2 unchanged sentences
Controls and Procedures.
−Removed: As of the end of the
−Removed: period covered by this Annual Report, under the supervision and with the participation of DSC’s management, including its
−Removed: principal executive officer and principal financial officer, DSC conducted an evaluation of its disclosure controls and procedures,
−Removed: as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended
−Removed: (the “Exchange Act”).
−Removed: Rule 13a-15(e) under the Exchange Act defines “disclosure controls and procedures”
−Removed: as controls and other procedures of a company that are designed to ensure that the information required to be disclosed by a company
−Removed: in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time
−Removed: periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to a company’s
−Removed: management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding
−Removed: required disclosure.
−Removed: Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our
−Removed: disclosure controls and procedures were effective at the reasonable assurance level at December 31, 2023.
−Removed: control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of
−Removed: the control system are met.
+Added: As of the end of the period
+Added: covered by this Annual Report, under the supervision and with the participation of DSC’s management, including its principal executive
+Added: officer and principal financial officer, DSC conducted an evaluation of its disclosure controls and procedures, as such term is defined
+Added: under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
+Added: Rule 13a-15(e) under the Exchange Act defines “disclosure controls and procedures” as controls and other procedures of a company
+Added: that are designed to ensure that the information required to be disclosed by a company in the reports that it files or submits under the
+Added: Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and
+Added: that such information is accumulated and communicated to a company’s management, including its Chief Executive Officer and Chief
+Added: Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
+Added: Based upon that evaluation, the Company’s
+Added: Chief Executive Officer and Chief Financial Officer have concluded that its disclosure controls and procedures were effective at the reasonable
+Added: assurance level at December 31, 2024.
+Added: A control system, no matter
+Added: how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.
Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
−Removed: Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation
−Removed: and presentation.
−Removed: Accordingly, our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that
−Removed: the objectives of our disclosure control system are met.
−Removed: As set forth above, our Chief Executive Officer and Chief Financial Officer
−Removed: have concluded, based on the evaluation as of the end of the period covered by this Report, that our disclosure controls and procedures
−Removed: were effective to provide reasonable assurance that the objectives of our disclosure control system were met.
−Removed: Management ’ s
−Removed: Annual Report on Internal Control Over Financial Reporting
−Removed: Our management is responsible for establishing and
−Removed: maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15.
−Removed: Internal control over financial
−Removed: reporting is defined in Rule 13a-15(f) and 15(d)-15(f) under the Exchange Act as a process designed to provide reasonable assurance to
−Removed: our management and Board of Directors regarding the preparation and fair presentation of published financial statements.
−Removed: Management conducted
−Removed: an assessment of our internal control over financial reporting as of December 31, 2023, based on the framework and criteria established
−Removed: by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework (2013).
−Removed: assessment, management concluded that, as of December 31, 2023, our internal control over financial reporting is effective.
+Added: Therefore, even those
+Added: systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
+Added: Accordingly, the Company’s disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the
+Added: objectives of its disclosure control system are met.
+Added: As set forth above, the Company’s Chief Executive Officer and Chief Financial
+Added: Officer have concluded, based on the evaluation as of the end of the period covered by this Report, that the Company’s disclosure
+Added: controls and procedures were effective to provide reasonable assurance that the objectives of its disclosure control system were met.
+Added: Management ’ s Annual Report on Internal
+Added: Control Over Financial Reporting
+Added: The Company’s management is responsible for
+Added: establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15.
+Added: Internal control
+Added: over financial reporting is defined in Rule 13a-15(f) and 15(d)-15(f) under the Exchange Act as a process designed to provide reasonable
+Added: assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial
+Added: Management conducted an assessment of the Company’s internal control over financial reporting as of December 31, 2024,
+Added: based on the framework and criteria established by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated
+Added: Framework (2013).
+Added: Based on the assessment, management concluded that, as of December 31, 2024, the Company’s internal control over
+Added: financial reporting is effective.
Changes in Internal Control
over Financial Reporting
−Removed: As described above, there were no changes in our internal control over financial
−Removed: reporting during the three months ended December 31, 2023, which would affect, or are reasonably likely to materially affect, our internal
−Removed: control over financial reporting.
+Added: As described above, there
+Added: were no changes in the Company’s internal control over financial reporting during the three months ended December 31, 2024, which
+Added: would affect, or are reasonably likely to materially affect, its internal control over financial reporting.
OTHER INFORMATION
2 unchanged sentences
arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: Regarding Foreign Jurisdictions that Prevent Inspections
+Added: DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not Applicable
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
−Removed: The following table sets forth the names, ages, and
−Removed: positions of the Company’s executive officers and directors.
−Removed: Executive officers are elected annually by its Board of Directors.
−Removed: Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected and qualified.
−Removed: Each director
−Removed: holds his office until his successor is elected and qualified or his earlier resignation or removal.
−Removed: Chairman of the Board, Chief Executive Officer
−Removed: Chief Financial Officer
−Removed: Director, President
−Removed: Director, Executive Vice President
−Removed: Maglione, Jr.
−Removed: Piluso, Chairman of the Board and, Chief Executive Officer
−Removed: Piluso holds the positions of Chairman of the
−Removed: Board and Chief Executive Officer at Data Storage Corporation.
−Removed: Additionally, assumed the role of Treasurer in 2020.
−Removed: His entrepreneurial
−Removed: spirit led to the co-founding of our subsidiary, CloudFirst Technologies Corporation, in 2001.
−Removed: Prior to his tenure at Data Storage Corporation,
−Removed: Piluso co-founded North American Telecommunication Corporation, serving as its Chairman and President, and played a pivotal role in
−Removed: its growth as a facilities-based Competitive Local Exchange Carrier licensed in ten states.
