TSS (NASDAQ: TSSI) director receives 3,784 restricted shares award

Rhea-AI Filing Summary

TSS, Inc. director Richard M. Metzler reported receiving 3,784 shares of common stock on January 14, 2026. The Form 4 shows this as an acquisition at a price of $0 per share, bringing his directly held beneficial ownership to 153,784 common shares.

According to the footnote, these shares are restricted stock granted under an award agreement and are subject to forfeiture. The grant will vest over three years: 1,261 shares on January 14, 2027, another 1,261 shares on January 14, 2028, and the remaining 1,262 shares on January 14, 2029, provided the vesting conditions are met.

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

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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^*

Metzler Richard M.

(Last) (First) (Middle)

C/O TSS, INC. 1800 AVIATION DRIVE

BUILDING 1, SUITE 100

(Street)

GEORGETOWN TX 78628

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/14/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/14/2026		A		3,784(1)	A	$0	153,784	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares of common stock represent restricted stock granted pursuant to an award agreement between Mr. Metzler and the Issuer and are subject to forfeiture. The restricted stock awarded will vest in installments as follows: (1) 1,261 shares will vest on January 14, 2027, (2) 1,261 shares will vest on January 14, 2028, and (3) 1,262 shares will vest on January 14, 2029.

	/s/ Christopher R. Johnson, Attorney-in-Fact	01/16/2026
	** 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).
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FAQ

What insider transaction did TSS, Inc. (TSSI) disclose for Richard M. Metzler?

The filing reports that director Richard M. Metzler acquired 3,784 shares of TSS, Inc. common stock on January 14, 2026, recorded as a grant at $0 per share.

How many TSS, Inc. shares does Richard M. Metzler own after this Form 4 transaction?

After the reported restricted stock grant, Richard M. Metzler beneficially owns 153,784 shares of TSS, Inc. common stock in direct ownership.

What type of shares did Richard M. Metzler receive in the latest TSSI Form 4?

He received restricted shares of common stock in TSS, Inc., granted under an award agreement and subject to forfeiture based on vesting conditions.

What is the vesting schedule for Richard M. Metzler’s restricted TSSI shares?

The 3,784 restricted shares vest in three installments: 1,261 shares on January 14, 2027, 1,261 shares on January 14, 2028, and 1,262 shares on January 14, 2029.

Did Richard M. Metzler pay cash for the 3,784 TSS, Inc. shares reported on Form 4?

No cash payment is shown; the Form 4 lists the transaction price per share as $0, indicating a stock grant rather than an open-market purchase.

Is Richard M. Metzler a director or officer of TSS, Inc. according to this Form 4?

The filing identifies Richard M. Metzler as a director of TSS, Inc. and does not list him as an officer or 10% owner.