CONTROLS AND PROCEDURES
−Removed: of Disclosure Controls and Procedures
−Removed: of the end of the period covered by this Annual Report, under the supervision and with the participation of DSCs management,
−Removed: including its principal executive officer who is also its principal financial officer, DSC conducted an evaluation of its disclosure
−Removed: controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange
−Removed: Act of 1934, as amended (the Exchange Act).
−Removed: Based on this evaluation, DSCs principal executive officer and
−Removed: principal financial officer concluded that DSCs disclosure controls and procedures are not effective to ensure that information
−Removed: required to be disclosed by DSC in the reports it files or submits under the Exchange Act is recorded, processed, summarized,
−Removed: and reported within the time periods specified in the Securities and Exchange Commissions (the SEC) rules
−Removed: based on the material weakness described below.
−Removed: Report on Internal Control Over Financial Reporting
−Removed: management is responsible for establishing and maintaining effective internal control over financial reporting as defined in Rule
−Removed: 13a-15(f) under the Exchange Act.
−Removed: DSCs internal control over financial reporting is designed to provide reasonable assurance
−Removed: to DSCs management and Board of Directors regarding the preparation and fair presentation of published financial statements
−Removed: in accordance with United States generally accepted accounting principles (GAAP), including those policies
−Removed: and procedures that:
−Removed: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
−Removed: and dispositions of the assets of DSC, (ii) provide reasonable assurance that transactions are recorded as necessary to permit
−Removed: preparation of financial statements in accordance with GAAP and that receipts and expenditures are being made only in accordance
−Removed: with authorizations of DSCs management and directors and (iii) provide reasonable assurance regarding prevention or timely
−Removed: detection of unauthorized acquisition, use, or disposition of DSCs assets that could have a material effect on the financial
+Added: Evaluation of Disclosure Controls and Procedures
+Added: As of the end of the period
+Added: covered by this Annual Report, under the supervision and with the participation of Data Storage’s management, including its
+Added: principal executive officer and the principal financial officer, the Company conducted an evaluation of its disclosure controls and
+Added: procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934,
+Added: as amended (the “Exchange Act”).
+Added: Based on this evaluation, the company’s Principal Executive Officer and Principal
+Added: Financial Officer concluded that Data Storage’s disclosure controls and procedures are effective to ensure that information
+Added: required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed,
+Added: summarized, and reported within the time periods specified in the Securities and Exchange Commission’s (the “SEC”)
+Added: Management’s Report on Internal Control Over Financial Reporting
+Added: The Company’s management is responsible for establishing and maintaining
+Added: effective internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act.
+Added: Data Storage’s internal
+Added: control over financial reporting is designed to provide reasonable assurance to Data Storage’s management and Board of Directors
+Added: regarding the preparation and fair presentation of published financial statements in accordance with United States generally accepted
+Added: accounting principles (“GAAP”), including those policies and procedures that:
+Added: (i) pertain to the maintenance of records that,
+Added: in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company, (ii) provide reasonable
+Added: assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP and that receipts
+Added: and expenditures are being made only in accordance with authorizations of Data Storage’s management and directors and (iii) provide
+Added: reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s
+Added: assets that could have a material effect on the financial statements.
Management conducted an evaluation
−Removed: of the effectiveness of internal control over financial reporting based on the framework in Internal Control—Integrated Framework
−Removed: issued by the Committee of Sponsoring Organizations of the Treadway Commission in its 2013 Internal Control-Integrated Framework.
−Removed: Management’s
−Removed: assessment included an evaluation of the design of DSC’s internal control over financial reporting and testing of the operational
+Added: of the effectiveness of internal control over financial reporting based on the framework in Internal Control-Integrated Framework issued
+Added: by the Committee of Sponsoring Organizations of the Treadway Commission in its 2013 Internal Control-Integrated Framework.
+Added: assessment included an evaluation of the design of the Company’s internal control over financial reporting and testing of the operational
effectiveness of our internal control over financial reporting.
Based on this evaluation, management has determined that as of December
−Removed: 31, 2020, there were material weaknesses in our internal control over financial reporting.
−Removed: The material weaknesses identified during management’s
−Removed: assessment were (i) a lack of sufficient internal accounting expertise to provide reasonable assurance that our financial statements and
−Removed: notes thereto are prepared in accordance with GAAP and (ii) a lack of segregation of duties to ensure adequate review of financial statement
−Removed: In light of these material weaknesses, management has concluded that, as of December 31, 2020, DSC did not maintain effective
−Removed: internal control over financial reporting.
−Removed: As defined by the Public Company Accounting Oversight Board Auditing Standard No.
−Removed: 5, a material
−Removed: weakness is a deficiency or a combination of deficiencies, such that there is a reasonable possibility that a material misstatement of
−Removed: the annual or interim financial statements will not be prevented or detected.
−Removed: In order to ensure the effectiveness of DSC’s disclosure
−Removed: controls in the future, DSC intends on adding financial staff resources to our accounting and finance department that have the requisite
−Removed: of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: Therefore, even
−Removed: those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation
−Removed: and presentation.
−Removed: Annual Report does not include an attestation report of DSCs registered public accounting firm regarding internal control
−Removed: over financial reporting.
−Removed: Managements report was not subject to attestation by DSCs registered public accounting
−Removed: firm pursuant to rules of the SEC that permit DSC to provide only managements report in this Annual Report.
−Removed: in Internal Control over Financial Reporting
−Removed: have been no significant changes in DSCs internal control over financial reporting during the most recently completed fiscal
−Removed: quarter ended December 31, 2020 that have materially affected, or is reasonably likely to materially affect, DSCs internal
−Removed: control over financial reporting.
+Added: 31, 2021, there were no material weaknesses in our internal control over financial reporting and, management has concluded that, as of
+Added: December 31, 2021, the Company maintained effective internal control over financial reporting.
+Added: As defined by the Public Company Accounting
+Added: Oversight Board Auditing Standard No.
+Added: 5, a material weakness is a deficiency or a combination of deficiencies, such that there is a reasonable
+Added: possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected.
+Added: Because of its inherent limitations,
+Added: internal control over financial reporting may not prevent or detect misstatements.
+Added: Therefore, even those systems determined to be effective
+Added: can provide only reasonable assurance with respect to financial statement preparation and presentation.
+Added: This Annual Report does not include
+Added: an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting.
+Added: report was not subject to attestation by the Company’s registered public accounting firm pursuant to rules of the SEC that permit
+Added: the Company to provide only management’s report in this Annual Report.
+Added: Changes in Internal Control over Financial Reporting
+Added: There have been no significant changes in the Company’s
+Added: internal control over financial reporting during the most recently completed fiscal quarter ended December 31, 2021, that have materially
+Added: affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
OTHER INFORMATION
−Removed: DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The following table sets forth
−Removed: the names, ages, and positions of DSC’s executive officers and directors.
−Removed: Executive officers are elected annually by DSC’s
−Removed: Board of Directors.
−Removed: Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected and
−Removed: Each director holds his office until his successor is elected and qualified or his earlier resignation or removal.
−Removed: Chairman of the Board, Chief Executive Officer, Chief Financial Officer
+Added: DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
+Added: The following table sets forth the names, ages, and
+Added: positions of the Company’s executive officers and directors.
+Added: Executive officers are elected annually by its Board of Directors.
+Added: Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected and qualified.
+Added: Each director
+Added: holds his office until his successor is elected and qualified or his earlier resignation or removal.
+Added: Chairman of the Board, Chief Executive Officer
+Added: Chris Panagiotakos
+Added: Chief Financial Officer
Director, President
−Removed: Director, Executive Vice President
+Added: Director, Executive Vice President of Strategic Development
Matthew Grover
−Removed: Piluso, Chairman of the Board, Chief Executive Officer, Chief Financial Officer and Treasurer
−Removed: Piluso is DSCs Chief Executive Officer, Chief Financial Officer and Chairman of the Board.
−Removed: He has served as Chief Executive
−Removed: Officer since 2008, Chief Financial Officer since 2014, Treasurer since 2020, and Chairman of the Board since 2008.
−Removed: Prior to founding
−Removed: DSC in 2001, Mr.
−Removed: Piluso founded North American Telecommunication Corporation a facilities-based Competitive Local Exchange Carrier
−Removed: licensed by the Public Service Commission in ten states, serving as the companys Chairman and President from 1997 to 2000.
+Added: Director, Executive Vice President
+Added: Piluso, Chairman of the Board, Chief Executive Officer,
+Added: and Treasurer
+Added: Piluso is Data Storage’s
+Added: Chief Executive Officer and Chairman of the Board.
+Added: He has served as Chief Executive Officer since 2008, Treasurer since 2020, and Chairman
+Added: of the Board since 2008.
+Added: Prior to founding Data Storage in 2001, Mr.
+Added: Piluso founded North American Telecommunication Corporation a facilities-based
+Added: Competitive Local Exchange Carrier licensed by the Public Service Commission in ten states, serving as the company’s Chairman and
+Added: President from 1997 to 2000.
Between 1990 and 1997, Mr.
−Removed: Piluso served as Chairman & Founder of International Telecommunications Corporation (ITC),
−Removed: a facilities-based international carrier licensed by the Federal Communications Commission.
−Removed: ITC participated in a consolidation
−Removed: strategy that went public in 1997 for $800 million.
+Added: Piluso served as Chairman & Founder of International Telecommunications Corporation
+Added: (“ITC”), a facilities-based international carrier licensed by the Federal Communications Commission.
+Added: ITC participated in a
+Added: consolidation strategy that went public in 1997 for $800 million.
Piluso holds a bachelor’s degree, a Master of Arts in Political
1 unchanged sentence
John’s University.
−Removed: He was an Instructor
−Removed: Professor at St.
+Added: He was an Instructor Professor
John’s University, College of Business from 1986 through 1988.
−Removed: From 2001 to 2013, served on the Board of
−Removed: Trustees of Molloy College.
+Added: From 2001 to 2013, served on the Board of Trustees of Molloy
Piluso served on the Board of Governors at St.
−Removed: Johns University from 2001 to 2016 and Governor
−Removed: and, is currently serving on the Board of Advisors for the Nassau County Police Department Foundation.
+Added: John’s University from 2001 to 2016 and Governor Emeritus;
+Added: and, is currently
+Added: serving on the Board of Advisors for the Nassau County Police Department Foundation.
We believe that Mr.
−Removed: Piluso is qualified to serve as
−Removed: a member of our Board due to his technical expertise and management experience of technology and communications companies.
+Added: is qualified to serve as a member of our Board due to his technical expertise and management experience of technology and communications
+Added: Chris Panagiotakos, Chief
+Added: Financial Officer
+Added: Panagiotakos has served as our Chief Financial Officer since May
+Added: Panagiotakos served as the Vice President, Corporate Controller of Cinedigm Corp.
+Added: Nasdaq Global Market) from April
+Added: 2017 until March 2021, where he was responsible for the company’s accounting function, oversight of the company’s external
+Added: audit, compliance and controls in addition to staff training and development.