−Removed: His leadership extended to International Telecommunications
−Removed: Corporation, where he served as Chairman and Founder, culminating in a successful consolidation that went public in 1997 with a value
−Removed: of $800 million.
−Removed: Piluso's academic credentials include a bachelor’s degree, a Master of Arts in Political Science and Public
−Removed: Administration, and a Master of Business Administration, all earned from St.
−Removed: John’s University.
−Removed: Past roles include Instructor Professor
−Removed: John’s University, College of Business, and his service on the Board of Trustees of Molloy College from 2001 to 2013.
−Removed: Additionally,
−Removed: he has contributed to institutions such as St.
−Removed: John’s University, where he served on the Board of Governors from 2001 to 2016, earning
−Removed: the title of Governor Emeritus.
−Removed: Currently, Mr.
−Removed: Piluso serves on the Board of Advisors for the Nassau County Police Department Foundation.
−Removed: We believe that Mr.
−Removed: Piluso’s technical expertise
−Removed: and management experience in the technology and communications sectors make him qualified to serve as a member of our Board.
−Removed: Panagiotakos,
−Removed: Chief Financial Officer
−Removed: Panagiotakos assumed the role of Chief
−Removed: Financial Officer for the Company on May 18, 2021.
−Removed: Prior to joining us, he served as the Vice President, Corporate Controller of
−Removed: Cineverse Corp., formerly Cinedigm Corp., from April 2017 to March 2021.
−Removed: In this capacity, he oversaw the company’s accounting
−Removed: function, managed external audits, ensured compliance, and implemented controls while also focusing on staff training and development.
−Removed: Preceding his tenure as Vice President, Corporate Controller, Mr.
−Removed: Panagiotakos held the position of Corporate Assistant Controller
−Removed: at Cinedigm Corp.
−Removed: from October 2013 to April 2017.
−Removed: With over 26 years of experience in public company accounting, Mr.
−Removed: brings a wealth of expertise to our financial leadership team.
−Removed: His extensive background includes various roles within the accounting
−Removed: department at Young Broadcasting Inc.
−Removed: from September 2004 to October 2013, including serving as Controller of one of its divisions
−Removed: and as Assistant Corporate Controller.
−Removed: Panagiotakos is a Certified Public Accountant and holds a Bachelor of Business Administration
−Removed: in Accounting from Bernard M.
−Removed: Baruch College, as well as a Master of Business Administration from Texas A&M University-Commerce.
−Removed: His comprehensive knowledge and proficiency in public company accounting matters make him a valuable asset to our financial operations.
−Removed: Schwartz, President and Director
−Removed: Schwartz assumes the pivotal roles of President
−Removed: and Director at our organization, a position he has held since December 2016.
−Removed: His contributions to the Company's success extend
−Removed: beyond his tenure as Treasurer from 2016 to 2020.
−Removed: Additionally, he serves as President of CloudFirst and holds a seat on its board
−Removed: of directors.
−Removed: With a professional background spanning from 1988 to 2016, Mr.
−Removed: Schwartz served as Vice President of ABC Services,
−Removed: Inc., a company he co-founded.
−Removed: During his tenure, he played a key role in steering the strategic direction, operations, and business
−Removed: development of ABC Services and other affiliated ventures.
−Removed: Over the course of three decades, Mr.
−Removed: Schwartz has leveraged his expertise
−Removed: in IBM business systems, business continuity, and cybersecurity to empower organizations in enhancing IT performance, safeguarding
−Removed: data, and optimizing costs.
−Removed: Schwartz's entrepreneurial spirit led him to establish Systems Trading, Inc.
−Removed: in 1997, a technology
−Removed: leasing company, where he currently serves as Chief Executive Officer and President.
−Removed: Prior to founding these ventures, he honed
−Removed: his skills collaborating with various IBM business partners.
−Removed: Schwartz obtained his bachelor’s degree in business from
−Removed: California State University in San Bernardino.
−Removed: We hold confidence in Mr.
−Removed: Schwartz's leadership acumen
−Removed: and qualifications to serve as President and Board member, underpinned by his track record of steering companies to success.
−Removed: His extensive
−Removed: experience in marketing, sales, and business development, coupled with his industry knowledge, makes him an asset to our organization.
−Removed: Executive Vice President and Director
−Removed: Kempster brings a wealth of experience to his
−Removed: role as Executive Vice President and Director, a position he has held since February 2020, along with his membership on our Board since
−Removed: December 2016.
−Removed: Prior to his current executive positions, Mr.
−Removed: Kempster served as the President of Service Delivery until 2021, where he
−Removed: played a pivotal role in laying the foundation for the company’s acclaimed customer service standards.
−Removed: His leadership directly contributed
−Removed: to the establishment of the highly rated customer service that distinguishes our company today.
−Removed: Before joining Data Storage Corporation,
−Removed: Kempster founded ABC Services in 1994 and served as its president until 2016.
−Removed: ABC Services, an IBM Premier partner, specialized in
−Removed: providing managed services, equipment, and software, with a particular focus on IBM Power systems.
−Removed: In 2012, ABC Services embarked on a
−Removed: joint venture with Data Storage Corporation, leading to the establishment of Secure Infrastructure and Services (SIAS).
−Removed: This collaboration
−Removed: marked a significant milestone in providing cloud infrastructure on IBM Power systems.
−Removed: Ultimately, in 2016, ABC Services was acquired
−Removed: by Data Storage Corporation.
−Removed: We firmly believe that Mr.
−Removed: Kempster’s extensive
−Removed: industry experience and diverse skill set make him exceptionally qualified to serve as a member of our Board.
