CEO Darryll Dewan was paid $3,081,505 in fiscal year 2025, ↑ up 245.3% from fiscal year 2024 (SEC filing 0001140361-26-016374 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
$3,081,505 ↑ Darryll Dewan total, FY2025 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 88.7% Say-on-pay support, latest vote |
Track this company's pay every filing: join the Pro seat waitlist
Velarion Pro: every company page, peer tools and exports, one seat — $1,200/year
Ask our research desk — $99, 24h, every figure cited to its filing.
TSSI's next annual pay disclosure, estimated April 16, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Darryll Dewan | $385,000 | $209,055 | $2,416,950 | $0 | $0 | $0 | $70,500 | $3,081,505 |
| President and Chief Executive Officer from November 14, 2022 | ||||||||
| Daniel Chism | 325,000 | 172,283 | 1,827,450 | 0 | 0 | 0 | 10,500 | 2,335,233 |
| Chief Financial Officer | ||||||||
| Karl Marrott | 300,000 | 151,751 | 1,827,450 | 0 | 0 | 0 | 10,456 | 2,289,657 |
| Chief Operating Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Darryll Dewan | $3,081,505 | $892,543 | $558,630 | ↑ +2,188,962 |
| Daniel Chism | 2,335,233 | 828,988 | — | ↑ +1,506,245 |
| Karl Marrott | 2,289,657 | 975,652 | 532,094 | ↑ +1,314,005 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
You have just read TSS's Summary Compensation Table. The whole free brief as a PDF, emailed now, with every figure cited — then a few short notes on the deeper TSSI reports.
We send the PDF right away, then up to three short notes. Reply “unsubscribe” to any of them, any time.
How we handle your data → Privacy
This is the complete answer, not a partial one — the list is never padded.
One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2025 total |
|---|---|---|
| Daniel Chism | CFO | $2,335,233 |
| Darryll Dewan | CEO | $3,081,505 |
| Karl Marrott | COO | $2,289,657 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Michael Fahy | Independent Director | $40,000 |
| Peter H. Woodward | Chair of the Board | $65,000 |
| Richard M. Metzler | Independent Director | $45,000 |
| Vivek Mohindra | Independent Director | $108,547 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Darryll Dewan | RSU | 355,000 | — | $2,509,850 |
| Daniel Chism | Option | 83,333 | 1.72 | — |
| Karl Marrott | RSU | 363,334 | — | 2,568,771 |
| Daniel Chism | RSU | 267,500 | — | 1,891,225 |
| Darryll Dewan | RSU | 150,000 | — | 1,060,500 |
The company utilizes grants of stock options and restricted stock as a recruiting and retention tool and to align the interests of named executive officers with those of stockholders by incentivizing them to increase stockholder value.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-06-04 | 6,255,161 | 304,907 | 492,182 | 88.7% | Passed |
| 2022 | 2022-06-16 | 10,654,424 | 59,631 | 161,865 | 97.96% | Passed |
| 2019 | 2019-06-06 | 9,519,179 | 60,406 | 27,192 | 99.09% | Passed |
| 2016 | 2016-06-09 | 8,639,265 | 41,655 | 0 | 99.52% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2025 | 2025-06-04 | 88.7%a |
| 2022 | 2022-06-16 | 97.96%b |
| 2019 | 2019-06-06 | 99.09%c |
a. Approved under the standard stated in the filing — “Abstentions will be treated as shares represented at the meeting and will have the same effect as votes against this proposal.”.
b. Approved under the standard stated in the filing — “Abstentions and broker non-votes will be treated as shares represented at the meeting and will have the same effect as an AGAINST vote on the outcome of this proposal.”.
c. Approved under the standard stated in the filing — “Abstentions and broker non-votes will be treated as shares represented at the meeting and will have the same effect as votes against this proposal.”.
Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Vivek MohindraIndependent · Nominating · Partial-year service · Newly elected | $6,667 | — | $101,880 | — | — | $108,547 |
| Peter H. WoodwardIndependent · Board Chair · Audit (Chair) · Compensation · Nominating | 65,000 | — | 0 | — | — | 65,000 |
| Richard M. MetzlerIndependent · Audit · Compensation · Nominating | 45,000 | — | 0 | — | — | 45,000 |
| Michael FahyIndependent · Audit · Compensation · Nominating | 40,000 | — | 0 | — | — | 40,000 |
| Darryll E. DewanEmployee director | — | — | — | — | — | 0 |
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 10,000 / 5,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $156,667 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $156,667 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | TSS | 2025 | Darryll Dewan | $385,000 | $2,416,950 | $0 | $0 | $3,081,505 |
Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Darryll Dewan | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Executive Compensation”. As printed: 3,081,505. Filing ↗machine: r2 · c21 · span 174187–174197 |
| 2 | Section 01, Daniel Chism | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Executive Compensation”. As printed: 2,335,233. Filing ↗machine: r5 · c21 · span 186249–186259 |
| 3 | Section 01, Karl Marrott | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Executive Compensation”. As printed: 2,289,657. Filing ↗machine: r8 · c21 · span 197814–197824 |
| 4 | Section 08, Vivek Mohindra | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Director Compensation”. As printed: 108,547. Filing ↗machine: span 292123–292285 |
| 5 | Section 08, Peter H. Woodward | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Director Compensation”. As printed: 65,000. Filing ↗machine: span 285812–285973 |
| 6 | Section 08, Richard M. Metzler | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Director Compensation”. As printed: 45,000. Filing ↗machine: span 287668–287829 |
| 7 | Section 08, Michael Fahy | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Director Compensation”. As printed: 40,000. Filing ↗machine: span 289464–289625 |
| 8 | Section 08, Darryll E. Dewan | DEF 14A | 2026-04-23 | 0001140361-26-016374 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 9 | Section 06, 2025 vote | Form 8-K | 2025-06-09 | 0001654954-25-006713 | Item 5.07 · say-on-pay result. As reported: 88.7% (votes for as printed: 6,255,161). Filing ↗ |
| 10 | Section 06, 2022 vote | Form 8-K | 2022-06-27 | 0001437749-22-015984 | Item 5.07 · say-on-pay result. As reported: 97.96%. Filing ↗ |
| 11 | Section 06, 2019 vote | Form 8-K | 2019-06-07 | 0001437749-19-011611 | Item 5.07 · say-on-pay result. As reported: 99.09%. Filing ↗ |
| 12 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 13 | Section 09b board cost (computed) | Computed | — | — | Cash 156,667 + equity 0 + all other 0 = 156,667, summed across the director compensation table rows.machine: formula: Σ = 156,667 |
| 14 | TSS (subject), Section 10b CEO total | DEF 14A | 2026-04-23 | 0001140361-26-016374 | CEO total compensation as printed in TSS's own proxy. As printed: 3,081,505. Filing ↗machine: r2 · c21 · span 174187–174197 |
The Pay Desk — the free weekly executive pay briefing, one company at a time, every number traceable to a public filing.
You'll confirm on The Pay Desk's sign-up page.