicates those shares are reported as indirectly owned by CEO Darryll E. Dewan through his spouse’s holdings.