TSSI TSS Inc (QB)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * Crichton Matt	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) Sr. V.P., Business Development
(Last)          (First)          (Middle) C/O TSS, INC., 110 E. OLD SETTLERS ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 11/11/2019
(Street) ROUND ROCK, TX 78664 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	11/11/2019		A		200000 (1)	A	$0	200000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: 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
Employee Stock Option	$0.80	11/11/2019		A		250000		(2)	11/11/2029	Common Stock	250000	$0	250000	D

Explanation of Responses:
(1)	These shares of common stock represent restricted stock granted pursuant to an award agreement between Mr. Crichton and the Issuer and are subject to forfeiture. The restricted stock awarded will vest in installments as follows: (1) 100,000 shares will vest on November 11, 2020, and (2) 100,000 shares will vest on November 11, 2021. All unvested shares of restricted stock will vest upon a change of control of the Issuer.
(2)	The option becomes exercisable in installments as follows: (1) 83,333 shares will vest on November 11, 2020, (2) 83,333 shares will vest on November 11, 2021, and (3) 83,334 shares will vest on November 11, 2022. The option will become immediately exercisable upon the occurrence of a change in control of the Issuer.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Crichton Matt C/O TSS, INC. 110 E. OLD SETTLERS ROAD ROUND ROCK, TX 78664			Sr. V.P., Business Development

Signatures
/s/ Matt Crichton		11/12/2019
**Signature of Reporting Person		Date