• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • AI SuperconnectorNEW
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • AI SuperconnectorNEW
  • Settings
  • RSS Feeds
PublishGo to AppAI Superconnector
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlertsPublish with Us
    Company
    AboutQuantisnow PlusContactJobsAI superconnector for talent & startupsNEW
    Legal
    Terms of usePrivacy policyCookie policy

    One Stop Systems Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits

    10/1/25 4:15:03 PM ET
    $OSS
    Computer Manufacturing
    Technology
    Get the next $OSS alert in real time by email
    8-K 1 oss-20251001.htm 8-K 8-K

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    FORM 8-K

     

    CURRENT REPORT

    PURSUANT TO SECTION 13 OR 15(d) OF THE

    SECURITIES EXCHANGE ACT OF 1934

     

    Date of Report (Date of earliest event reported): September 29, 2025

     

    ONE STOP SYSTEMS, INC.

    (Exact name of registrant as specified in its charter)

     

    Delaware

    001-38371

    33-0885351

    (State or other jurisdiction of incorporation)

    (Commission File Number)

    (I.R.S. Employer Identification No.)

     

    2235 Enterprise Street #110

    Escondido, California 92029

    (Address of principal executive offices)

     

    (760) 745-9883

    (Registrant’s telephone number, including area code)

    N/A

    (Former name or former address, if changed since last report)

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

     

    ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

    ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

    Title of each class

    Trading Symbol(s)

    Name of exchange on which registered

    Common Stock, $0.0001 par value per share

    OSS

    The Nasdaq Capital Market

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company ☐

     

    1


     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     

     

     

     

    Item 1.01 Entry into a Material Definitive Agreement.

     

    Securities Purchase Agreement

     

    On September 29, 2025, One Stop Systems, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with institutional investors (the “Investors”), pursuant to which the Company agreed to issue and sell to the Investors in a registered direct offering (the “Offering”) 2,500,000 shares of the Company’s Common Stock (the “Common Stock”), par value $0.0001 per share. The Common Stock was sold pursuant to a prospectus supplement, filed on October 1, 2025 to the Registration Statement on Form S-3, originally filed on August 18, 2023 with the SEC (File No. 333-274073), and declared effective by the SEC on August 25, 2023. No Pre-Funded Warrants were sold in this Offering.

     

    The Company has engaged A.G.P./ Alliance Global Partners (“A.G.P.”) and Roth Capital Partners, LLC (“Roth”, and together with A.G.P., the “Placement Agents”) to act as the exclusive placement agents, whereby A.G.P. is serving as lead placement agent, and Roth, as joint-placement agent in connection with this offering. The Placement Agents have agreed to use their reasonable best efforts to sell the securities offered. The Company has agreed to pay an aggregate cash fee equal to 6.00% of the aggregate purchase price paid by the purchasers in this offering to the Placement Agents. The Company has also agreed to reimburse the Placement Agents for certain of their offering-related expenses. The Placement Agents are not purchasing or selling any shares offered by this prospectus supplement and the accompanying base prospectus. The Company will bear all costs associated with this offering.

     

    The Company received aggregate gross proceeds from the Offering of $12,500,000 before deducting the placement agents’ fees and the Company’s Offering expenses. The Offering closed on October 1, 2025.

     

    The Company’s directors and officers have entered into lock-up agreements (each a “Lock-Up Agreement”). Under the Lock-Up Agreement, these individuals have agreed, subject to specified exceptions, not to sell or transfer any shares of common stock or securities convertible into, or exchangeable or exercisable for, the Company’s common stock during a period ending ninety (90) days after September 29, 2025 without first obtaining the written consent of the purchaser parties to the Securities Purchase Agreement.

     

     

    In addition, the Company has agreed to be subject to a lock-up for a period of forty-five (45) days following the date of closing of the Offering. This means that, during the applicable lock-up period, the Company may not issue, enter into any agreement to issue or announce the issuance or proposed issuance of any of its Common Stock or any securities convertible or exercisable or exchangeable for, Common Stock, subject to certain exceptions.