−Removed: His practical expertise
−Removed: spans various competencies, underlining his valuable contributions to our organization's strategic direction and operational excellence.
−Removed: John Argen, Director
−Removed: With a tenure spanning since October 2008, Mr.
−Removed: brings his expertise to our Board as a seasoned Business Consultant and Developer, specializing in information technology, telecommunications,
−Removed: and construction industries.
−Removed: His impressive 40-year career encompasses a wide spectrum of experiences, ranging from working with small
−Removed: business owners to Fortune 500 firms.
−Removed: As the CEO and founder of DCC Systems from 1992 to 2003, Mr.
−Removed: Argen demonstrated exceptional leadership
−Removed: in building the firm from the ground up, steering it to produce gross revenues exceeding $100 million in 2000.
−Removed: His innovative approach
−Removed: to Technology Design/Build Construction Development and Consulting Solutions earned accolades, including features on NBC's "Business
−Removed: Now" for his groundbreaking Technology Construction Management methodology.
−Removed: Prior to DCC Systems, Mr.
−Removed: Argen held senior management
−Removed: positions at ITT and Metromedia for 15 years and served as VP of Engineering & Operations at DataNet, a Wilcox & Gibbs company,
−Removed: Throughout his career, he has been deeply involved in Operations, Marketing, Systems Engineering, Telecommunications, and
−Removed: Information Technology, overseeing technology-related and construction projects worth over a billion dollars.
−Removed: Argen's commitment to
−Removed: continued education is evident in his completion of over 2000 hours of corporate-sponsored courses.
−Removed: He holds a BPS in Finance from Pace
−Removed: University and a Federal Communication Commission (FCC) Radio Telephone 1st Class License, further underscoring his dedication to professional
−Removed: growth and development.
−Removed: We believe that Mr.
−Removed: Argen's practical experience in
−Removed: managing the growth of companies, particularly in the technology and communication sectors, coupled with his knowledge and understanding
−Removed: of the industry, make him an asset to our Board.
−Removed: His insights and approaches will undoubtedly contribute to our ongoing success and growth
−Removed: Maglione, Jr., Director
−Removed: Maglione has been a member of our Board
−Removed: since October 2002, bringing with him a wealth of expertise in financial management and accounting.
−Removed: Additionally, he has served
−Removed: as a director of CloudFirst since August 29, 2001.
−Removed: As a partner in the accounting firm Eisner & Maglione CPAs, LLC since January
−Removed: Maglione has demonstrated his prowess in financial stewardship and strategic guidance.
−Removed: With 35 years of experience in
−Removed: financial management, Mr.
−Removed: Maglione's journey with our Company traces back to its inception in 2002.
−Removed: Additionally, he co-founded
−Removed: North American Telecommunications Corporation, a local telecommunications service provider.
−Removed: During his tenure at North American,
−Removed: Maglione held the roles of Chief Financial Officer and Executive Vice President, overseeing all finance, legal, and administration
−Removed: Maglione's professional journey also encompasses over 35 years in public accounting, across various industries,
−Removed: including technology, retail services, and manufacturing.
−Removed: His educational background includes a Bachelor of Science degree in Accountancy
−Removed: from Hofstra University and a Master of Science in Taxation from Long Island University.
−Removed: He is also a Certified Public Accountant
−Removed: and a member of the New York State Society of CPAs.
−Removed: We are confident that Mr.
−Removed: Maglione's extensive experience,
−Removed: leadership, and understanding of industry dynamics make him an invaluable asset to our Board, contributing to our strategic vision and
−Removed: financial growth.
−Removed: Correll, Director
−Removed: Correll brings experience and expertise to our
−Removed: Board, having previously served as a member from August 2014 until September 2017, before being reappointed on November 5, 2019.
−Removed: His extensive
−Removed: background includes roles as a financial and operations executive consultant and board member for SACo, a prominent online retail operation
−Removed: from 2017 to 2022.
−Removed: From 2001 to 2017, Mr.
−Removed: Correll served as the CEO of Broadsmart Florida, Inc.
−Removed: ("Broadsmart"), a facility-based
−Removed: VoIP carrier, where he played a pivotal role in its transformation from a local phone company to a nationwide carrier offering IP-based
−Removed: dial tone, broadband, and ancillary services.
−Removed: His leadership was instrumental in Broadsmart's growth and eventual acquisition by Magic
−Removed: Jack in 2016 for $42 million.
−Removed: Despite the acquisition, Mr.
−Removed: Correll continued to serve as CEO until 2017.
−Removed: Correll's educational background
−Removed: includes studies at Syracuse University, and he holds both a pilot's license and a USCG Captain's license, indicative of his diverse skill
−Removed: set and dedication to excellence.
−Removed: We believe that Mr.
−Removed: Correll's experience, particularly
−Removed: in the telecommunications and technology sectors, along with his proven track record of leadership and strategic insight, make him an
−Removed: invaluable addition to our Board, contributing to our continued growth and success.
−Removed: Matthew Grover, Director
−Removed: Grover has been a valued member of our Board since
−Removed: November 5, 2019.
−Removed: He brings with him a wealth of experience garnered from his impressive 23-year career at Altice USA, where he held various
−Removed: leadership positions, culminating in his role as Chief Revenue Officer (CRO).
−Removed: Altice USA stands as one of the nation's foremost providers
−Removed: of broadband communications and video services, serving approximately 4.9 million residential and business customers across 21 states
−Removed: through its Optimum and Suddenlink brands.
−Removed: During his tenure, Mr.
