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TSS, Inc. director Peter H. Woodward reported selling company common stock in two December transactions. On December 9, 2025, an entity he controls, MHW Capital Management, LLC, sold 30,000 shares at a weighted average price of $8.82 per share, followed by a sale of 21,700 shares at a weighted average price of $8.30 per share on December 11, 2025.
After these sales, he continues to report indirect beneficial ownership of 1,183,521 shares through MHW Partners, L.P., 1,214,061 shares through MHW SVP II, LLC, and 885,714 shares subject to a performance-related fee, as well as 15,574 shares held directly.
TSS, Inc. (TSSI) reported an insider transaction by a director on a Form 4. On 11/18/2025, the director’s spouse purchased 5,000 shares of TSS, Inc. common stock in an open market transaction at a price of $8 per share. Following this transaction, the director beneficially owns 5,000 shares indirectly through their spouse.
TSS, Inc. (TSSI) reported an insider equity award on a Form 4. Director Vivek Mohindra acquired an employee stock option for 6,000 shares on 11/11/2025 with an exercise price of $17.79 and an expiration date of 11/11/2035. The option vests in three equal tranches: 2,000 shares on 11/11/2026, 2,000 shares on 11/11/2027, and 2,000 shares on 11/11/2028. Following the transaction, 6,000 derivative securities were beneficially owned in direct form.
TSS, Inc. (TSSI) filed a Form 3, the initial statement of beneficial ownership for a new insider. The reporting person is identified as a Director, with the event date of 11/11/2025.
The filing states in the remarks that no securities are beneficially owned. It was filed by one reporting person and includes an Exhibit 24 Power of Attorney. The signature line shows /s/ Vivek Mohindra dated 11/13/2025.
TSS, Inc. furnished a press release reporting financial results for the three and nine months ended September 30, 2025, and announced a conference call on November 13, 2025 at 5:00 p.m. Eastern Time to discuss the results. The press release includes non-GAAP financial measures with reconciliations to the most comparable GAAP metrics and definitions explaining their use.
The company also appointed Vivek Mohindra to its board as a Class III director, with a term expiring at the 2026 Annual Meeting. In connection with his appointment, he received options to acquire 6,000 shares of common stock and an annual retainer of $40,000. A separate press release announced his appointment.
TSS, Inc. (TSSI) reported a Q3 2025 net loss as it scaled its new AI-focused integration facility. Total revenue was $41.9 million versus $70.1 million a year ago, driven by lower procurement activity, while systems integration rose. Gross profit was $4.6 million and the company posted an operating loss of $0.9 million, resulting in a net loss of $1.5 million (diluted EPS -$0.06), compared with net income of $2.6 million (EPS $0.10) in Q3 2024.
For the nine months, revenue reached $184.8 million, up from $98.1 million, and net income was $3.0 million. Cash and cash equivalents were $70.7 million, with an additional $5.0 million in restricted cash. Stockholders’ equity increased to $63.4 million, reflecting an August issuance of 3,450,000 shares that raised $55.3 million net. Deferred revenues rose to $12.1 million, largely tied to procurement and integration services.
The company completed borrowings under its Susser Bank credit agreement, including a $5.0 million accordion, and invested heavily in facility power and cooling, which added $1.0 million of depreciation to cost of revenues this quarter. Customer concentration remains high, with a US-based IT OEM representing 99% of Q3 revenue and accounts receivable.
TSS, Inc. entered into a First Amendment to its existing Credit Agreement through its wholly owned subsidiary VTC, L.L.C., adding an incremental term loan of $5,000,000 to its prior $20,000,000 term loan facility with Susser Bank. The new Incremental Note carries the same interest rate, maturity, and payment terms as the original term loan.
The company plans to use the additional borrowing to replenish cash reserves that were previously used to fund capital expenditures and to better match the long-term nature of those investments with long-term debt financing. The amendment and related term loan note are filed as exhibits and the new borrowing is reported as a direct financial obligation.
TSS, Inc. insider filing reports proposed and recent sales of common stock by an insider. The filing shows a proposed sale of 11,100 shares acquired on 06/27/2025 through restricted stock vesting for services, with an aggregate market value of $179,477.01 based on the filing. The issuer has 25,364,244 shares outstanding and the proposed sale lists NASDAQ as the exchange and an approximate sale date of 09/10/2025.
The notice also discloses prior sales by the same person within the past three months: 23,908 shares sold on 08/28/2025 for $386,343.72 and 2,917 shares sold on 08/27/2025 for $47,338.24. The filer certifies no undisclosed material adverse information and that the shares to be sold were obtained via a registered plan vesting.
TSS, Inc. filed a Form S-8 to register 1,500,000 shares of its common stock for issuance under the new 2025 Omnibus Incentive Compensation Plan. This equity plan succeeds the company’s 2015 Omnibus Incentive Compensation Plan and was approved by stockholders at the 2025 annual meeting held on June 4, 2025.
The 2025 plan share pool consists of 1,500,000 new shares plus any unallocated shares remaining under the 2015 plan as of the effective date. In addition, shares tied to outstanding 2015 plan awards that later expire, are forfeited, canceled, or withheld to cover taxes can again be used for new awards under the 2025 plan. The filing also confirms TSS’s existing charter and bylaw provisions and separate agreements providing indemnification and liability protections for directors and officers as permitted under Delaware law.
Daniel M. Chism, listed as Chief Financial Officer of TSS, Inc. (TSSI), reported sales of company common stock on 08/27/2025 and 08/28/2025. The Form 4 shows a sale of 10,000 shares on 08/27/2025 at a weighted average price of $16.25 and a sale of 5,000 shares on 08/28/2025 at $16.20. The report records beneficial ownership of 316,219 shares following the 08/27 sale and 311,219 shares following the 08/28 sale. The filing is signed by an attorney-in-fact, Christopher R. Johnson, dated 08/29/2025. The filer affirms willingness to provide transaction-level price details within the disclosed price range.