     

    The representations, warranties and covenants contained in the Purchase Agreement were made solely for the benefit of the parties to the Purchase Agreement and may be subject to limitations agreed upon by the contracting parties. Accordingly, the Purchase Agreement is incorporated herein by reference only to provide investors with information regarding the terms of the Purchase Agreement, and not to provide investors with any other factual information regarding the Company or its business, and should be read in conjunction with the disclosures in the Company’s periodic reports and other filings with the Securities and Exchange Commission.

     

    The foregoing description of the Purchase Agreement, and Placement Agency Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the form of Purchase Agreement, Lock-Up Agreement and Placement

    2


     

    Agency Agreement which are filed as Exhibits 10.1, 10.2, and 10.3, to this Current Report on Form 8-K and incorporated herein by reference.

     

    The legal opinion, including the related consent, of Procopio, Cory, Hargreaves & Savitch LLP relating to the issuance and sale of the Common Stock is filed as Exhibit 5.1 hereto.

     

    Item 7.01

    Regulation FD Disclosure.

     

    On September 30, 2025, the Company issued a press release announcing the pricing of the Offering. On October 1, 2025, the Company issued a press release announcing the closing of the Offering. Copies of the press releases are attached as Exhibit 99.1 and 99.2 to this Form 8-K and are hereby incorporated by reference herein.

     

     

    Item 9.01 Financial Statements and Exhibits.

     

    Exhibit No.

     

    Description

    5.1

     

    Opinion of Procopio, Cory, Hargreaves & Savitch LLP

    10.1

     

    Securities Purchase Agreement, dated September 29, 2025

    10.2

     

    Form of Lock-Up Agreement

    10.3

     

    Placement Agency Agreement dated September 29, 2025

    23.1

     

    Consent of Procopio, Cory, Hargreaves & Savitch LLP (included in Exhibit 5.1)

    99.1

     

    Press Release dated September 30, 2025

    99.2

     

    Press Release dated October 1, 2025

    104

     

    Cover Page Interactive Data File (formatted as Inline XBRL)

     

     

     

     

    3


     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    Date: October 1, 2025

     

    ONE STOP SYSTEMS, INC.

    By: /s/Mike Knowles

    Mike Knowles

    Chief Executive Officer

     

    4


    Get the next $OSS alert in real time by email

    Crush Q3 2025 with the Best AI Superconnector

    Stay ahead of the competition with Standout.work - your AI-powered talent-to-startup matching platform.

    AI-Powered Inbox
    Context-aware email replies
    Strategic Decision Support
    Get Started with Standout.work

    Recent Analyst Ratings for
    $OSS

    DatePrice TargetRatingAnalyst
    11/6/2024$3.25 → $4.50Neutral → Buy
    Alliance Global Partners
    8/11/2023$2.75Buy → Neutral
    Alliance Global Partners
    8/16/2021$8.00Buy
    The Benchmark Company
    8/13/2021$8.00 → $8.50Buy
    Roth Capital
    7/7/2021$8.00Buy
    Lake Street
    More analyst ratings

    $OSS
    Press Releases

    Fastest customizable press release news feed in the world

    View All

    OSS Announces Closing of $12.5 Million Registered Direct Offering of Common Stock

    ESCONDIDO, Calif., Oct. 01, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. ("OSS" or the "Company") (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, today announced the closing of its previously announced registered direct offering with participation from certain new and existing institutional investors for the purchase and sale of 2,500,000 shares of common stock at a purchase price of $5.00 per share, resulting in gross proceeds of approximately $12.5 million, before deducting placement agent commissions and other offering expenses. "We entered the second half of the year with strong mom

    10/1/25 4:15:31 PM ET
    $OSS
    Computer Manufacturing
    Technology

    OSS Announces Pricing of $12.5 Million Registered Direct Offering of Common Stock

    ESCONDIDO, Calif., Sept. 30, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. ("OSS" or the "Company") (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, today announced that it has entered into securities purchase agreements with certain new and existing institutional investors for the purchase and sale of 2,500,000 shares of common stock at a purchase price of $5.00 per share, pursuant to a registered direct offering, resulting in gross proceeds of approximately $12.5 million, before deducting placement agent commissions and other offering expenses. The closing of the offering is expected to