+Added: Prior to becoming Vice President, Corporate Controller of
+Added: Cinedigm Corp, he served as their Corporate Assistant Controller from October 2013 to April 2017.
+Added: From September 2004 to October 2013,
+Added: Panagiotakos served in various capacities in the accounting department at Young Broadcasting Inc., including as Controller of one
+Added: its divisions and Assistant Corporate Controller.
+Added: Panagiotakos has over 24 years in public company accounting experience and he brings
+Added: a broad range of experience related to public company accounting matters.
+Added: Panagiotakos holds a Bachelor of Business Administration
+Added: in Accounting from Bernard M.
+Added: Baruch College, a Masters of Business Administration from Texas A&M University-Commerce, and is a Certified
+Added: Public Accountant.
Schwartz, President and Director
3 unchanged sentences
Since 1995, Mr.
−Removed: Schwartz has served as vice president of ABC Services, Inc., which he co-founded,
−Removed: where he was responsible for the strategic direction of the company, operations, business development and sales.
−Removed: Over the past
−Removed: two decades, Mr.
−Removed: Schwartz has honed his expertise in IBM business systems, business continuity and helping organizations increase
−Removed: IT performance while reducing costs.
+Added: Schwartz has served as vice president of ABC Services, Inc., which he co-founded, where
+Added: he was responsible for the strategic direction of the company, operations, business development and sales.
+Added: Over the past two decades,
+Added: Schwartz has honed his expertise in IBM business systems, business continuity and helping organizations increase IT performance while
+Added: reducing costs.
In addition, Mr.
−Removed: Schwartz is the founder of Systems Trading, Inc., a technology leasing company
−Removed: established in 1997, where Mr.
+Added: Schwartz is the founder of Systems Trading, Inc., a technology leasing company established in 1997,
Schwartz serves as the company’s CEO and president.
−Removed: Prior to founding these two businesses,
−Removed: Schwartz was with CAC Leasing for six years, where he started a lease asset sales division in 1991.
−Removed: This division was established
−Removed: shortly after Mr.
−Removed: Schwartz earned his bachelors degree in business from California State University in San Bernardino.
+Added: Prior to founding these two businesses, Mr.
+Added: Schwartz was with CAC
+Added: Leasing for six years, where he started a lease asset sales division in 1991.
+Added: This division was established shortly after Mr.
+Added: earned his bachelor’s degree in business from California State University in San Bernardino.
Since 2010, Mr.
−Removed: Schwartz has served on the Board of Advisors for Data Storage Corporation.
+Added: Schwartz has served
+Added: on the Board of Advisors for Data Storage Corporation.
We believe that Mr.
−Removed: Schwartz is qualified to serve
−Removed: as a member of our Board due to his proven ability to strengthen and improve the operations of the companies he has been a part of his
−Removed: experience in sales and business development and his knowledge of the industry.
−Removed: Kempster, President of Technical Operations and Director
−Removed: Kempster is DSC’s President
−Removed: of Service Operations and serves as a Director.
−Removed: Until March 29, 2021 he had served as DSC’s President of Technical Operations.
−Removed: has served as Director since December 2016, Executive Vice President since 2020, and served as Secretary from 2016 to 2020.
−Removed: Prior to DCS’s
−Removed: acquisition of ABC in 2016, Mr.
−Removed: Kempster founded and developed ABC Services, Inc., a solutions provider specializing in IBM power environments
−Removed: Kempster was ABC’s visionary and was responsible for developing strategic partnerships with many industry leaders
−Removed: such as IBM, Microsoft, and VMware to build a successful solution-driven business.
−Removed: ABC Services, Inc., with the help of its strategic
−Removed: partnerships, worked with organizations across the United States and continued to expand.
−Removed: Kempster began his career in 1985 as a computer
−Removed: technician at Systems Configuration Services (SCS) where he was trained on IBM System hardware and software operating systems.
−Removed: he was hired by Diversified Data Corp.
−Removed: as their general manager to assist in building a Technical Division to support IBM-specific sales.
−Removed: Kempster spearheaded the service division into a successful and profitable entity.
−Removed: Kempster then joined CAC Leasing where his
−Removed: business development experiences further inspired his vision to form ABC Services, Inc.
+Added: is qualified to serve as a member of our Board due to his proven ability to strengthen and improve the operations of the companies he
+Added: has been a part of his experience in sales and business development and his knowledge of the industry.
+Added: Kempster, Executive Vice President and Director
+Added: Kempster is Data Storage’s Executive Vice President, and has served as Director since 2016.
+Added: He is focused on business growth
+Added: and strategic development in one of the Company’s key verticals for 2022, government.
+Added: Prior to his current position, Mr.
+Added: Kempster served as the President of Service Delivery until 2021 and was directly responsible for forging improvements that are the
+Added: foundation of the Company’s highly rated customer service today.
+Added: Prior to Data Storage Corporation Mr.
+Added: Kempster founded ABC
+Added: Services in 1994 and served as president until 2016.
+Added: ABC Services was an IBM Gold partner and provided managed services,
+Added: equipment, software and specialized in IBM Power systems.
+Added: In 2012 ABC Services launched a joint venture with Data Storage
+Added: Corporation to provide cloud infrastructure on IBM Power systems.
+Added: The joint venture was Secure Infrastructure and Services,
+Added: In 2016, ABC Services was acquired by Data Storage Corporation.
We believe that Mr.
−Removed: Kempster is qualified to serve
−Removed: as a member of our Board because of his practical experience in a broad range of competencies including his industry experience.
−Removed: Argen, Director
−Removed: Argen has been a Director since January 12, 2006.
−Removed: Argen has been a Business Consultant and Developer specializing in the information
−Removed: technology, telecommunications, and construction industries since 2003.
−Removed: He is a seasoned professional that brings 30 years of
−Removed: experience and entrepreneurial success from working with small business owners to Fortune 500 firms.
+Added: is qualified to serve as a member of our Board because of his practical experience in a broad range of competencies including his industry
+Added: John Argen, Director
+Added: Argen has been a Director
+Added: since January 12, 2006.
+Added: Argen has been a Business Consultant and Developer specializing in the information technology, telecommunications,
+Added: and construction industries since 2003.
+Added: He is a seasoned professional that brings 30 years of experience and entrepreneurial success from
+Added: working with small business owners to Fortune 500 firms.
From 1992 to 2003, Mr.
−Removed: was the CEO and founder of DCC Systems, a privately held nationwide Technology Design / Build Construction Development and Consulting
−Removed: Solutions firm.
−Removed: Argen built DCC Systems from the ground up, re-engineering the firm several times to meet the needs of its
−Removed: clientele and enabled DCC Systems to produce gross revenues exceeding 100 million dollars in 2000.
+Added: Argen was the CEO and founder of DCC Systems, a privately
+Added: held nationwide Technology Design / Build Construction Development and Consulting Solutions firm.
+Added: Argen built DCC Systems from the
+Added: ground up, re-engineering the firm several times to meet the needs of its clientele and enabled DCC Systems to produce gross revenues
+Added: exceeding 100 million dollars in 2000.
Prior to DCC Systems Mr.
−Removed: held senior management positions for 15 years at ITT/Metromedia and was VP of Engineering& Operations at DataNet, a Wilcox
−Removed: & Gibbs company for 2 years.
−Removed: Throughout his corporate tenure, he has worked in Operations, Marketing, Systems Engineering,
−Removed: Telecommunications and Information Technology.
−Removed: Argen graduated Pace University with a BPS in Finance.
−Removed: His commitment to continued
−Removed: education is reflected in his completion to over 2000 hours of corporate sponsored courses.
−Removed: Argen also holds a Federal Communication
−Removed: Commission (FCC) Radio Telephone 1st Class License.
+Added: Argen held senior management positions for 15 years at ITT/Metromedia
+Added: and was VP of Engineering& Operations at DataNet, a Wilcox & Gibbs company for 2 years.
+Added: Throughout his corporate tenure, he has
+Added: worked in Operations, Marketing, Systems Engineering, Telecommunications and Information Technology.
+Added: Argen graduated Pace University
+Added: with a BPS in Finance.
+Added: His commitment to continued education is reflected in his completion to over 2000 hours of corporate sponsored
+Added: Argen also holds a Federal Communication Commission (FCC) Radio Telephone 1st Class License.
We believe that Mr.
−Removed: qualified to serve as a member of our Board because of his practical experience in managing the growth of companies, including technology
+Added: is qualified to serve as a member of our Board because of his practical experience in managing the growth of companies, including technology
and communication companies, and his general knowledge and experience of the industry.
Hoffman, Director
−Removed: Hoffman has been a Director since August 29,2001.
−Removed: Hoffman has been a partner at Kelley Drye & Warren LLP in the firms
−Removed: Washington, D.C.
−Removed: office since June 1999.
−Removed: His commercial practice focuses on real estate and corporate transactions cutting across
−Removed: a wide range of industries.
−Removed: Hoffmans real estate practice involves developers, borrowers, lenders, buyers, sellers,
−Removed: landlords and tenants.
−Removed: Hoffmans corporate experience includes the purchase and sale of assets and companies as well
−Removed: as venture capital, equipment leasing and institutional financing transactions.
−Removed: Hoffman represents telecommunications companies,
−Removed: real estate developers, lenders, venture capital funds, emerging growth companies, thoroughbred horse industry interests and high
−Removed: net-worth individuals.
−Removed: Hoffman received his Bachelor of Science, cum laude , from the University of Maryland and
−Removed: his Juris Doctor degree, with honors, from the George Washington University Law School.
+Added: Hoffman has been a Director
+Added: since August 29, 2001.
+Added: Hoffman has been a partner at Kelley Drye & Warren LLP in the firm’s Washington, D.C.
+Added: His commercial practice focuses on real estate and corporate transactions cutting across a wide range of industries.
+Added: real estate practice involves developers, borrowers, lenders, buyers, sellers, landlords and tenants.
+Added: Hoffman’s corporate experience
+Added: includes the purchase and sale of assets and companies as well as venture capital, equipment leasing and institutional financing transactions.
+Added: Hoffman represents telecommunications companies, real estate developers, lenders, venture capital funds, emerging growth companies,
+Added: thoroughbred horse industry interests and high net-worth individuals.
+Added: Hoffman received his Bachelor of Science, cum laude ,
+Added: from the University of Maryland and his Juris Doctor degree, with honors, from the George Washington University Law School.
We believe that Mr.
−Removed: Hoffman’s
−Removed: legal knowledge, leadership experience and general industry familiarity will be a substantive contribution to the Board.
+Added: is qualified to serve as a member of our Board because of his legal knowledge, leadership experience and general industry familiarity.
Maglione, Director
−Removed: Maglione has been a Director since August 29, 2001.
−Removed: Maglione has been a partner in the accounting firm Eisner & Maglione
−Removed: CPAs, LLC since January 2007.
−Removed: Maglione, a co-founder of DSC, LLC, is a financial management veteran with more than 30 years
−Removed: of experience.