−Removed: Grover played a pivotal role in steering Altice USA's growth trajectory,
−Removed: overseeing diverse functions such as sales, retention, marketing, and product in both the B2C and B2B segments.
−Removed: Grover's journey at
−Removed: Altice USA commenced in 2001 when he joined the Lightpath division as Director of Sales Planning.
−Removed: Over the years, he demonstrated exceptional
−Removed: leadership and strategic acumen, earning promotions to increasingly senior roles.
−Removed: Notably, he served as Vice President and General Manager
−Removed: of Optimum West Commercial Services, where he managed all B2B operations across the Rocky Mountain States until its acquisition by Charter
−Removed: Communications in 2013.
−Removed: Subsequently, as Senior Vice President of Commercial Sales, Product, and Marketing, Mr.
−Removed: Grover played a pivotal
−Removed: role in driving commercial initiatives and expanding market reach.
−Removed: Prior to his tenure at Altice USA, Mr.
−Removed: Grover held several management
−Removed: positions over nearly a decade, including roles at North American Telecom and AT&T, where he honed his skills in sales, marketing,
−Removed: operations, and product.
−Removed: In addition to his corporate achievements, Mr.
−Removed: Grover is actively engaged in serving the community and academia.
−Removed: He serves as a Board Member of Data Storage Corporation and has previously contributed his expertise as a member of the Board of Trustees
−Removed: at Molloy College in Rockville Centre, New York.
−Removed: Grover holds a BA in Economics from Stony Brook University and earned his MBA from
−Removed: the University of Southern California.
−Removed: We believe that Mr.
−Removed: is qualified to serve as a member of our Board because of his practical experience in a broad range of competencies including his public
−Removed: company operations experience, coupled with his strategic insight and commitment to excellence.
−Removed: Clifford Stein, Director
−Removed: Stein was appointed to
−Removed: the board of directors on January 12, 2024, and is the Chief Executive Officer of Savitar Realty Advisors, a real estate advisory firm
−Removed: founded by him in 1988 which provides assistance to lenders and financial institutions on nonperforming real estate assets.
−Removed: He is an attorney
−Removed: and has been a member of the Florida Bar Association since 1982.
−Removed: Stein has acted as an expert witness in various litigation matters
−Removed: involving real estate transactions and has been appointed as a Receiver, an Examiner and a Trustee in state and federal courts.
−Removed: previously served on our board of directors from June 2010 to November 2020.
−Removed: We believe that Mr.
−Removed: is qualified to serve as a member of our Board because of his leadership and legal experience.
−Removed: M Stallone, Director
−Removed: Stallone was appointed as Director on March
−Removed: With a background in accounting and finance, treasury and risk management, corporate governance and corporate leadership,
−Removed: she brings a wealth of experience to our Board.
−Removed: Since June 2016, Ms.
−Removed: Stallone has held the positions of Corporate Treasurer and
−Removed: Assistant Corporate Secretary at Comtech Telecommunications Corp., a global technology leader providing terrestrial and wireless
−Removed: network solutions, next-generation 9-1-1 emergency services, satellite and space communications technologies, and cloud-native
−Removed: capabilities to commercial and government customers worldwide.
−Removed: Prior to this role, she served as Vice President of Finance from
−Removed: 2006 to 2016 and as Corporate Secretary from 2016 to October 2023.
−Removed: Stallone's career journey includes key financial leadership
−Removed: roles, including Vice President of Internal Audit at Atkins Nutritionals, Inc.
−Removed: from 2004 to 2006 and Chief Financial Officer of
−Removed: North America for Techpack America, Inc., a division of Albéa Group, from 1996 to 2004.
−Removed: Prior to that, she held the position
−Removed: of Senior Manager at Deloitte & Touche LLP, where she provided financial services to various public and private companies in
−Removed: the manufacturing, distribution, and service industries from 1983 to 1996.
−Removed: A Certified Public Accountant in New York State and
−Removed: member of the American Institute of Certified Public Accountants, Ms.
−Removed: Stallone holds a Bachelor of Science in Accounting from Long
−Removed: Island University and an Executive MBA from St.
−Removed: Joseph's University.
−Removed: Her commitment to education is further reflected in her previous
−Removed: role as an adjunct professor in accounting at St.
−Removed: Joseph's University.
−Removed: Stallone's diverse expertise in finance and accounting,
−Removed: treasury and risk management coupled with her extensive experience in corporate governance, makes her a valuable addition to our
−Removed: We are confident that her strategic insights and financial acumen will contribute significantly to our Company's continued
−Removed: growth and success.
−Removed: We believe that Ms.
−Removed: is qualified to serve as a member of our Board because of her accounting and business experience.
−Removed: Mitchell, Director
−Removed: Mitchell was appointed to the Board of Directors on March 5, 2024, and has served
−Removed: since December 2021 as privacy counsel to Riskonnect Inc.
−Removed: providing privacy legal advice on business projects and initiatives.
−Removed: From April 2021 until December 2021, he served as counsel to the data privacy team at The Government Employees Insurance Company
−Removed: From May 2018 until April 2021, he was an associate at the Law Office of Goldstein, Flecker & Hopkins.
−Removed: In 2005, upon
−Removed: graduation from New York Institute of Technology Mr.
−Removed: Mitchell worked at the Company as a computer technician.
−Removed: In 2009, he worked
−Removed: full-time at Data Storage Corporation in the daytime and attended law school at St.
−Removed: Johns Law School, evening division, at night.
−Removed: Mitchell holds a Juris Doctor from St.
−Removed: John’s University School of Law.
−Removed: We believe that Mr.
−Removed: is qualified to serve as a member of our Board because of his industry and legal experience.
