COO of TSS, Inc. (TSSI) trims stake in planned stock sales

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

TSS, Inc. Chief Operating Officer Karl Todd Marrott reported open-market sales of company common stock executed under a pre-arranged Rule 10b5-1 trading plan adopted on September 12, 2025. He sold 15,213 shares at a weighted average price of $15.0275 on April 14, 2026 and 23,636 shares at a weighted average price of $15.1128 on April 17, 2026. Following the most recent sale, he directly holds 251,287 shares of TSS common stock.

Insider Trade Summary 10b5-1

Net Seller: 38,849 shares ($585,819)

Net Sell 2 txns

Insider MARROTT KARL TODD

Role Chief Operating Officer

Sold 38,849 shs ($586K)

Type	Security	Shares	Price	Value
Sale	Common Stock	23,636	$15.1128	$357K
Sale	Common Stock	15,213	$15.0275	$229K

Holdings After Transaction: Common Stock — 251,287 shares (Direct)

Footnotes (1)

The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 12, 2025. (2) The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.00 to $15.17, inclusive. The Reporting Person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) and (3). The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.00 to $15.21, inclusive.

Key Figures

Shares sold 2026-04-14: 15,213 shares Shares sold 2026-04-17: 23,636 shares Total shares sold: 38,849 shares +3 more

6 metrics

Shares sold 2026-04-14 15,213 shares Open-market sale at $15.0275 weighted average

Shares sold 2026-04-17 23,636 shares Open-market sale at $15.1128 weighted average

Total shares sold 38,849 shares Net-sell shares in transactionSummary

Shares held after latest sale 251,287 shares Direct ownership after 2026-04-17 transaction

Price range 2026-04-14 $15.00–$15.21 Multiple trades; weighted average $15.0275

Price range 2026-04-17 $15.00–$15.17 Multiple trades; weighted average $15.1128

Key Terms

Rule 10b5-1 trading plan, weighted average price, open-market sale, non-derivative, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 12, 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.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open-market sale financial

"transaction_action": "open-market sale""

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.

non-derivative financial

""transaction_type": "non-derivative""

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

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.

Form 4 Insider Transactions: What Each Field Means →

04/17/2026 - 09:48 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^*

MARROTT KARL TODD

(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 Operating 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		15,213⁽¹⁾	D	$15.0275⁽²⁾	274,923	D
Common Stock	04/17/2026		S		23,636⁽¹⁾	D	$15.1128⁽³⁾	251,287	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. The shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 12, 2025.

2. (2) The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.00 to $15.17, inclusive. The Reporting Person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) and (3).

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.00 to $15.21, inclusive.

	/s/ Christopher R. Johnson	04/17/2026
	** 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 transactions did TSS, Inc. (TSSI) disclose for its COO?

TSS, Inc. disclosed that COO Karl Todd Marrott executed two open-market sales of common stock. He sold 15,213 shares on April 14, 2026 and 23,636 shares on April 17, 2026, both as non-derivative transactions reported on Form 4.

How many TSS, Inc. (TSSI) shares did the COO sell in total?

Across the two Form 4 transactions, the COO sold 38,849 shares of TSS common stock. These were open-market sales, reflected as non-derivative transactions, and are summarized in the filing’s transactionSummary as net-sell activity for that reporting period.

At what prices did the TSS, Inc. (TSSI) COO sell his shares?

The reported prices are weighted averages for multiple trade executions. On April 14, 2026, shares were sold at a weighted average of $15.0275, and on April 17, 2026, at a weighted average of $15.1128, within disclosed intraday price ranges.

Were the TSS, Inc. (TSSI) COO’s stock sales pre-planned under Rule 10b5-1?

Yes. A footnote states the shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 12, 2025. Such plans allow pre-scheduled trades, reducing the significance of short-term market timing decisions.

How many TSS, Inc. (TSSI) shares does the COO hold after these sales?

After the April 17, 2026 transaction, the Form 4 reports that Karl Todd Marrott directly holds 251,287 shares of TSS common stock. This figure reflects his remaining direct ownership position following the disclosed open-market sales.