−Removed: Prior to joining the Company in 1991, Mr.
−Removed: Maglione was a co-founder of North American Telecommunications Corporation
−Removed: (NATC), a local phone service provider which provides local and long-distance telephone services and data connectivity
−Removed: to small and medium sized businesses, where Mr.
−Removed: Maglione served as NATCs Chief Financial Officer and Executive Vice President
−Removed: from September 1997 through January 2001 where he was responsible for all finance, legal and administration functions.
−Removed: Maglione spent over 14 years in public accounting, and he brings a broad range of experience related to companies in
−Removed: the technology, retail services and manufacturing industries.
−Removed: Maglione holds a Bachelor of Science degree in Accountancy from
−Removed: Hofstra University, a Master of Science in Taxation from LIU Post, and is a Certified Public Accountant.
−Removed: Maglione is a member
−Removed: of the New York State Society of CPAs.
+Added: Maglione has been a Director
+Added: since August 29, 2001.
+Added: Maglione has been a partner in the accounting firm Eisner & Maglione CPAs, LLC since January 2007.
+Added: Maglione, a co-founder of DSC, LLC, is a financial management veteran with more than 30 years of experience.
+Added: Prior to joining the Company
+Added: Maglione was a co-founder of North American Telecommunications Corporation (“NATC”), a local phone service provider
+Added: which provides local and long-distance telephone services and data connectivity to small and medium sized businesses, where Mr.
+Added: served as NATC’s Chief Financial Officer and Executive Vice President from September 1997 through January 2001 where he was responsible
+Added: for all finance, legal and administration functions.
+Added: Prior to NATC, Mr.
+Added: Maglione spent over 14 years in public accounting, and he brings
+Added: a broad range of experience related to companies in the technology, retail services and manufacturing industries.
+Added: Maglione holds a
+Added: Bachelor of Science degree in Accountancy from Hofstra University, a Master of Science in Taxation from LIU Post, and is a Certified Public
+Added: Maglione is a member of the New York State Society of CPAs.
We believe that Mr.
−Removed: is qualified to serve as a member of our Board because of his managerial and executive experiences, and his in-depth knowledge of telecommunications
−Removed: and technology companies.
+Added: is qualified to serve as a member of our Board because of his practical accounting knowledge, leadership experience and general industry
Correll, Director
−Removed: Correll has served as a Director form August 2014 until September 6, 2017 and then was reappointed to serve as a Director on November
−Removed: 5, 2019, and Mr.
−Removed: Correll previously served as a Director from 2014 to 2017.
−Removed: Correll has served as a financial and operations
−Removed: executive consultant and board member for SACo, a leading online retail operation.
+Added: Correll has served as
+Added: a Director form August 2014 until September 6, 2017 and then was reappointed to serve as a Director on November 5, 2019, and Mr.
+Added: previously served as a Director from 2014 to 2017.
+Added: Correll has served as a financial and operations executive consultant and board
+Added: member for SACo, a leading online retail operation.
From 2001 through 2017, Mr.
−Removed: Correll founded
−Removed: and served as CEO of Broadsmart Florida, Inc.
+Added: Correll founded and served as CEO of Broadsmart Florida,
(“Broadsmart”), a facility-based VoIP carrier.
−Removed: leadership as its CEO, Broadsmart grew from a local phone company to a nationwide carrier delivering IP based dial tone, broadband
−Removed: and ancillary services.
−Removed: Broadsmart was acquired by Magic Jack in 2016 for $42 million, and Mr.
−Removed: Correll continued to serve as its
−Removed: CEO until 2017.
+Added: Correll’s leadership as its CEO, Broadsmart grew from
+Added: a local phone company to a nationwide carrier delivering IP based dial tone, broadband and ancillary services.
+Added: Broadsmart was acquired
+Added: by Magic Jack in 2016 for $42 million, and Mr.
+Added: Correll continued to serve as its CEO until 2017.
Correll attended Syracuse University.
−Removed: Correll holds a pilots license as well as a USCG Captains
+Added: Correll holds a pilot’s license as well as a USCG Captains license.
We believe that Mr.
−Removed: Correll’s
−Removed: experience with the Company and his executive experience at telecommunications and technology companies will be a positive contribution
−Removed: to the Board.
−Removed: Grover, Director
−Removed: Grover has served as a Director
−Removed: since November 5, 2019.
+Added: is qualified to serve as a member of our Board because of his practical experience with the Company and his executive experience at telecommunications
+Added: and technology companies.
+Added: Matt Grover, Director
+Added: Grover has served as
+Added: a Director since November 5, 2019.
Since January 2019, Mr.
−Removed: Grover has served as the Executive Vice President of Business Services at Altice USA (NYSE:
−Removed: ATUS), which is one of the largest broadband communications and video services providers in the United States, delivering broadband, pay
−Removed: television, mobile, proprietary content and advertising services to approximately 4.9 million residential and business customers across
+Added: Grover has served as the Executive Vice President of Business Services at Altice
+Added: ATUS), which is one of the largest broadband communications and video services providers in the United States, delivering broadband,
+Added: pay television, mobile, proprietary content and advertising services to approximately 4.9 million residential and business customers across
21 states through its Optimum and Suddenlink brands.
4 unchanged sentences
Grover began his 19-year Altice USA career
−Removed: in 2001 when he joined Altice USA’s Lightpath division as Director of Sales Planning.
+Added: in 2001 when he joined Altice USA’s Lightpath division as Director of Sales Planning.
Since then, he has held various positions
13 unchanged sentences
Brook University and earned his MBA from the University of Southern California.
−Removed: believe that Mr.
−Removed: Grover is qualified to serve as a member of our Board because of his practical experience in a broad range of
−Removed: competencies including his public company experience.
−Removed: of the Board of Directors
−Removed: The Board of Directors has a
−Removed: standing Audit Committee, Compensation Committee, and Nominating & Corporate Governance Committee.
−Removed: The following table shows
−Removed: the directors who are currently members or Chairman of each of these committees.
−Removed: Board Members
−Removed: Corporate Governance
+Added: We believe that Mr.
+Added: is qualified to serve as a member of our Board because of his practical experience in a broad range of competencies including his public
+Added: company experience.
+Added: Mark Wyllie, Executive Vice President
+Added: Wyllie brings
+Added: more than 30 years of senior management and sales experience to Flagship.
+Added: In his current capacity as CEO of Flagship, he is responsible
+Added: for the day-to-day management of Flagship and implementation of the strategic and tactical direction of Flagship, as well as the integration
+Added: of services capabilities into responsive customer solutions.
+Added: Wyllie began his career with seven years at GAF Corporation,
+Added: progressing from Sales Representative to District Manager.
+Added: Included in his extensive background are key management roles with some of
+Added: the nation’s most recognized computer and data management firms.
+Added: At Burroughs, he served as Senior Account Manager;
+Added: and at NCR his
+Added: 12-year tenure covered roles as District Manager, Manager of Education and Training, Director, National Accounts, Pricing Manager, and
+Added: Sales Manager.
+Added: Wyllie was also Vice-President of Sales for a division of the Mail-Well Corporation.
+Added: moved to Champion Solutions Group for 7 years as Vice President of Sales progressing to General Manager of Champion’s Services Division
+Added: from April 1998 to June 2003.
+Added: Wyllie held the position of Senior Director at Mainline Information Systems from June 2003
+Added: to July 2007 where he had responsibility for Mainline’s Services companies, including IBM Global Services, Disaster Recovery and
+Added: Professional Services.
+Added: Just prior to forming Flagship in December 2008, Mr.
+Added: Wyllie was COO for Compuquip Technologies, one of
+Added: South Florida’s largest systems integrators.
+Added: Wyllie serves on the board of directors of the South Florida Technology
+Added: Alliance, a regional 501(c)(3) nonprofit focused on driving awareness of South Florida as a technology hub.
+Added: In 2014, Flagship was awarded
+Added: with IBM’s highest honor for a Business Partner, A Beacon Award for Outstanding Community Impact.
+Added: This was the first time in IBM’s
+Added: history a Business Partner was recognized for their community involvement.
+Added: In addition to his business responsibilities, Mr.
+Added: Wyllie serves
+Added: on the IBM Global Business Partner Advisory Council, IBM MSP Advisory Council and IBM Cloud Advisory Council.
+Added: a BA in Management and holds IBM Certifications as an IBM Cloud Builder, Systems Expert x series, Smarter Cities Technical and Sales certifications,
+Added: IBM Disaster Recovery Top Gun, Blade and Storage Certifications.
+Added: In addition, Mr.
+Added: Wyllie holds a TOGAF certification.
+Added: Committees of the Board of Directors
+Added: The Board of Directors has a standing
+Added: Audit Committee, Compensation Committee, and Nominating & Corporate Governance Committee.
+Added: The following table shows the directors
+Added: who are currently members or Chairman of each of these committees.
+Added: & Corporate Governance Committee
Matthew Grover
1 unchanged sentence
Thomas Kempster
−Removed: Larry Maglione
−Removed: Argen serves as our independent Lead Director .
+Added: Lawrence Maglione
+Added: John Argen serves as our independent Lead Director .
Composition of our Board of Directors
Our board of directors currently
−Removed: consists of eight members.
+Added: consists of nine members.
Our directors hold office until their successors have been elected and qualified or until the earlier of their
2 unchanged sentences
Director Independence
−Removed: With the exception of Charles
+Added: exception of Charles M.
Piluso, Harold J.
−Removed: Schwartz, and Thomas C.
−Removed: Kempster, our Board has determined that all of our present directors and our former directors
−Removed: are independent, in accordance with the Listing Rules of the Nasdaq Stock Market LLC (the “Nasdaq Listing Rules”).
−Removed: has determined that, under the Nasdaq Listing Rules, Charles M.
+Added: Schwartz, Mark Wyllie and Thomas C.
+Added: Kempster, our Board has determined that all of our present
+Added: directors and our former directors are independent, in accordance with the Listing Rules of the Nasdaq (the “Nasdaq Listing Rules”).
+Added: Our Board has determined that, under the Nasdaq Listing Rules, Charles M.
Piluso, Harold J.
−Removed: Schwartz, and Thomas C.
−Removed: Kempster are not independent
−Removed: directors because they are employees of the Company.
−Removed: Our Board has determined that:
−Removed: John Argen (Chair), Joseph Hoffman, and Matthew Grover are independent under the Nasdaq Listing Rules’
−Removed: independence standards for
−Removed: the members of our Board’s audit committee (the “Audit Committee”);
+Added: Schwartz, Mark Wyllie and Thomas C.
+Added: are not independent directors because they are employees of the Company or its subsidiaries.