−Removed: Composition of our Board of Directors
−Removed: Our Board of Directors currently consists of
−Removed: Our directors hold office until their successors have been elected and qualified or until the earlier of their death,
−Removed: resignation, or removal.
−Removed: There are no family relationships among any of our directors or executive officers.
−Removed: Director Independence
−Removed: With the exception of Charles
−Removed: 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 (the “Nasdaq Listing Rules”).
−Removed: Our Board has determined
−Removed: that, under the Nasdaq Listing Rules, Charles M.
−Removed: Piluso, Harold J.
−Removed: Schwartz and Thomas C.
−Removed: Kempster are not independent directors because
−Removed: they are employees of the Company or its subsidiaries.
−Removed: Our Board has determined
−Removed: John Argen (Chair), Nancy M.
−Removed: Stallone and Matthew Grover are independent under the Nasdaq Listing Rules’ independence
−Removed: standards for the members of our Board’s audit committee (the “Audit Committee”);
−Removed: (Chair), Todd A.
−Removed: Matthew Grover are independent under the Nasdaq Listing Rules independence standards for the members of our Board’s compensation
−Removed: committee (the “Compensation Committee”);
−Removed: and Lawrence A.
−Removed: Maglione, Jr.
−Removed: (Chair), and John Argen are independent under
−Removed: the Nasdaq Listing Rules’ independence standards for the members of our Board’s Nominating & Corporate Governance
−Removed: committee (the “Nominating & Corporate Governance Committee”).
−Removed: Term of Office
−Removed: Our directors are elected for one-year terms
−Removed: to hold office until the next annual meeting of our shareholders or until removed from office in accordance with our bylaws.
−Removed: officers are appointed by our Board and hold office until removed by the Board.
−Removed: Committees of the Board of
−Removed: The Board of Directors has a standing Audit Committee,
−Removed: Compensation Committee, and Nominating & Corporate Governance Committee.
−Removed: Audit Committee
−Removed: The Company has an Audit Committee consisting of non-executive
−Removed: directors each of whom the Board has determined is an independent director pursuant to the Nasdaq Listing Rules.
−Removed: The Audit Committee members
−Removed: John Argen (Chair), Matthew Grover and Nancy M.
−Removed: The Board has determined that Nancy M.
−Removed: Stallone is an “Audit Committee
−Removed: Financial Expert” as defined by SEC rules and regulations.
−Removed: The Audit Committee operates pursuant to a written charter adopted by
−Removed: the Board, which is available on our website at www.dtst.com .
−Removed: The charter describes in more detail the nature and scope of responsibilities
−Removed: of the Audit Committee.
−Removed: Compensation Committee
−Removed: The Company has a Compensation Committee consisting of non-executive directors
−Removed: each of whom the Board has determined is an independent director pursuant to the Nasdaq Listing Rules.
−Removed: The Compensation Committee members
−Removed: Correll and Matthew Grover.
−Removed: The Compensation Committee operates pursuant to a written charter adopted by the board of directors,
−Removed: which is available on our website at www.dtst.com .
−Removed: The charter describes in more detail the nature and scope of responsibilities
−Removed: of the Compensation Committee.
−Removed: Nominating & Corporate Governance Committee
−Removed: The Company has a Nominating & Corporate Governance
−Removed: Committee consisting of non-executive directors, each of whom the Board has determined is an independent director pursuant to the Nasdaq
−Removed: Listing Rules.
−Removed: The Nominating & Corporate Governance Committee members include Lawrence A.
−Removed: Maglione, Jr.
−Removed: (Chair) and John Argen.
−Removed: Nominating & Corporate Governance Committee operates pursuant to a written charter adopted by the board of directors, which is available
−Removed: on our website at www.dtst.com .
−Removed: The charter describes in more detail the nature and scope of responsibilities of the Nominating
−Removed: & Corporate Governance Committee.
−Removed: The Company does not have a formal diversity policy.
−Removed: However, the Nominating & Corporate Governance Committee evaluates each individual in the context of the Board of Directors as a whole,
−Removed: with the objective of recommending individuals that can best perpetuate the success of our business and represent stockholder interests
−Removed: through the exercise of sound business judgment and diversity of experience in various areas.
−Removed: We believe our current directors possess
−Removed: diverse professional experiences, skills, and backgrounds, in addition to, among other characteristics, high standards of personal and
−Removed: professional ethics, proven records of success in their respective fields, and valuable knowledge of our business and industry.
−Removed: Merger and Acquisition Committee
−Removed: The Company has a merger and acquisition committee
−Removed: (the “M&A Committee”) consisting of non-executive directors.
−Removed: The Merger and Acquisition Committee members are Lawrence
−Removed: Maglione, Jr.
−Removed: (Chair), John Argen, and Todd A.
−Removed: Cyber Security & Risk Committee
−Removed: The Company has a cyber security & risk committee
−Removed: (the “Cyber Security & Risk Committee”) consisting of non-executive directors.
−Removed: The Cyber Security & Risk Committee
−Removed: members are Matthew Grover (Chair), and Uwayne A.
−Removed: Family Relationships
−Removed: One full-time employee is the son and directly
−Removed: reports to John Camello, President of Nexxis Inc.
−Removed: Company has adopted a Code of Ethics and Conduct applicable to its Directors, Officers, and Employees.
−Removed: A copy of our Code of Ethics
−Removed: and Conduct is available on our website at www.dtst.com .
−Removed: In addition, we intend to post on our website all disclosures
−Removed: that are required by law or the Nasdaq Capital Market rules concerning any amendments to, or waivers from, any provision of the
−Removed: Code of Ethics and Conduct.
