Sec Form 4 Filing - RAUN DAVID @ ONE STOP SYSTEMS, INC. - 2020-06-24

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person RAUN DAVID 2. Issuer Name and Ticker or Trading Symbol ONE STOP SYSTEMS, INC. [ OSS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) 2235 ENTERPRISE STREET #110 3. Date of Earliest Transaction (MM/DD/YY) 06/24/2020 (Street) ESCONDIDO, CA92029 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Restricted Stock Unit ( 1 ) 06/24/2020 A 412,125 ( 2 ) ( 2 ) Common Stock 412,125 $ 0 412,125 D Employee Stock Option (right to buy) $ 2.14 06/24/2020 A 412,125 ( 3 ) 06/23/2030 Common Stock 412,125 $ 0 412,125 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RAUN DAVID 2235 ENTERPRISE STREET #110 ESCONDIDO, CA92029 X President and CEO Signatures /s/ David Raun 06/25/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each Restricted Stock Unit represents a contingent right to receive one share of OSS common stock. The closing price of OSS on June 23, 2020 was $2.14. ( 2 )The Restricted Stock Units (RSUs) shall vest over three (3) years, with 1/3 of the RSUs vesting following the one-year anniversary of the date of grant, and the remaining RSUs shall vest in four (4) equal installments, commencing six (6) months after the one-year anniversary of the date of grant and every six (6) months thereafter until fully vested, provided that grantee is still employed on each such vesting date. ( 3 )The options shall vest based on increases of the Company's stock price during six-month periods, which periods end at the end of the second and fourth fiscal quarters. After the Company reports second and fourth fiscal quarter earnings, 29,438 options shall vest if the Company's stock price has increased $0.25 per share over the price at the end of the prior 6-month period. If the stock price increases more or less than $0.25 per share, the number of options that shall vest shall be proportionate to the stock price increase to $0.25. The stock price on the date of grant is the floor for the initial period. The price at the end of each 6-month period (which shall be used as the floor for the subsequent 6-month period) shall be determined using ten-day trailing volume weighted average price (VWAP) after reporting second and fourth fiscal quarter earnings.

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).

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