One Stop Systems, Inc. has entered into an Equity Distribution Agreement with Piper Sandler & Co. The agreement, dated October 28, 2026, allows the company to offer and sell shares of its common stock, par value $0.0001 per share, through the sales agent.
Under the terms of the agreement, the company may sell shares with an aggregate offering price of up to $50 million. The offering is structured as an at-the-market (ATM) offering, which allows for sales to be made in transactions deemed to be at-the-market offerings under Rule 415(a)(4). Sales may be conducted on The Nasdaq Stock Market LLC or through negotiated transactions at market prices prevailing at the time of sale.
The company is not obligated to sell any shares under this agreement. Piper Sandler will use commercially reasonable efforts to sell shares based on instructions from the company, subject to limitations on the number of shares or minimum prices. The company or the sales agent may suspend sales upon notice to the other party.
The company will pay Piper Sandler a commission equal to 3.0% of the gross sales price of any shares sold. The company will also reimburse the sales agent for certain expenses, including reasonable fees and disbursements of its counsel. The agreement may be terminated by either party at any time upon notice.
The shares will be offered and sold pursuant to the company's effective shelf registration statement on Form S-3 (File No. 333-298543), declared effective by the SEC on September 2, 2026, along with a base prospectus dated September 2, 2026, and a prospectus supplement dated October 28, 2026.