−Removed: The reference to our website address does not constitute incorporation by reference of the information
−Removed: contained at or available through our website, and you should not consider it to be a part of this Annual Report.
−Removed: Stockholder Communications
−Removed: Stockholders who are interested in communicating directly with members of the Board, or the Board as a group,
−Removed: may do so by writing directly to the individual Board member c/o Secretary, Data Storage Corporation, 48 South Service Road, Melville,
−Removed: New York 11747.
−Removed: The Company’s Secretary will forward communications directly to the appropriate Board member.
−Removed: If the correspondence
−Removed: is not addressed to the particular member, the communication will be forwarded to a Board member to bring to the attention of the
−Removed: The Company’s Secretary will review all communications before forwarding them to the appropriate Board member.
−Removed: with Section 16(a) of the Exchange Act
−Removed: Section 16(a) of the
−Removed: Securities Exchange Act requires that our directors and executive officers and persons who beneficially own more than 10% of our
−Removed: common stock (referred to herein as the “reporting persons”) file with the SEC various reports as to their ownership
−Removed: of and activities relating to our common stock.
−Removed: Such reporting persons are required by the SEC regulations to furnish us with copies
−Removed: of all Section 16(a) reports they file.
−Removed: Based solely on our review of copies of the reports filed with the SEC and the written
−Removed: representations of our directors and executive officers, we believe that the following reports were untimely:
−Removed: Form 4 filed by each
−Removed: of Todd Correll, Lawrence Maglione, John Argen, Joseph Hoffman and Matthew Grover on April 25, 2023, Form 4 filed by each of Todd
−Removed: Correll, Lawrence Maglione, John Argen, Joseph Hoffman and Matthew Grover on April 27, 2023, Form 4 filed by each of Todd Correll,
−Removed: Lawrence Maglione, John Argen, and Matthew Grover on July 5, 2023, Form 4 filed by each of Todd Correll, Lawrence Maglione, John
−Removed: Argen, Joseph Hoffman and Matthew Grover on October 11, 2023, Form 4 filed by John Argen on January 3, 2024, and Form 4 filed by
−Removed: each of Thomas Kempster, Charles Piluso, Harold Schwartz and Christos Panagiotakos on March 5, 2024.
+Added: The information required by this item of this Annual
+Added: Report will be included under the headings “Corporate Governance” and “Committees of the Board of Directors” in
+Added: our 2025 Proxy Statement, and is incorporated by reference herein.
EXECUTIVE COMPENSATION
−Removed: Compensation of Executive Officers
−Removed: The following summary compensation table sets forth
−Removed: all compensation awarded to, earned by, or paid to the named executive officers paid by the Company during the fiscal years ended December
−Removed: 31, 2023, and December 31, 2022, in all capacities for the accounts of our executive officers, including the Chief Executive Officer.
−Removed: Summary Compensation Table
−Removed: Name & Principal
−Removed: Incentive Plan
−Removed: Piluso, Chief Executive Officer, Treasurer and Chairman of the Board
−Removed: Schwartz, President
−Removed: Kempster, Executive Vice President, Strategic Development
−Removed: Company follows the requirements
−Removed: of FASB ASC 718-10-10, Share-Based
−Removed: Payments with
−Removed: regards to stock-based compensation
−Removed: issued to employees and non-employees.
−Removed: Please see Note 2 to
−Removed: Consolidated Financial Statements
−Removed: above for more information
−Removed: valuation methodology used
−Removed: to determine the fair value
−Removed: of the options issued during
−Removed: the year is the Black-Scholes
−Removed: option-pricing model.
−Removed: see Note 2 to Consolidated
−Removed: Financial Statements above
−Removed: for more information.
−Removed: Employment Agreements
−Removed: Executive Employment Agreements
−Removed: Piluso Employment Agreement
−Removed: On March 28, 2023, the Company entered into an employment
−Removed: agreement, as amended (the “Piluso Employment Agreement”) with Mr.
−Removed: Piluso, the Company’s Chief Executive
−Removed: The Piluso Employment Agreement is for an initial term of three years, and it will be automatically renewed for consecutive one-year
−Removed: terms at the end of the initial term.
−Removed: The Piluso Employment Agreement may be terminated with or without cause.
−Removed: Piluso will receive
−Removed: an annual base salary of $225,000 in 2023, $250,000 in 2024 and $250,000 in 2025 and shall be eligible to earn a performance bonus ranging
−Removed: from $75,000 to $300,000.
−Removed: Piluso shall also be entitled to an equity award for a total value of $100,000 per annum, which shall be
−Removed: equally split between RSUs and stock options, as well as 75,000 performance share units.
−Removed: Upon termination of Mr.
−Removed: Piluso without cause, or as
−Removed: a result of Mr.
−Removed: Piluso’s resignation for Good Reason (as such term is defined in the Piluso Employment Agreement) the Company shall
−Removed: pay or provide to Mr.
−Removed: Piluso severance pay equal to his base salary for the remainder of the employment term and all stock options or
−Removed: other similar equity compensation granted by the Company and then held by Mr.
−Removed: Piluso shall be accelerated and become fully vested and
−Removed: exercisable as of the date of Mr.
−Removed: Piluso’s termination.
−Removed: As a full-time employee of the Company, Mr.
−Removed: will be eligible to participate in the Company’s benefit programs.
−Removed: Panagiotakos Employment Agreement
−Removed: On March 28, 2023, the Company entered into an employment
−Removed: agreement, as amended (the “Panagiotakos Employment Agreement”) with Mr.
−Removed: Panagiotakos, the Company’s Chief
−Removed: Financial Officer.
−Removed: The Panagiotakos Employment Agreement is for an initial term of three years, and it will be automatically renewed for
−Removed: consecutive one-year terms at the end of the initial term.