    9/30/25 8:30:04 AM ET
    $OSS
    Computer Manufacturing
    Technology

    OSS Receives New Platform Award from Safran Federal Systems

    ESCONDIDO, Calif., Sept. 08, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. (OSS or the Company) (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, today announced a new $500,000 contract from Safran Federal Systems that is expected to contribute to revenue over the next 12 months. Under the terms of the contract, OSS will provide 4U, short-depth-servers (SDS) engineered for military applications onboard naval vessels and aircraft. The order leverages the Company's expertise in PCIe/Switch Fabric technology, rugged enterprise class system design, military program management, and comprehe

    9/8/25 8:00:36 AM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    SEC Filings

    View All

    One Stop Systems Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits

    8-K - ONE STOP SYSTEMS, INC. (0001394056) (Filer)

    10/1/25 4:15:03 PM ET
    $OSS
    Computer Manufacturing
    Technology

    SEC Form 424B5 filed by One Stop Systems Inc.

    424B5 - ONE STOP SYSTEMS, INC. (0001394056) (Filer)

    10/1/25 7:30:17 AM ET
    $OSS
    Computer Manufacturing
    Technology

    SEC Form 10-Q filed by One Stop Systems Inc.

    10-Q - ONE STOP SYSTEMS, INC. (0001394056) (Filer)

    8/7/25 9:02:38 AM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    Analyst Ratings

    Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

    View All

    One Stop Systems upgraded by Alliance Global Partners with a new price target

    Alliance Global Partners upgraded One Stop Systems from Neutral to Buy and set a new price target of $4.50 from $3.25 previously

    11/6/24 12:17:42 PM ET
    $OSS
    Computer Manufacturing
    Technology

    One Stop Systems downgraded by Alliance Global Partners with a new price target

    Alliance Global Partners downgraded One Stop Systems from Buy to Neutral and set a new price target of $2.75

    8/11/23 8:18:54 AM ET
    $OSS
    Computer Manufacturing
    Technology

    The Benchmark Company resumed coverage on One Stop Systems with a new price target

    The Benchmark Company resumed coverage of One Stop Systems with a rating of Buy and set a new price target of $8.00

    8/16/21 7:28:19 AM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    Insider Trading

    Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

    View All

    Chief Executive Officer Knowles Michael was granted 152,448 shares and covered exercise/tax liability with 44,234 shares, increasing direct ownership by 23% to 585,219 units (SEC Form 4)

    4 - ONE STOP SYSTEMS, INC. (0001394056) (Issuer)

    9/2/25 7:49:27 PM ET
    $OSS
    Computer Manufacturing
    Technology

    CPO Ison James covered exercise/tax liability with 3,113 shares, gifted 4,271 shares and received a gift of 4,271 shares, decreasing direct ownership by 6% to 121,523 units (SEC Form 4)

    4 - ONE STOP SYSTEMS, INC. (0001394056) (Issuer)

    8/25/25 7:32:11 PM ET
    $OSS
    Computer Manufacturing
    Technology

    SEC Form 3 filed by new insider Bassett David George

    3 - ONE STOP SYSTEMS, INC. (0001394056) (Issuer)

    7/18/25 6:33:47 PM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    Insider Purchases

    Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

    View All

    Director Manko Joseph M. Jr. bought $146,750 worth of shares (75,000 units at $1.96) (SEC Form 4)

    4 - ONE STOP SYSTEMS, INC. (0001394056) (Issuer)

    8/15/24 7:44:45 PM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    View All

    SEC Form SC 13G/A filed by One Stop Systems Inc. (Amendment)

    SC 13G/A - ONE STOP SYSTEMS, INC. (0001394056) (Subject)

    2/14/24 2:51:04 PM ET
    $OSS
    Computer Manufacturing
    Technology

    SEC Form SC 13G/A filed by One Stop Systems Inc. (Amendment)

    SC 13G/A - ONE STOP SYSTEMS, INC. (0001394056) (Subject)

    1/4/24 11:53:27 AM ET
    $OSS
    Computer Manufacturing
    Technology

    SEC Form SC 13D filed by One Stop Systems Inc.