+Added: Our Board has determined
+Added: John Argen (Chair), Joseph Hoffman, and Matthew Grover are independent under the Nasdaq Listing Rules’ independence standards
+Added: for the members of our Board’s audit committee (the “Audit Committee”);
Joseph Hoffman (Chair), Todd Correll, and Matthew
Grover are independent under the Nasdaq Listing Rules independence standards for the members of our Board compensation committee (the
−Removed: “Compensation Committee”);
−Removed: and Larry Maglione (Chair), Joseph Hoffman and John Argen are independent under the Nasdaq Listing
−Removed: independence standards for the members of our Board’s Nominating & Corporate Governance committee (the “Nominating
−Removed: & Corporate Governance Committee”).
+Added: “Compensation Committee”);
+Added: and Lawrence Maglione (Chair), Joseph Hoffman and John Argen are independent under the Nasdaq Listing
+Added: Rules’ independence standards for the members of our Board’s Nominating & Corporate Governance committee (the “Nominating
+Added: & Corporate Governance Committee”).
Term of Office
−Removed: Our directors are appointed for
−Removed: a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with
−Removed: Our officers are appointed by our board of directors and hold office until removed by the board.
+Added: Our directors are elected for one-year terms to hold office until the next
+Added: annual general meeting of our shareholders or until removed from office in accordance with our bylaws.
+Added: Our officers are appointed by our
+Added: Board and hold office until removed by the board.
Audit Committee
−Removed: As of January 7, 2021, the Company
−Removed: has an Audit Committee consisting of non-executive directors.
+Added: The Company has an Audit Committee
+Added: consisting of non-executive directors each of whom the Board has determined is an independent director pursuant to the Nasdaq
+Added: Listing Rules.
The Audit Committee members are:
−Removed: John Argen (Chair), Matthew Grover and
−Removed: Joseph Hoffman.
−Removed: DSC’s securities are not listed on a national exchange securities and are not subject to the special corporate governance
−Removed: requirements of any such exchanges;
−Removed: however we have applied to list our common stock on the Nasdaq.
+Added: John Argen (Chair), Matthew Grover and Joseph Hoffman.
The Board has determined that Joseph
−Removed: Hoffman is an “Audit Committee Financial Expert”
−Removed: as defined by SEC rules and regulations.
+Added: Hoffman is an “Audit Committee Financial Expert” as defined by SEC rules and regulations.
The Audit Committee operates pursuant
−Removed: to a written charter adopted by the board of directors, which is available on our website at www.DataStorageCorp.com .
−Removed: describes in more detail the nature and scope of responsibilities of the Audit Committee.
+Added: to a written charter adopted by the Board, which is available on our website at www.DataStorageCorp.com .
+Added: The charter describes
+Added: in more detail the nature and scope of responsibilities of the Audit Committee.
Compensation Committee
−Removed: As of January 7, 2021, the
−Removed: Company has a Compensation Committee consisting of non-executive directors.
−Removed: The Compensation Committee members are:
−Removed: Joseph Hoffman (Chair),
−Removed: Todd Correll and Matthew Grover.
−Removed: DSC’s securities are not listed on a national exchange securities and are not subject to the special
−Removed: corporate governance requirements of any such exchanges.
−Removed: The Compensation Committee operates pursuant to a written charter adopted by
−Removed: the board of directors, which is available on our website at www.datastorage.com .
−Removed: The charter describes in more detail the nature
−Removed: and scope of responsibilities of the Compensation Committee.
+Added: The Company has a Compensation Committee consisting
+Added: of non-executive directors each of whom the Board has determined is an independent director pursuant to the Nasdaq Listing Rules.
+Added: The Compensation Committee members are Joseph Hoffman (Chair), Todd Correll and Matthew Grover.
+Added: The Compensation Committee operates pursuant
+Added: to a written charter adopted by the board of directors, which is available on our website at www.datastorage.com .
+Added: describes in more detail the nature and scope of responsibilities of the Compensation Committee.
Nominating & Corporate Governance Committee
−Removed: As of January 7, 2021, the
−Removed: Company has a Nominating & Corporate Governance Committee consisting of non-executive directors.
−Removed: The Nominating & Corporate Governance
−Removed: Committee members include:
−Removed: Lawrence Maglione (Chair), John Argen and Mr.
−Removed: The Nominating & Corporate Governance Committee
−Removed: operates pursuant to a written charter adopted by the board of directors, which is available on our website at www.datastorage.com .
−Removed: The charter describes in more detail the nature and scope of responsibilities of the Nominating & Corporate Governance Committee.
+Added: The Company has a Nominating & Corporate Governance
+Added: Committee consisting of non-executive directors each of whom the Board has determined is an independent director pursuant to the
+Added: Nasdaq Listing Rules.
+Added: The Nominating & Corporate Governance Committee members include Lawrence Maglione (Chair), John Argen and Mr.
+Added: The Nominating & Corporate Governance Committee operates pursuant to a written charter adopted by the board of directors,
+Added: which is available on our website at www.datastoragecorp.com .
+Added: The charter describes in more detail the nature and scope of
+Added: responsibilities of the Nominating & Corporate Governance Committee.
+Added: The Company does not have a
+Added: formal diversity policy.
+Added: However, the Nominating & Corporate Governance Committee evaluates each individual in the context of the
+Added: Board of Directors as a whole, with the objective of recommending individuals that can best perpetuate the success of our business and
+Added: represent stockholder interests through the exercise of sound business judgment and diversity of experience in various areas.
+Added: our current directors possess diverse professional experiences, skills, and backgrounds, in addition to, among other characteristics,
+Added: high standards of personal and professional ethics, proven records of success in their respective fields, and valuable knowledge of our
+Added: business and industry.
Merger and Acquisition Committee
−Removed: As of January 7, 2021, the Company
−Removed: has a merger and acquisition committee (the “M&A Committee”) consisting of non-executive directors.
−Removed: The M&A Committee
−Removed: Lawrence Maglione (Chair), John Coghlan, John Argen, Todd Correll.
−Removed: DSC’s securities are not listed on a national exchange
−Removed: and are not subject to the special corporate governance requirements of any such exchanges.
+Added: The Company has a merger and acquisition committee
+Added: (the “M&A Committee”) consisting of non-executive directors.
+Added: The M&A Committee members are Lawrence Maglione (Chair),
+Added: John Coghlan, John Argen, Todd Correll.
Family Relationships
−Removed: One part-time employee, reporting
−Removed: to our controller, is the wife of Thomas C.
−Removed: Kempster, our President of Technical Operations and there is no direct reporting relationship
−Removed: between such employee and Mr.
−Removed: Delinquent Section 16(A) Reports.
−Removed: Section 16(a) of the Exchange
−Removed: Act requires the Company’s officers and directors, and persons who beneficially own more than 10% of a registered class of the Company’s
−Removed: equity securities, to file reports of ownership and changes in ownership with the SEC and are required to furnish copies to the Company.
−Removed: Based solely on the review of the Changes of Beneficial Ownership disclosures on Forms 3, 4 and 5 filed with the Securities and Exchange
−Removed: Commission, the following officers and directors filed the following number of transactions on Section 16 beneficial ownership disclosure
−Removed: filings late for transactions:
−Removed: Piluso filed six Form 5’s for late filings with respect to nine transactions, and two Form 4’s with respect to 15 transactions.
−Removed: John Argen filed five form 5’s for late filings with respect to five transactions.
−Removed: Coghlan filed five Form 5’s for late filings with respect to five transactions.
−Removed: Hoffman filed five Form 5’s for late filings with respect to five transactions.
−Removed: Thomas Kempster filed two Form 5’s for late filings with respect to two transactions;
−Removed: one Form 4 for late filings with respect to two transactions;
−Removed: and one Form 3 late.
−Removed: Clifford Stein filed five Form 5’s for late filings with respect to five transactions, and one Form 4 with respect to six transactions.
−Removed: Howard Schwartz filed three Form 5’s for late filings with respect to three transactions, and one Form 3 with respect to one transaction.
−Removed: Lawrence Maglione filed five Form 5’s for late filings with respect to five transactions.
−Removed: Todd Correll filed one Form 3 late with respect to one transaction.
−Removed: Wendy Schmittzeh filed one Form 3 late with respect to six transactions.
−Removed: Matthew Grover filed one Form 3 late with respect to one transaction.
+Added: One part-time employee, reporting to our Controller,
+Added: is the wife of Thomas C.
+Added: Kempster, our Executive Vice President, Strategic Development and there is no direct reporting relationship between
+Added: such employee and Mr.
+Added: One full-time employee is the son of Harold Schwartz,
+Added: the President of DSC, and there is no direct reporting relationship between such employee and Mr.
+Added: One full-time employee is the
+Added: son and direct report to John Camello, President of Nexxis Inc.
Code of Ethics
−Removed: has adopted a Code of Ethics applicable to its Directors, Officers and Employees.
−Removed: A copy of our Code of Ethics is available on
−Removed: our website at www.DataStorageCorp.com .
+Added: The Company has adopted a Code
+Added: of Ethics applicable to its Directors, Officers and Employees.
+Added: A copy of our Code of Ethics is available on our website at www.datastoragecorp.com .
+Added: Stockholder Communications
+Added: who are interested in communicating directly with members of the Board, or the Board as a group, may do so by writing directly to the
+Added: individual Board member c/o Secretary, Data Storage Corporation, 48 South Service Road, Melville, New York 11747.
+Added: The Company’s
+Added: Secretary will forward communications directly to the appropriate Board member.
+Added: If the correspondence is not addressed to the particular
+Added: member, the communication will be forwarded to a Board member to bring to the attention of the Board.
+Added: The Company’s Secretary will
+Added: review all communications before forwarding them to the appropriate Board member.
+Added: Delinquent Section 16(A) Reports.
+Added: Section 16(a) of the Exchange Act requires the Company’s
+Added: officers and directors, and persons who beneficially own more than 10% of a registered class of the Company’s equity securities,
+Added: to file reports of ownership and changes in ownership with the SEC and are required to furnish copies to the Company.
+Added: Based solely on
+Added: the review of the Changes of Beneficial Ownership disclosures on Forms 3, 4 and 5 filed with the Securities and Exchange Commission, other
+Added: than the Form 3 filed by Mark Wyllie on June 15, 2021, there were no delinquent Section 16(a) Reports for the year ended December 31,
EXECUTIVE COMPENSATION
−Removed: of Executive Officers
+Added: Compensation of Executive Officers
The following summary compensation
2 unchanged sentences
Executive Officer.
−Removed: Compensation Table
+Added: Summary Compensation Table
Incentive Plan
−Removed: Piluso, Chief Executive Officer, Chief Financial Officer, Treasurer and Chairman of the Board
+Added: Piluso, Chief Executive Officer, Treasurer and Chairman
+Added: Chris Panagiotakos, Chief Financial Officer,
Harold Schwartz – President
−Removed: Tom Kempster –
−Removed: President of Operations
−Removed: Company does not currently have any employment agreements with its named executive officers or directors.
+Added: Tom Kempster – Executive Vice President, Strategic Development
+Added: Employment Agreements
+Added: The Company currently does not
+Added: have any employment agreements with any of its named executive officers or directors.