−Removed: The Panagiotakos Employment Agreement may be terminated with or without cause.
−Removed: Panagiotakos will receive an annual base salary of $215,000 in 2023, $235,000 in 2024 and $235,000 in 2025 and shall be eligible to
−Removed: earn a performance bonus of 25% of his base salary.
−Removed: Panagiotakos shall also be entitled to an equity award for a total value equal
−Removed: to 25% of his base salary per annum, which shall be equally split between RSUs and stock options, a financial achievement bonus of $45,000
−Removed: and a long-term incentive bonus of stock options and RSUs equal to 25% of his base salary.
−Removed: Upon termination of Mr.
−Removed: Panagiotakos without cause,
−Removed: or as a result of Mr.
−Removed: Panagiotakos’ resignation for Good Reason (as such term is defined in the Panagiotakos Employment Agreement)
−Removed: the Company shall pay or provide to Mr.
−Removed: Panagiotakos severance pay equal to his base salary for the remainder of the employment term and
−Removed: all stock options or other similar equity compensation granted by the Company and then held by Mr.
−Removed: Panagiotakos shall be accelerated and
−Removed: become fully vested and exercisable as of the date of Mr.
−Removed: Panagiotakos’ termination.
−Removed: As a full-time employee of the Company, Mr.
−Removed: will be eligible to participate in the Company’s benefit programs.
−Removed: Other Employment Arrangements
−Removed: The Company does not have formal employment
−Removed: agreements with Harold J.
−Removed: Schwartz or Thomas C.
−Removed: Their current and past salaries have been determined by the Compensation
−Removed: Committee and are re-evaluated on a yearly basis.
−Removed: Schwartz’s annual base salary for the fiscal year ended December 31,
−Removed: 2022 was $171,717, which was increased to $215,000 for the fiscal year ended December 31, 2023.
−Removed: Kempster’s annual base
−Removed: salary for the fiscal year ended December 31, 2022 was $174,808, which was increased to $215,000 for the fiscal year ended December
−Removed: Schwartz and Mr.
−Removed: Kempster are eligible to earn RSUs and stock options, in addition to a cash bonus which is determined
−Removed: by the compensation committee.
−Removed: 2010 Incentive Award Plan
−Removed: On August 12, 2010, the Company adopted the
−Removed: Data Storage Corporation 2010 Incentive Award Plan (the “2010 Plan”) that provided for 2,000,000 shares of common stock
−Removed: reserved for issuance under the terms of the 2010 Plan;
−Removed: which was amended on September 25, 2013, to increase the number of shares
−Removed: of common stock reserved for issuance under the 2010 Plan to 5,000,000 shares of common stock;
−Removed: which was further amended on June
−Removed: 20, 2017 to increase the number of shares of common stock reserved for issuance under the 2010 Plan to 8,000,000 shares of common
−Removed: and further amended on July 1, 2019, to increase the number of shares of common stock reserved for issuance under the 2010
−Removed: 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
−Removed: to the “Amended and Restated Data Storage Corporation Incentive Award Plan”.
−Removed: The 2010 Plan was intended to promote
−Removed: the interests of the Company by attracting and retaining exceptional employees, consultants, directors, officers and independent
−Removed: contractors (collectively referred to as the “Participants”) and enabling such Participants to participate in the long-term
−Removed: growth and financial success of the Company.
−Removed: Under the 2010 Plan, the Company had the right to grant stock options, which are intended
−Removed: to qualify as “incentive stock options” under Section 422 of the Internal Revenue Code of 1986, as amended, non-qualified
−Removed: stock options, stock appreciation rights and restricted stock awards, which were restricted shares of common stock (collectively
−Removed: referred to as “Incentive Awards”).
−Removed: Incentive Awards were granted pursuant to the 2010 Plan for 10 years from the Effective
−Removed: There are 123,563 options outstanding under the 2010 Plan as of December 31, 2023.
−Removed: The 2010 Plan expired on October 21, 2020,
−Removed: and accordingly, there are no shares available for future grants.
−Removed: On March 8, 2021, our Board and stockholders owning
−Removed: in excess of 50% of our outstanding voting securities approved and adopted the 2021 Stock Incentive Plan (the “2021 Plan”).
−Removed: Pursuant to the terms of the 2021 Plan we can grant stock options, restricted stock unit awards and other awards at levels determined
−Removed: appropriate by our Board and/or compensation committee.
−Removed: The 2021 Plan also allows us to utilize a broad array of equity incentives and
−Removed: performance cash incentives in order to secure and retain the services of our employees, directors, and consultants, and to provide long-term
−Removed: incentives that align the interests of our employees, directors and consultants with the interests of our stockholders.
−Removed: An aggregate of
−Removed: 15,000,000 shares of our common stock may be issued under the 2021 Plan, subject to equitable adjustment in the event of future
−Removed: stock splits, and other capital changes.
−Removed: Outstanding Equity
−Removed: Awards at Fiscal Year-End December 31, 2023
−Removed: Option Awards
−Removed: Option Or RSU Approval
−Removed: Number of Securities Underlying Unexercised Options (#)
−Removed: Number of Securities Underlying Unexercised Options
−Removed: Option Exercise Price
−Removed: Option Expiration
−Removed: Number Of Shares Or Units Of Stock That Have Not Vested
−Removed: Market Value Of Shares Or Units Of Stock That Have Not Vested
−Removed: Unexercisable
−Removed: Represents restricted stock units which vest 33.33% on each of the one- year, two- year and three- year anniversary
−Removed: following the grant date.
