On August 1, 2019, Zeff Capital, L.P. delivered a notice to TSR, Inc. nominating H. Timothy Eriksen and Bradley M. Tirpak for election to the Board as Class I directors. Zeff Capital stated that it has also nominated T. Mark Lonning and Daniel Zeff for election to the Board as Class III directors at the Company's 2019 annual shareholders meeting scheduled to be held on September 13, 2019. Zeff Capital stated that its notice requested that the Company immediately confirm that it intends to elect Class I directors and Class III directors at such annual meeting.

Zeff Capital added that if the Company does not so confirm, then it is prepared to seek appropriate relief from the Delaware Court of Chancery. Zeff Capital stated that its notice also includes proposals concerning (1) the Board taking all necessary steps to eliminate the classification of the Board and to require that all directors must be elected on an annual basis; (2) the Board immediately redeeming the Company's poison pill and adopting a policy regarding future poison pill adoptions; (3) amending the By-laws to provide that the number of directors that constitute the whole Board may be increased only with the approval of at least 80% of the authorized directors; and (4) the repeal of any provision or amendment to the By-laws adopted by the Board without stockholder approval after April 9, 2015.