2010 Incentive Award Plan
−Removed: On August 12, 2010, the Company
−Removed: adopted the Data Storage Corporation 2010 Incentive Award Plan (the “2010 Plan”) that provided for 2,000,000 shares of common
−Removed: stock reserved for issuance under the terms of the 2010 Plan;
−Removed: which was amended on September 25, 2013 to increase the number of shares
+Added: On August 12, 2010, the Company adopted the Data Storage
+Added: Corporation 2010 Incentive Award Plan (the “2010 Plan”) that provided for 2,000,000 shares of common stock reserved for issuance
+Added: under the terms of the 2010 Plan;
+Added: which was amended on September 25, 2013, to increase the number of shares of common stock reserved for
+Added: issuance under the Plan to 5,000,000 shares of common stock;
+Added: which was further amended on June 20, 2017 to increase the number of shares
of common stock reserved for issuance under the Plan to 8,000,000 shares of common stock;
−Removed: which was further amended on June 20, 2017 to
−Removed: increase the number of shares of common stock reserved for issuance under the Plan to 8,000,000 shares of common stock;
−Removed: and further amended
−Removed: on July 1, 2019 to increase the number of shares of common stock reserved for issuance under the Plan to 10,000,000 shares of common stock.
−Removed: On April 23, 2012, the Company amended and restated the 2010 Plan to change the name to the “Amended and Restated Data Storage Corporation
−Removed: Incentive Award Plan”
−Removed: (the “Plan”).
−Removed: The Plan was intended to promote the interests of the Company by attracting and
−Removed: retaining exceptional employees, consultants, directors, officers and independent contractors (collectively referred to as the “Participants”)
−Removed: and enabling such Participants to participate in the long-term growth and financial success of the Company.
−Removed: Under the Plan, the Company
−Removed: had the right to grant stock options, which are intended to qualify as “incentive stock options”
−Removed: under Section 422 of the
−Removed: Internal Revenue Code of 1986, as amended, non-qualified stock options, stock appreciation rights and restricted stock awards, which were
−Removed: restricted shares of common stock (collectively referred to as “Incentive Awards”).
−Removed: Incentive Awards were granted pursuant
−Removed: to the Plan for 10 years from the Effective Date.
+Added: and further amended on July 1, 2019, to increase
+Added: the number of shares of common stock reserved for issuance under the Plan to 10,000,000 shares of common stock.
+Added: On April 23, 2012, the
+Added: Company amended and restated the 2010 Plan to change the name to the “Amended and Restated Data Storage Corporation Incentive Award
+Added: Plan” (the “Plan”).
+Added: The Plan was intended to promote the interests of the Company by attracting and retaining exceptional
+Added: employees, consultants, directors, officers and independent contractors (collectively referred to as the “Participants”) and
+Added: enabling such Participants to participate in the long-term growth and financial success of the Company.
+Added: Under the Plan, the Company had
+Added: the right to grant stock options, which are intended to qualify as “incentive stock options” under Section 422 of the Internal
+Added: Revenue Code of 1986, as amended, non-qualified stock options, stock appreciation rights and restricted stock awards, which were restricted
+Added: shares of common stock (collectively referred to as “Incentive Awards”).
+Added: Incentive Awards were granted pursuant to the Plan
+Added: for 10 years from the Effective Date.
There are 8,305,985 options outstanding under the Plan as of December 31, 2020.
−Removed: 2010 Plan expired on October 21, 2020 and accordingly, there are no shares available for future grants.
−Removed: March 8, 2021, our Board and stockholders owning in excess of 50% of our outstanding voting securities approved and adopted the 2021
−Removed: Stock Incentive Plan (the “2021 Plan”).
−Removed: Pursuant to the terms of the 2021 Plan we can grant stock options, restricted stock
−Removed: unit awards and other awards at levels determined appropriate by our Board and/or compensation committee.
−Removed: The 2021 Plan also allows us
−Removed: to utilize a broad array of equity incentives and performance cash incentives in order to secure and retain the services of our employees,
−Removed: directors and consultants, and to provide long-term incentives that align the interests of our employees, directors and consultants with
−Removed: the interests of our stockholders.
−Removed: An aggregate of 15,000,000 shares of our common stock may be issued under the 2021 Plan, subject to
−Removed: equitable adjustment in the event of future stock splits, and other capital changes.
−Removed: Equity Awards at Fiscal Year-End December 31, 2020
+Added: The 2010 Plan expired
+Added: on October 21, 2020 and accordingly, there are no shares available for future grants.
+Added: On March 8, 2021, our Board and stockholders owning
+Added: in excess of 50% of our outstanding voting securities approved and adopted the 2021 Stock Incentive Plan (the “2021 Plan”).
+Added: Pursuant to the terms of the 2021 Plan we can grant stock options, restricted stock unit awards and other awards at levels determined
+Added: appropriate by our Board and/or compensation committee.
+Added: The 2021 Plan also allows us to utilize a broad array of equity incentives and
+Added: performance cash incentives in order to secure and retain the services of our employees, directors, and consultants, and to provide long-term
+Added: incentives that align the interests of our employees, directors and consultants with the interests of our stockholders.
+Added: An aggregate of
+Added: 15,000,000 shares of our common stock may be issued under the 2021 Plan, subject to equitable adjustment in the event of future stock
+Added: splits, and other capital changes.
+Added: Outstanding Equity Awards
+Added: at Fiscal Year-End December 31, 2021
Exercisable(1)
−Removed: Unexercisable
−Removed: Vested options under the
−Removed: Unvested options under
−Removed: On March 23, 2011 (the
−Removed: “Stock Grant Date”), Mr.
−Removed: Piluso was issued a stock grant of 571,429 shares of common stock at $0.35 per share (the “Stock
−Removed: Grant”).
+Added: Options (2) Unexercisable
+Added: Vested options under the Plan.
+Added: Unvested options under the Plan.
+Added: On March 23, 2011 (the “Stock Grant Date”), Mr.
+Added: Piluso was issued a stock grant of 14,286 shares of common stock at $0.35 per share (the “Stock Grant”).
Piluso received the Stock Grant in lieu of his annual compensation for 2010.
−Removed: The Stock Grant was fully vested
−Removed: on the Stock Grant Date.
+Added: The Stock Grant was fully vested on the Stock Grant Date.
The Stock Grant was issued to Mr.
Piluso pursuant to the 2008 Plan.
−Removed: On June 18, 2012, the Stock Grant issuance
−Removed: was rescinded and replaced with a stock option to acquire 548,780 shares of common stock at an exercise price of $0.39 per share.
+Added: On June 18, 2012, the Stock Grant issuance was rescinded and replaced with a stock option to acquire 13,720 shares of common stock at an exercise price of $15.60 per share.
In addition, on June 18, 2012, Mr.
−Removed: Piluso received a stock option to acquire 357,143 shares of common stock at an exercise price
−Removed: of $0.39 per share.
−Removed: The stock options were
−Removed: issued in consideration for services provided as a member of the Board.
−Removed: The stock options were
−Removed: issued in consideration for services provided as a member of the Board of Advisors.
−Removed: These option awards vested
−Removed: 100% three months from the grant date.
−Removed: These option awards vested/vest
−Removed: 33.33% on each of the one- year, two- year and three- year anniversary following the grant date.
−Removed: following summary compensation table sets forth all compensation awarded to, earned by, or paid to the Company’s directors during
−Removed: the fiscal year ended December 31, 2020.
+Added: Piluso received a stock option to acquire 8,929 shares of common stock at an exercise price of $15.60 per share.
+Added: The stock options were issued in consideration for services provided as a member of the Board.
+Added: The stock options were issued in consideration for services provided as a member of the Board of Advisors.
+Added: These option awards vested 100% three months from the grant date.
+Added: These option awards vested/vest 33.33% on each of the one- year, two- year and three- year anniversary following the grant date.
+Added: Compensation of Directors
+Added: The following summary compensation
+Added: table sets forth all compensation awarded to, earned by, or paid to the Company’s directors during the fiscal year ended December
During the year ended December 31, 2021, no compensation was paid to any Company director.
+Added: Director Name
Harold Schwartz
Lawrence Maglione
−Removed: Clifford Stein
Matthew Grover
−Removed: table below shows the aggregate number of option awards outstanding at fiscal year-end for each of our current non-employee directors
−Removed: and former non-employee directors who served as directors during the year ended December 31, 2020.
−Removed: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
+Added: The table below shows the aggregate
+Added: number of option awards outstanding at fiscal year-end for each of our current non-employee directors and former non-employee directors
+Added: who served as directors during the year ended December 31, 2021.
+Added: of Shares Subject to
+Added: Outstanding Options as of December 31, 2021
+Added: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
+Added: AND RELATED STOCKHOLDER MATTERS
following table sets forth certain information, as of March 30, 2022, with respect to the beneficial ownership of the outstanding common
stock by (i) any holder of more than five (5%) percent;
−Removed: (ii) each of the Company’s executive officers and directors;
−Removed: and (iii) the
−Removed: Company’s directors and executive officers as a group.
−Removed: Except as otherwise indicated, each of the stockholders listed below has
−Removed: sole voting and investment power over the shares beneficially owned.
−Removed: Except as otherwise indicated, each of the stockholders listed
−Removed: below has sole voting and investment power over the shares beneficially owned.
−Removed: The address for each person is 48 South Service Road, Melville,
−Removed: New York 11747 except for Jan Burman, 67 Clinton Road, Garden City, NY 11530.
−Removed: Name of Beneficial Owner
+Added: (ii) each of the Company’s executive officers and directors;
+Added: the Company’s directors and executive officers as a group.
+Added: Except as otherwise indicated, each of the stockholders listed below
+Added: has sole voting and investment power over the shares beneficially owned.
+Added: Except as otherwise indicated, each of the stockholders
+Added: listed below has sole voting and investment power over the shares beneficially owned.
+Added: The address for each person is 48 South Service
+Added: Road, Suite 203, Melville, New York 11747.
+Added: of Beneficial Owner
Piluso and affiliated entities (2)
−Removed: Schwartz (5) (14)
−Removed: Kempster (9) (10) (14)
−Removed: Lawrence Maglione, Jr.
−Removed: John Argen (7) (14)
−Removed: Joseph Hoffman (8) (14)
−Removed: Matthew Grover (11) (14)
−Removed: Todd Correll (12) (14)
−Removed: All Executive Officers and Directors as a group (8 persons)
−Removed: 5% or More Stockholders
−Removed: Clifford Stein (13)
−Removed: Jan Burman (15)
−Removed: Based on 128,539,418 shares of common stock outstanding as of March 31, 2021.
−Removed: Under the rules of the SEC, a person is deemed to be the beneficial owner of a security if such person has or shares the power to vote or direct the voting of such security or the power to dispose or direct the disposition of such security.
−Removed: A person is also deemed to be a beneficial owner of any securities if that person has the right to acquire beneficial ownership within 60 days of March 31, 2021.
−Removed: Unless otherwise indicated by footnote, the named entities or individuals have sole voting and investment power with respect to the shares of common stock beneficially owned.