    SC 13D - ONE STOP SYSTEMS, INC. (0001394056) (Subject)

    11/3/23 3:16:57 PM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    Leadership Updates

    Live Leadership Updates

    View All

    OSS Appoints Lieutenant General David Bassett (Ret.) Board Member

    Former Director of the Defense Contract Management Agency brings decades of defense acquisition and modernization expertise to support OSS's AI and edge compute growth opportunities ESCONDIDO, Calif., May 15, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. (OSS or the Company) (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, today announced that it has appointed Lieutenant General David Bassett (Ret.) to its Board of Directors, effective May 14, 2025. OSS's Board of Directors consists of five current directors: Mike Knowles, Greg Matz, Mike Dumont, Mitch Herbets, and David Bassett. "We are

    5/15/25 8:00:24 AM ET
    $OSS
    Computer Manufacturing
    Technology

    OSS Appoints Technology and Defense Industry Executive, Mitchell H. Herbets, to Board of Directors

    ESCONDIDO, Calif., Nov. 30, 2023 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. (NASDAQ:OSS), a leader in rugged high performance compute (HPC) for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, has appointed Mitchell H. Herbets as a member of its board of directors. Concurrent with the appointment, OSS' board of directors adopted a resolution to temporarily increase the size of the board from eight members to nine members, effective immediately, and to subsequently decrease the size of the board down to seven members, effective as of the company's 2024 annual meeting of stockholders. Herbets' appointment completes the nine-person board. "Mitch brings

    11/30/23 4:01:00 PM ET
    $OSS
    Computer Manufacturing
    Technology

    One Stop Systems Appoints Industry Veteran, Robert Kalebaugh, as Vice President of Sales

    ESCONDIDO, Calif., July 20, 2023 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. (NASDAQ:OSS), a leader in AI Transportable compute and storage solutions at the edge, has appointed industry veteran and seasoned sales executive, Robert Kalebaugh, to the new position of vice president of sales. Kalebaugh brings to OSS more than 36 years of award-winning achievement in the development, marketing, and sales engineering of advanced technologies for the commercial and government markets. This includes more than 30 years in global aerospace and defense, where he built deep relationships with Tier 1 prime contractors, filled multibillion dollar pipelines, and led sales and marketing campaigns that sec

    7/20/23 8:31:00 AM ET
    $OSS
    Computer Manufacturing
    Technology

    $OSS
    Financials

    Live finance-specific insights

    View All

    One Stop Systems Reports Q2 2025 Results

    Second quarter of 2025 consolidated gross margin increased over 600 basis points year-over-year to 31.3%, on consolidated revenue of $14.1 million OSS segment gross margin of 41.3%, on OSS segment revenue of $5.8 million Year-to-date OSS segment bookings of $25.4 million, supports outlook for accelerating revenue growth and improving profitability for the second half of 2025 ESCONDIDO, Calif., Aug. 07, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. ("OSS" or the "Company") (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML), autonomy and sensor processing at the edge, reported results for the second quarter ended June 30, 20

    8/7/25 8:00:50 AM ET
    $OSS
    Computer Manufacturing
    Technology

    One Stop Systems to Report Second Quarter 2025 Financial Results

    ESCONDIDO, Calif., July 24, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. ("OSS" or the "Company") (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML) and sensor processing at the edge, announced today that it will release its second quarter 2025 financial results before the market opens on Thursday, August 7, 2025. A webcast and conference call will be held that same day at 10:00 a.m. ET to review the Company's results. Conference Call and Webcast Domestic: 1-800-579-2543International: 1-785-424-1789Conference ID: ONESTOP (required for entry)Webcast:  https://viavid.webcasts.com/starthere.jsp?ei=1720675&tp_key=5676c84cc3 C

    7/24/25 8:30:52 AM ET
    $OSS
    Computer Manufacturing
    Technology

    One Stop Systems Reports Q1 2025 Results

    First quarter of 2025 consolidated gross margin increased 320 basis points year-over-year to 32.6%, on consolidated revenue of $12.3 million OSS segment gross margin of 45.5%, on OSS segment revenue of $5.2 million OSS segment experienced strong first-quarter bookings of $10.4 million Management continues to expect double-digit consolidated revenue growth in 2025 and consolidated EBITDA break even for the year ESCONDIDO, Calif., May 07, 2025 (GLOBE NEWSWIRE) -- One Stop Systems, Inc. ("OSS" or the "Company") (NASDAQ:OSS), a leader in rugged Enterprise Class compute for artificial intelligence (AI), machine learning (ML), autonomy and sensor processing at the edge, repor

    5/7/25 8:00:33 AM ET
    $OSS
    Computer Manufacturing
    Technology