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): June 26, 2018

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)	(IRS Employer Identification No.)

2235 Enterprise Street #110

Escondido, California 92029

(760) 745-9883

(Address and Telephone Number of Registrant’s Principal Executive Offices)

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 (see General Instruction A.2 below):

☐	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))

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 ☒

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 7.01 Regulation FD Disclosure

On June 26, 2018, One Stop Systems, Inc. (“One Stop”) posted a press release to its investor relations website regarding a recent design win and corresponding purchase order, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

In accordance with General Instructions B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release, dated June 26, 2018.

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.

             ONE STOP SYSTEMS, INC.

Dated: June 26, 2018	By:	/s/ Steve Cooper
	Steve Cooper
	President, Chief Executive Officer and Chairman

- 2 -

EX-99.1

Exhibit 99.1

Press Release

One Stop Systems Multi-Year Military Design Win for Rugged All-Flash Arrays Ramps Up with $3.2 Million Purchase Order

Escondido, Calif. – June 26, 2018 – One Stop Systems, Inc. (Nasdaq: OSS), the leading provider of high performance computing GPU accelerators and NVMe flash arrays for a multitude of HPC applications, has been awarded a $3.2 million purchase order from a leader in defense, civil government and cybersecurity solutions for rugged Ion Accelerator all-flash array data storage units.

Production begins immediately, with shipment of the entire order planned for the third quarter of 2018.It is the second order under a multi-year design win for an airborne military application that OSS secured late last year.

The 4U rugged, lightweight all-flash array for this government program operates as an ultra-high-speed data recorder array for four independent streams of encrypted data from airborne sensors. The Ion Accelerator meets all of the program’s requirements including advanced data integrity, bulk hot-swap of multiple SSDs with one latch, Follow-Me™ flash portability between airborne and ground systems, and compatibility with read-only operating systems.

The win continues the company’s 20-year history of custom design wins for the military and aerospace industries, providing high-density rugged systems for defense contractors, government agencies and the military. OSS products have been deployed in missile defense, anti-submarine warfare, geospatial visualization, surveillance and many other defense applications.

“As the second and considerably larger related order we have received, it demonstrates a significant ramp up in this military program,” noted OSS CEO, Steve Cooper. “We are confident that this design win will lead to future purchase orders and a comprehensive, long-term relationship under this military program.”

The company’s expertise in PCIe expansion has evolved its flash products from expansion systems to powerful all-flash arrays for data centers and defense vehicles. This expertise, combined with its long history of manufacturing custom rugged solutions, positions OSS as one of the leaders in high-density storage for high-speed data recording applications.

For more information, visit www.onestopsystems.com or contact OSS at 877-438-2724.

About One Stop Systems

One Stop Systems, Inc. (OSS) designs and manufactures high performance compute accelerators, flash storage arrays and customized servers for deep learning, AI, defense, finance and entertainment applications. OSS utilizes the power of PCI Express, the latest GPU accelerators and NVMe flash cards to build award-winning systems, including many industry firsts, for OEMs and government customers. The company’s innovative hardware and Ion Accelerator Software offers exceptional performance and unparalleled scalability. OSS products are available directly, through global distributors, or via its SkyScale cloud services. For more information, go to www.onestopsystems.com.

Forward-Looking Statements

One Stop Systems (OSS) cautions you that statements in this press release that are not a description of historical facts are forward-looking statements. These statements are based on the company's current beliefs and expectations. These forward-looking statements include statements regarding the ability of OSS to continue to deliver superior solutions for high-performance computing, the anticipated features and performance of its

product lines and future expectations related to this design win. The inclusion of forward-looking statements should not be regarded as a representation by One Stop Systems that any of our plans will be achieved. Actual results may differ from those set forth in this press release due to the risk and uncertainties inherent in our business, including, without limitation, risks associated with meeting and maintaining ISO certification standards, maintaining performance standards, impacts, costs and other features in our product lines and other risks described in our prior press releases and in our filings with the Securities and Exchange Commission (SEC), including under the heading "Risk Factors" in our Annual Report on Form 10-K and any subsequent filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, and we undertake no obligation to revise or update this press release to reflect events or circumstances after the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Media Contact:

Katie Rivera

One Stop Systems, Inc.

Tel (760) 745-9883

Email contact

Investor Relations:

Ronald Both or Grant Stude

CMA

Tel (949) 432-7557

Email contact