−Removed: Based on 1,401,786 shares of Series A Preferred Stock outstanding as of March 31, 2021.
−Removed: Each share of Series A Preferred Stock converts to one share of common stock and is entitled to one vote per share of common stock into which it is convertible and votes together with the common stock.
−Removed: Based on 128,539,418 shares of common stock outstanding as of March 31,
−Removed: 2021 and 1,401,786 shares of Series A Preferred Stock for a total of 129,941,204 votes.
−Removed: Percent of Total Voting Power for each beneficial
−Removed: owner is derived by dividing the (i) sum of the common stock votes, the number of votes of Series A Preferred Stock such holder has to
−Removed: cast and all securities such person has the right to acquire beneficial ownership of within 60 days of March 31, 2021, by (ii) 129,941,204
−Removed: plus the amount of any securities such person has the right to acquire beneficial ownership within 60 days of March 31, 2021.
−Removed: Includes (i) 13,625,634 shares of common stock held individually, (ii) 3,269,863 shares of common stock held by Piluso Family Associates, (iii) 9,204,614 shares of common stock held by The Bella Vita 2012 Trusts, (iv) 9,204,614 shares of common stock held by The Lasata 2012 Trusts, (v) stock options to acquire 1,139,254 shares of common stock at exercise prices ranging from $0.060 to $0.39, and (vi) a common stock purchase warrant exercisable to acquire 66,667 shares of common stock exercisable at $0.01.
−Removed: Piluso is the co-manager and has shared voting control with his spouse over the shares of common stock of the Company held by Piluso Family Associates, LLC.
−Removed: Piluso and his wife are the trustees of the trusts.
−Removed: Includes (i) 32,334,968 shares of common stock, (ii) 300,000 shares of common stock held by Systems Trading, Inc., and (iii) 169,202 shares of common stock issuable upon the exercise of stock options at exercise prices ranging from $0.060 to $0.39.
−Removed: Schwartz is the owner of and has voting control over the shares of common stock of the Company held by Systems Trading, Inc.
−Removed: Includes (i) 33,172 shares of common stock held individually and (ii) options to acquire 233,331 shares of common stock at exercise prices ranging from $0.05 to $0.35 per share.
−Removed: Includes options to acquire 233,331 shares of common stock at exercise prices ranging from $0.05 to $0.35 per share.
−Removed: Includes options to acquire 233,331 shares of common stock at exercise prices ranging from $0.05 to $0.35 per share.
−Removed: Includes (i) 31,934,968 shares of common stock and (ii) 99,999 shares of common stock issuable upon the exercise of stock options at exercise prices ranging from $0.050 to $0.060 per share.
−Removed: Kempster made open market sales of an aggregate of 20,000 shares of common stock between January and February 2019.
−Removed: Includes options to acquire 8,333 shares of common stock exercisable at $0.054.
−Removed: Includes (i) 25,000 shares of common stock and (ii) 8,333 shares of common stock issuable upon the exercise of stock options exercisable at $0.054.
+Added: Maglione, Jr.
+Added: Executive Officers and Directors as a group (10 persons)
+Added: The securities “beneficially
+Added: owned” by a person are determined in accordance with the definition of “beneficial ownership” set forth in the regulations
+Added: of the SEC and accordingly, may include securities owned by or for, among others, the spouse, children or certain other relatives of
+Added: such person, as well as other securities over which the person has or shares voting or investment power or securities which the person
+Added: has the right to acquire within 60 days.
+Added: Includes 882,627 shares
+Added: of common stock and 31,821 shares of common stock underlying stock options
+Added: Includes 815,876 shares
+Added: of common stock and 5,067 shares of common stock underlying stock options.
+Added: Includes 798,376 shares
+Added: of common stock and 3,335 shares of common stock underlying stock options.
+Added: Includes 830 shares of
+Added: common stock and 6,670 shares of common stock underlying stock options.
+Added: Includes 3,334 shares of common stock and 3,336 shares of common
+Added: stock underlying stock options.
+Added: Includes 6,670 shares
+Added: of common stock underlying stock options.
+Added: Includes 418 shares of common
+Added: stock underlying stock options.
Includes 625 shares of common stock.
−Removed: Current officer and/or director of the Company.
−Removed: Includes 1,401,786 shares of Series A Preferred Stock held individually.
Securities Authorized for Issuance Under Equity Compensation Plans
6 unchanged sentences
plans (excluding
−Removed: Plan Category
−Removed: Equity compensation plans approved by security holders
−Removed: Equity compensation plans not approved by stockholders
−Removed: During the year ended December 31, 2020, we had awards outstanding under the 2010 Plan.
−Removed: As of the end of fiscal year 2020, we had 8,305,985 shares of our common stock issuable upon the exercise of outstanding options granted pursuant to the 2010 Plan.
−Removed: The securities available under the Plan for issuance and issuable pursuant to exercises of outstanding options may be adjusted in the event of a change in outstanding stock by reason of stock dividend, stock splits, reverse stock splits, etc.
−Removed: As of end of fiscal year 2020, there were warrants outstanding to purchase 133,334 shares of common stock at a weighted average exercise price of $0.001, none of which were granted pursuant to the 2008 Plan or the 2010 Plan.
+Added: compensation plans approved by security holders
+Added: compensation plans not approved by stockholders
+Added: During the year ended December 31, 2021, we had awards outstanding under
+Added: the 2010 Plan.
+Added: As of the end of fiscal year 2021, we had 185,309 shares of our common stock issuable upon the exercise of outstanding
+Added: options granted pursuant to the 2010 Plan.
+Added: The securities available under the Plan for issuance and issuable pursuant to exercises of
+Added: outstanding options may be adjusted in the event of a change in outstanding stock by reason of stock dividend, stock splits, reverse stock
+Added: As of end of fiscal year 2021, there were warrants outstanding to purchase 3,333 shares of common stock at a weighted average
+Added: exercise price of $0.40, none of which were granted pursuant to the 2008 Plan or the 2010 Plan.
The 2010 Plan expired on October 21, 2020.
−Removed: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
−Removed: The Board of Directors has determined,
−Removed: after considering all the relevant facts and circumstances, that during the fiscal year ended December 31, 2020 each of Messrs.
−Removed: Hoffman, Coghlan, Stein, Correll, Maglione and Grover were independent directors, as that term is defined in the federal securities laws
−Removed: and the Nasdaq Marketplace Rules.
+Added: On March 8, 2021, our Board and stockholders owning in excess of majority of our outstanding
+Added: voting securities approved and adopted the 2021 Stock Incentive Plan (the “2021 Plan”).
+Added: Pursuant to the terms of the 2021
+Added: Plan we can grant stock options, restricted stock unit awards, and other awards at levels determined appropriate by our Board and/or compensation
+Added: The 2021 Plan also allows us to utilize a broad array of equity incentives and performance cash incentives in order to secure
+Added: and retain the services of our employees, directors and consultants, and to provide long-term incentives that align the interests of our
+Added: employees, directors, and consultants with the interests of our stockholders.
+Added: An aggregate of 375,000 shares of our common stock may be
+Added: issued under the 2021 Plan, subject to equitable adjustment in the event of future stock splits, and other capital changes.
+Added: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
+Added: The Board of Directors has determined, after considering
+Added: all the relevant facts and circumstances, that during the fiscal year ended December 31, 2021, each of Messrs.
+Added: Argen, Hoffman, Coghlan,
+Added: Stein, Correll, Maglione, and Grover were independent directors, as that term is defined in the federal securities laws and the Nasdaq
+Added: Marketplace Rules.
On April 1, 2018, the Company
entered into an equipment lease agreement with Systems Trading Inc.
−Removed: (“Systems Trading”), a company for which Mr.
−Removed: Schwartz, our President and Director, serves as the Chief Executive Officer and President (“Systems Trading”) to refinance
+Added: (“Systems Trading”), a company for which Mr.
+Added: Schwartz, our President and Director, serves as the Chief Executive Officer and President (“Systems Trading”) to refinance
all leases into one lease.
3 unchanged sentences
The term of the lease ends April 16, 2022.
−Removed: Systems Trading is owned and operated by
−Removed: the Company’s President, Hal Schwartz.
+Added: Systems Trading is owned and operated by the
+Added: Company’s President, Harold Schwartz.
On January 1, 2019, the Company
3 unchanged sentences
The term of the lease ends December 31, 2023.
−Removed: On April 1, 2019, the Company
−Removed: entered into two equipment lease agreements with Systems Trading to add new data center equipment.
+Added: On April 1, 2019, the Company entered
+Added: into two equipment lease agreements with Systems Trading to add new data center equipment.
The first lease calls for monthly payments
12 unchanged sentences
ends January 1, 2023.
−Removed: On March 4, 2021, the Company
−Removed: entered into a new equipment lease agreement with Systems Trading effective April 1, 2021.
−Removed: This lease obligation is payable to Systems
−Removed: Trading with monthly installments of $1,566.82 and expires on March 31, 2024.
+Added: On March 4, 2021, the Company entered
+Added: into a new equipment lease agreement with Systems Trading effective April 1, 2021.
+Added: This lease obligation is payable to Systems Trading
+Added: with monthly installments of $1,566.82 and expires on March 31, 2024.
The lease carries an interest rate of 8%.
−Removed: The Company received funds of
−Removed: $37,954 and $12,794 during the years ended December 31, 2020 and 2019, respectively from Nexxus Capital LLC, a company owned by Charles
−Removed: Piluso and Harold Schwartz.
−Removed: Nexxus Capital LLC was formed to purchase equipment and provide equipment leases to the Company’s customers.
+Added: The Company received funds of $37,954 and $12,794
+Added: during the years ended December 31, 2021 and 2020, respectively from Nexxis Capital LLC, a company owned by Charles Piluso and Harold
+Added: Nexxis Capital LLC was formed to purchase equipment and provide equipment leases to the Company’s customers.
Except as disclosed herein and
−Removed: under the section titled “Executive Compensation,”
−Removed: there were no related party transactions during the two year’s ended
−Removed: December 31, 2020 or the current year.
+Added: under the section titled “Executive Compensation,” there were no related party transactions during the two years ended December 31,
+Added: 2020 or the current year.
On December 11, 2019, we issued
3 unchanged sentences
(ii) each of Messrs.
−Removed: Kempster, Coghlan, Argen, Hoffman, Stein and Maglione options to purchase 100,000 shares of common stock having an
−Removed: exercise price of $.54 per share, vesting over three years on the one, two and three year anniversary of the grant date and terminating
+Added: Kempster, Coghlan, Argen, Hoffman, Stein and Maglione options to purchase 100,000 shares of common stock having
+Added: an exercise price of $.54 per share, vesting over three years on the one, two and three year anniversary of the grant date and terminating
on December 10, 2029;
3 unchanged sentences
PRINCIPAL ACCOUNTANT FEES AND SERVICES
−Removed: following table sets forth the aggregate audit related fees including expenses billed to us for the years ended December
−Removed: 31, 2020 and 2019 by Rosenberg Rich Baker Berman & Company P.A.
+Added: The following table sets forth
+Added: the aggregate audit-related fees including expenses billed to us for the years ended December 31, 2021 and 2020 by Rosenberg Rich
+Added: Baker Berman & Company P.A.
Audit Fees and Expenses (1)
−Removed: fees and expenses were for professional services rendered for the audit and reviews of the consolidated financial statements
−Removed: of the Company, professional services rendered for issuance of consents and assistance with review of documents filed with
−Removed: Audit Committee has adopted procedures for pre-approving all audit and non-audit services provided by the independent registered
−Removed: public accounting firm, including the fees and terms of such services.
−Removed: These procedures include reviewing detailed back-up documentation
−Removed: for audit and permitted non-audit services.
−Removed: The documentation includes a description of, and a budgeted amount for, particular
−Removed: categories of non-audit services that are recurring in nature and therefore anticipated at the time that the budget is submitted.
−Removed: Audit Committee approval is required to exceed the pre-approved amount for a particular category of non-audit services and to
−Removed: engage the independent registered public accounting firm for any non-audit services not included in those pre-approved amounts.
−Removed: For both types of pre-approval, the Audit Committee considers whether such services are consistent with the rules on auditor
−Removed: independence promulgated by the SEC and the PCAOB.
−Removed: The Audit Committee also considers whether the independent registered public
−Removed: accounting firm is best positioned to provide the most effective and efficient service, based on such reasons as the auditors
−Removed: familiarity with our business, people, culture, accounting systems, risk profile, and whether the services enhance our ability
−Removed: to manage or control risks, and improve audit quality.
−Removed: The Audit Committee may form and delegate pre-approval authority to subcommittees
−Removed: consisting of one or more members of the Audit Committee, and such subcommittees must report any pre-approval decisions to the
−Removed: Audit Committee at its next scheduled meeting.
−Removed: All of the services provided by the independent registered public accounting firm
−Removed: were pre-approved by the Audit Committee.
−Removed: audit committee pre-approves all services provided by our independent auditors.
−Removed: All of the above services and fees were reviewed
−Removed: and approved by the entire audit committee before the respective services were rendered.
+Added: fees and expenses were for professional services rendered for the audit and reviews of the consolidated financial statements of the Company,
+Added: professional services rendered for issuance of consents and assistance with review of documents filed with the SEC.
+Added: The Audit Committee has adopted
+Added: procedures for pre-approving all audit and non-audit services provided by the independent registered public accounting firm, including
+Added: the fees and terms of such services.
+Added: These procedures include reviewing detailed back-up documentation for audit and permitted non-audit
+Added: The documentation includes a description of, and a budgeted amount for, particular categories of non-audit services that are
+Added: recurring in nature and therefore anticipated at the time that the budget is submitted.
+Added: Audit Committee approval is required to exceed
+Added: the pre-approved amount for a particular category of non-audit services and to engage the independent registered public accounting firm
+Added: for any non-audit services not included in those pre-approved amounts.
+Added: For both types of pre-approval, the Audit Committee considers whether
+Added: such services are consistent with the rules on auditor independence promulgated by the SEC and the PCAOB.
+Added: The Audit Committee also
+Added: considers whether the independent registered public accounting firm is best positioned to provide the most effective and efficient service,
+Added: based on such reasons as the auditor’s familiarity with our business, people, culture, accounting systems, risk profile, and whether
+Added: the services enhance our ability to manage or control risks, and improve audit quality.
+Added: The Audit Committee may form and delegate pre-approval
+Added: authority to subcommittees consisting of one or more members of the Audit Committee, and such subcommittees must report any pre-approval
+Added: decisions to the Audit Committee at its next scheduled meeting.
+Added: All of the services provided by the independent registered public accounting
+Added: firm were pre-approved by the Audit Committee.
+Added: Our audit committee pre-approves
+Added: all services provided by our independent auditors.
+Added: All of the above services and fees were reviewed and approved by the entire audit committee
+Added: before the respective services were rendered.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
Exhibits and Financial Statement Schedules
−Removed: following financial statements are included in this Annual Report for the fiscal years ended December 31, 2020 and
−Removed: of Independent Registered Public Accounting Firm
−Removed: Balance Sheets as of December 31, 2020 and 2019
−Removed: Statements of Operations for the years ended December 31, 2020 and 2019
−Removed: Statements of Cash Flows for the years ended December 31, 2020 and 2019
−Removed: Statements of Stockholders Equity for the years ended December 31, 2020 and 2019
−Removed: Consolidated Financial Statements
−Removed: financial statement schedules have been omitted as the required information is either inapplicable or included in the Consolidated
−Removed: Financial Statements or related notes.
−Removed: exhibits set forth in the accompanying exhibit index below are either filed as part of this report or are incorporated herein
−Removed: by reference:
−Removed: of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrants Registration Statement on Form SB-2 (File
+Added: The following financial
+Added: statements are included in this Annual Report for the fiscal years ended December 31, 2021 and 2020:
+Added: Report of Independent Registered
+Added: Public Accounting Firm
+Added: Consolidated Balance Sheets
+Added: as of December 31, 2021 and 2020.
+Added: Consolidated Statements of
+Added: Operations for the years ended December 31, 2021 and 2020.
+Added: Consolidated Statements of
+Added: Cash Flows for the years ended December 31, 2021 and 2020.
+Added: Consolidated Statements of
+Added: Stockholders’ Equity for the years ended December 31, 2021 and 2020.
+Added: Notes to Consolidated
+Added: Financial Statements.
+Added: All financial statement
+Added: schedules have been omitted as the required information is either inapplicable or included in the Consolidated Financial Statements or
+Added: related notes.
+Added: The exhibits set
+Added: forth in the accompanying exhibit index below are either filed as part of this report or are incorporated herein by reference:
+Added: EXHIBIT INDEX
+Added: of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form SB-2 (File No.
filed on December 19, 2007).
−Removed: of Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3.1 to Form 8-K (File No.
−Removed: 333-148167) filed
−Removed: on October 24, 2008).
+Added: Certificate of Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3.1 to Form 8-K (File No.
+Added: 333-148167) filed on October 24, 2008).
Certificate of Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3.1 on Form 8-K (File No.
−Removed: 333-148167) filed
−Removed: on January 9, 2009).
−Removed: (incorporated by reference to Exhibit 3.2 to the to the Registrants Registration Statement on Form SB-2 (File No.
+Added: 333-148167) filed on January 9, 2009).
+Added: Bylaws (incorporated by reference to Exhibit 3.2 to the to the Registrant’s Registration Statement on Form SB-2 (File No.
333-148167) filed on December 19, 2007).
−Removed: Bylaws (incorporated by reference to Exhibit 3.2 to Form 8-K (File No.
+Added: Amended Bylaws (incorporated by reference to Exhibit 3.2 to Form 8-K (File No.
333-148167) filed on October 24, 2008).
−Removed: of Certificate of Amendment to the Articles of Incorporation (incorporated by reference to Appendix A to the Information Statement
−Removed: on Schedule 14C (File No.
+Added: Form of Certificate of Amendment to the Articles of Incorporation (incorporated by reference to Appendix A to the Information Statement on Schedule 14C (File No.
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated October 7, 2008 (incorporated
−Removed: by reference to Appendix C to the Information Statement on Schedule 14C (File No.
−Removed: 001-35384) filed with the Securities and
−Removed: Exchange Commission on March 8, 2021).
−Removed: of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles
−Removed: of Incorporation dated October 7, 2008 (incorporated by reference to Appendix C to the Information Statement on Schedule 14C
+Added: Form of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated October 7, 2008 (incorporated by reference to Appendix C to the Information Statement on Schedule 14C (File No.
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated October 16, 2008 (incorporated
−Removed: by reference to Appendix D to the Information Statement on Schedule 14C (File No.
−Removed: 001-35384) filed with the Securities and
−Removed: Exchange Commission on March 8, 2021).
−Removed: of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles
−Removed: of Incorporation dated October 16, 2008 (incorporated by reference to Appendix D to the Information Statement on Schedule
−Removed: 14C (File No.
+Added: Form of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated October 7, 2008 (incorporated by reference to Appendix C to the Information Statement on Schedule 14C (File No.
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated January 6, 2009 (incorporated
−Removed: by reference to Appendix E to the Information Statement on Schedule 14C (File No.
−Removed: 001-35384) filed with the Securities and
−Removed: Exchange Commission on March 8, 2021).
−Removed: of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles
−Removed: of Incorporation dated January 6, 2009 (incorporated by reference to Appendix E to the Information Statement on Schedule 14C
+Added: Form of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated October 16, 2008 (incorporated by reference to Appendix D to the Information Statement on Schedule 14C (File No.
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated June 24, 2009 (incorporated
−Removed: by reference to Appendix F to the Information Statement on Schedule 14C (File No.
−Removed: 001-35384) filed with the Securities and
−Removed: Exchange Commission on March 8, 2021).
−Removed: of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles
−Removed: of Incorporation dated June 24, 2009 (incorporated by reference to Appendix F to the Information Statement on Schedule 14C
+Added: Form of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated October 16, 2008 (incorporated by reference to Appendix D to the Information Statement on Schedule 14C (File No.
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: of Designations, Preferences and Rights of Series A Preferred Stock of Data Storage Corporation (incorporated by reference
−Removed: to Appendix F to the Information Statement on Schedule 14C (File No.
−Removed: 001-35384) filed with the Securities and Exchange Commission
−Removed: on March 8, 2021).
−Removed: Exchange Agreement, dated October 20, 2008, by and among Euro Trend Inc., Data Storage Corporation and the shareholders of
−Removed: Data Storage Corporation named on the signature page thereto (incorporated by reference to Exhibit 10.1 to Form 8-K (File
+Added: Form of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated January 6, 2009 (incorporated by reference to Appendix E to the Information Statement on Schedule 14C (File No.
+Added: 001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
+Added: Form of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated January 6, 2009 (incorporated by reference to Appendix E to the Information Statement on Schedule 14C (File No.
+Added: 001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
+Added: Form of Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated June 24, 2009 (incorporated by reference to Appendix F to the Information Statement on Schedule 14C (File No.
+Added: 001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
+Added: Form of Certificate of Validation and Ratification of the Certificate of Correction to the Certificate of Amendment to the Articles of Incorporation dated June 24, 2009 (incorporated by reference to Appendix F to the Information Statement on Schedule 14C (File No.
+Added: 001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
+Added: Certificate of Designations, Preferences and Rights of Series A Preferred Stock of Data Storage Corporation (incorporated by reference to Appendix F to the Information Statement on Schedule 14C (File No.
+Added: 001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
+Added: Share Exchange Agreement, dated October 20, 2008, by and among Euro Trend Inc., Data Storage Corporation and the shareholders of Data Storage Corporation named on the signature page thereto (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
333-148167) filed on October 24, 2008).
−Removed: Exchange Agreement, dated October 20, 2008, by and among, Euro Trend Inc., Data Storage Corporation and the shareholders of
−Removed: Data Storage Corporation named on the signature page thereto (incorporated by reference to Exhibit 10.1 to Form 8-K/A (File
−Removed: 333-148167) filed on June 29, 2009) .
+Added: Exchange Agreement, dated October 20, 2008, by and among, Euro Trend Inc., Data Storage Corporation and the shareholders of Data Storage
+Added: Corporation named on the signature page thereto (incorporated by reference to Exhibit 10.1 to Form 8-K/A (File No.
+Added: 333-148167) filed
+Added: on June 29, 2009).
Storage Corporation 2010 Incentive Award Plan (incorporated by reference to Exhibit 10.1 on Form S-8/A (File No.
−Removed: filed on October 25, 2010).
−Removed: and Restated Data Storage Corporation 2010 Incentive Award Plan (incorporated by reference to Exhibit 10.1 to Form 8-K (File
+Added: 333-169042) filed on
+Added: October 25, 2010).
+Added: and Restated Data Storage Corporation 2010 Incentive Award Plan (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
filed on April 26, 2012).
−Removed: Storage Corporation 2021 Stock Incentive Plan (incorporated by reference to Appendix B to the Information Statement on Schedule
−Removed: 14C (File No.
+Added: Data Storage Corporation 2021 Stock Incentive Plan (incorporated by reference to Appendix B to the Information Statement on Schedule 14C (File No.
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: of Securities.
−Removed: Purchase Agreement by and between ABC Services Inc., and Data Storage Corporation as of October 25, 2016 (incorporated by
−Removed: reference to Exhibit 10.1 to Form 8K filed on October 31, 2016).
−Removed: Purchase Agreement by and between ABC Services II Inc., and Data Storage Corporation as of October 25, 2016 (incorporated
−Removed: by reference to Exhibit 10.2 to Form 8K (File No.
+Added: Representative’s Warrant dated May 18, 2021 (incorporated by reference to Exhibit 4.1 to Form 8-K (File No.
+Added: 001-35384) filed on May 18, 2021).
+Added: Form of Common Stock Warrant (incorporated by reference to Exhibit 4.2 to Form 8-K (File No.
+Added: 001-35384) filed on May 18, 2021).
+Added: Warrant Agency Agreement, dated May 18, 2021, by and between the Company and VStock Transfer LLC (incorporated by reference to Exhibit 4.3 to Form 8-K (File No.
+Added: 001-35384) filed on May 18, 2021).
+Added: Form of Warrant (incorporated by reference to Exhibit 4.1 to Form 8-K (File No.
+Added: 001-35384) filed on July 20, 2021).
+Added: Description of Securities
+Added: Asset Purchase Agreement by and between ABC Services Inc., and Data Storage Corporation as of October 25, 2016 (incorporated by reference to Exhibit 10.1 to Form 8K filed on October 31, 2016).
+Added: Asset Purchase Agreement by and between ABC Services II Inc., and Data Storage Corporation as of October 25, 2016 (incorporated by reference to Exhibit 10.2 to Form 8K (File No.
001-35384) filed on October 31, 2016).
−Removed: of Stockholders Agreement by and between Data Storage Corporation, Nexxis Inc., and John Camello dated November 13, 2017 (incorporated
−Removed: by reference to Exhibit 10.23 to Form 10Q (File No.
+Added: Form of Stockholders Agreement by and between Data Storage Corporation, Nexxis Inc., and John Camello dated November 13, 2017 (incorporated by reference to Exhibit 10.23 to Form 10Q (File No.
001-35384) filled November 19, 2018).
−Removed: of Employment Agreement between Data Storage Corporation, Nexxis Inc., and John Camello dated November 13, 2017 (incorporated
−Removed: by reference to Exhibit 10.23 to Form 10-Q (File No.
+Added: Form of Employment Agreement between Data Storage Corporation, Nexxis Inc., and John Camello dated November 13, 2017 (incorporated by reference to Exhibit 10.23 to Form 10-Q (File No.
001-35384) filed November 19, 2018).
−Removed: Lease Agreement between Data Storage Corporation and Systems Trading, Inc.
+Added: Buyout Lease Agreement between Data Storage Corporation and Systems Trading, Inc.
dated March 15, 2018.
−Removed: Lease Agreement between Data Storage Corporation and Systems Trading, Inc.
+Added: FMV Lease Agreement between Data Storage Corporation and Systems Trading, Inc.
dated September 14, 2018.
−Removed: Lease Agreement DSC003 between Data Storage Corporation and Systems Trading, Inc.
+Added: Buyout Lease Agreement DSC003 between Data Storage Corporation and Systems Trading, Inc.
dated December 18, 2018.
−Removed: Lease Agreement DSC004 between Data Storage Corporation and Systems Trading, Inc.
+Added: Buyout Lease Agreement DSC004 between Data Storage Corporation and Systems Trading, Inc.
dated December 18, 2018.
−Removed: 1 to Lease DSC003 between Data Storage Corporation and Systems Trading, Inc.
+Added: Addendum 1 to Lease DSC003 between Data Storage Corporation and Systems Trading, Inc.
dated March 20, 2019.
3 unchanged sentences
dated November 12, 2019.
−Removed: and Plan of Merger by and between Data Storage Corporation and Flagship Solutions, LLC dated February 4, 2021 (incorporated
−Removed: by reference to Exhibit 10.1 to Form 8-K (File No.
+Added: Agreement and Plan of Merger by and between Data Storage Corporation and Flagship Solutions, LLC dated February 4, 2021 (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
001-35384) filed on February 10, 2021).
1 unchanged sentence
001-35384) filed on February 16, 2021).
−Removed: Lease Agreement DSC007 between Data Storage Corporation and Systems Trading, Inc.
+Added: Buyout Lease Agreement DSC007 between Data Storage Corporation and Systems Trading, Inc.
dated March 4, 2021.
−Removed: of Subsidiaries of Data Storage Corporation (incorporated by reference to Exhibit 21.1 to the Registration Statement on Form
−Removed: S-1 (File No.
+Added: Employment Agreement with Mark Wyllie (incorporated by reference to Exhibit 10.2 to Form 8-K (File No.
+Added: 001-35384) filed on June 3, 2021).
+Added: Offer Letter entered into between Data Storage Corporation and Chris H.
+Added: Panagiotakos (incorporated herein by reference to Exhibit 10.14 to the Company’s Registration Statement on Form S-1 as filed with the Securities and Exchange Commission on April 28, 2021 (File Number 333-253056)).
+Added: Form of Securities Purchase Agreement dated July 19, 2021 between Data Storage Corporation and certain purchasers (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
+Added: 001-35384) filed on July 20, 2021).
+Added: Form of Placement Agency Agreement dated July 19, 2021 between Data Storage Corporation and Maxim Group LLC (incorporated by reference to Exhibit 10.2 to Form 8-K (File No.
+Added: 001-35384) filed on July 20, 2021).
+Added: of Subsidiaries of Data Storage Corporation (incorporated by reference to Exhibit 21.1 to the Registration Statement on Form S-1 (File
333-179396) filed on February 6, 2012).
−Removed: of Rosenberg Rich Baker Berman P.A., Independent Registered Accounting Firm
−Removed: Certification of President, Chief Executive Officer, Chief Financial Officer, Chairman of the Board of Directors Pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Exchange Act.
−Removed: Certification of President, Chief Executive Officer, Chief Financial Officer, Chairman of the Board of Directors Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Consent of Rosenberg Rich Baker Berman P.A., Independent Registered Accounting Firm
+Added: Certification of Principal Executive Officer Pursuant to Exchange Act Rule 13a-14(a), As adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certification of Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a), As adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certification of Principal Executive Officer pursuant to 18 U.S.C.
+Added: Section 1350, As adopted Pursuant to Section 906 of the Sarbanes-Oxley Act 2002
+Added: Certification of Principal Financial Officer pursuant to 18 U.S.C.
+Added: Section 1350, As adopted Pursuant to Section 906 of the Sarbanes-Oxley Act 2002
+Added: Filed herewith
# Indicates management contract or compensatory plan.
−Removed: to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report
−Removed: to be signed on its behalf by the undersigned, there unto duly authorized.
−Removed: STORAGE CORPORATION
−Removed: Executive Officer
−Removed: Financial Officer
−Removed: Executive Officer
−Removed: Financial Officer
−Removed: Accounting Officer)
+Added: Item16 Form 10-K Summary
+Added: Not applicable.
+Added: Pursuant to the requirements of Section 13 or 15(d)
+Added: of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, there
+Added: unto duly authorized.
+Added: /s/ Charles M.
+Added: Chief Executive Officer
March 31, 2021
−Removed: Know all persons by these presents
−Removed: that each individual whose signature appears below constitutes and appoints Charles M.
−Removed: Piluso, our Chief Executive Officer and Chief Financial
−Removed: Officer as a true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for him and in his name,
−Removed: place and stead, in any and all capacities, to (i) act on, sign and file with the Securities and Exchange Commission any and all amendments
−Removed: to this Report together with all schedules and exhibits thereto, (ii) act on, sign and file with the Securities and Exchange Commission
−Removed: any and all exhibits to this Report and any and all exhibits and schedules thereto, (iii) act on, sign and file any and all such certificates,
−Removed: notices, communications, reports, instruments, agreements and other documents as may be necessary or appropriate in connection therewith
−Removed: and (iv) take any and all such actions which may be necessary or appropriate in connection therewith, granting unto such agent, proxy
−Removed: and attorney-in-fact, full power and authority to do and perform each and every act and thing necessary or appropriate to be done, as
−Removed: fully for all intents and purposes as he might or could do in person, and hereby approving, ratifying and confirming all that such agent,
−Removed: proxy and attorney-in-fact, or any of his or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.
−Removed: to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf
−Removed: of the registrant and in the capacities and on the dates indicated.
−Removed: Executive Officer,
−Removed: Financial Officer,
−Removed: Executive Officer,
−Removed: Financial Officer and
−Removed: Accounting Officer)
+Added: (Principal Executive Officer)
+Added: /s/ Chris Panagiotakos
+Added: Chief Financial Officer (Principal Financial Officer
+Added: March 31, 2021
+Added: Chris Panagiotakos
+Added: and Principal Accounting Officer)
Harold Schwartz
+Added: President, Director
+Added: March 31, 2021
+Added: Harold Schwartz
+Added: /s/ Thomas Kempster
+Added: Executive Vice President of Strategic Development, Director
+Added: March 31, 2021
Thomas Kempster
−Removed: Vice President, Director
+Added: /s/ John Argen
+Added: March 31, 2021
+Added: /s/ Joseph Hoffman
+Added: March 31, 2021
Joseph Hoffman
Lawrence Maglione
+Added: March 31, 2021
+Added: Lawrence Maglione
+Added: /s/ Matthew Grover
+Added: March 31, 2021
Matthew Grover
+Added: /s/ Todd Correll
+Added: March 31, 2021
+Added: /s/ Mark Wyllie
+Added: Executive Vice President, Director
+Added: March 31, 2021
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.