−Removed: Calculated by multiplying the closing price per share of the company’s common stock on December 29,
−Removed: 2023, $2.88 by the number of shares.
−Removed: The stock options were issued in consideration for services provided as a member of the Board.
−Removed: These option awards vested/vest 33.33% on each of the one- year, two- year and three- year anniversary following the grant date.
−Removed: Clawback Policy
−Removed: The Board has adopted
−Removed: a clawback policy which allows us to recover performance-based compensation, whether cash or equity, from a current or former executive
−Removed: officer in the event of an Accounting Restatement.
−Removed: The clawback policy defines an Accounting Restatement as an accounting restatement
−Removed: of our financial statements due to our material noncompliance with any financial reporting requirement under the securities laws.
−Removed: Under such policy, we may recoup incentive-based compensation previously received by an executive officer that exceeds the amount
−Removed: of incentive-based compensation that otherwise would have been received had it been determined based on the restated amounts in
−Removed: the Accounting Restatement.
−Removed: The Board has the
−Removed: sole discretion to determine the form and timing of the recovery, which may include repayment, forfeiture and/or an adjustment
−Removed: to future performance-based compensation payouts or awards.
−Removed: The remedies under the clawback policy are in addition to, and not
−Removed: in lieu of, any legal and equitable claims available to the Company.
−Removed: The clawback policy is annexed to this Annual Report as an
−Removed: Compensation of Directors
−Removed: The following summary compensation table sets
−Removed: forth all compensation awarded to, earned by, or paid to the Company’s non-employee directors during the fiscal year ended
−Removed: December 31, 2023.
−Removed: Director Name
−Removed: Maglione, Jr.
−Removed: Matthew Grover
−Removed: 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, 2023.
−Removed: cash compensation for Mr.
−Removed: Hoffman was paid to Kelley Drye & Warren as
−Removed: Hoffman’s partnership agreement.
−Removed: Hoffman ceased being
−Removed: a director on December 30, 2023, upon his death.
−Removed: Company follows the requirements of
−Removed: FASB ASC 718-10-10, Share-Based Payments with
−Removed: regard to stock-based compensation issued to employees and non-employees.
−Removed: Please see Note 2 to Consolidated Financial Statements above for
−Removed: more information.
−Removed: valuation methodology used to determine the fair value of the options issued
−Removed: during the year is the Black-Scholes option-pricing model.
−Removed: Please see Note
−Removed: 2 to Consolidated Financial Statements above for more information.
−Removed: The table below shows
−Removed: the aggregate number of option awards outstanding at fiscal year-end of our non-employee directors.
−Removed: Number of Shares Subject to
−Removed: Outstanding Options as of December 31, 2023
−Removed: Number of Shares Subject to
−Removed: Outstanding Unvested RSU as of December 31, 2023
−Removed: Matthew Grover
−Removed: Maglione, Jr.
−Removed: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
−Removed: The following table sets forth certain information, as of March 27, 2024, with
−Removed: 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
−Removed: Company’s named executive officers and directors;
−Removed: and (iii) the Company’s directors and current executive officers as a group.
−Removed: The information in the table below is based upon 6,919,950 shares of common stock outstanding as of March 27, 2024.
−Removed: Except as otherwise
−Removed: indicated, each of the stockholders listed below has sole voting and investment power over the shares beneficially owned.
−Removed: Unless otherwise
−Removed: indicated, the address for each person is c/o Data Storage Corporation, 48 South Service Road, Suite 203, Melville, New York 11747.
−Removed: Name of Beneficial Owner
−Removed: Shares Beneficially Owned (1)
−Removed: Percentage Ownership
−Removed: Piluso and affiliated entities (2)
−Removed: Maglione, Jr.
−Removed: John Argen (6)
−Removed: Matthew Grover (7)
−Removed: Clifford Stein
−Removed: All Current Executive Officers and Directors as a group (11 persons)
−Removed: The securities “beneficially owned” by a person are determined in accordance with the definition of “beneficial ownership” set forth in the regulations of the SEC and accordingly, may include securities owned by or for, among others, the spouse, children, or certain other relatives of such person, as well as other securities over which the person has or shares voting or investment power or securities which the person has the right to acquire within 60 days.
−Removed: Includes 359,865 shares of common stock owned directly by Mr.
−Removed: Piluso, and 21,722 shares of common stock underlying
−Removed: stock options that are exercisable within 60 days of March 27, 2024.
−Removed: Also includes:
−Removed: (i) 81,750 shares of common stock owned by
−Removed: Piluso Family Associates;
−Removed: (ii) 230,116 shares of common stock owned by The Lasata 2012 Trust dated 5/4/12 (the “Lasata Trust”);
−Removed: (iii) 230,116 shares of common stock owned by The Bella Vita 2012 Trust dated 5/4/12 (the “Bella Vita Trust”).
−Removed: Panzarella-Piluso, Mr.
−Removed: Piluso’s wife, is the beneficiary of the Lasata Trust and Joanne G.
−Removed: Panzarella-Piluso, Mr.
−Removed: wife, and Lawrence Maglione are the co-trustees thereof, with shared voting and disposition power over the shares held by the Lasata
−Removed: Piluso is the beneficiary of the Bella Vita Trust and Mr.
−Removed: Piluso and Mrs.
−Removed: Panzarella-Piluso, his wife, are the co-trustees
−Removed: thereof, with shared voting and disposition power over the shares held by the Bella Vita Trust.
−Removed: The address for the Lasata Trust
−Removed: and the Bella Vita Trust is c/o Data Storage Corporation, 48 South Service Road, Suite 203, Melville, New York 11747.
−Removed: Includes 820,778 shares of common stock, 15,737 shares of common stock underlying stock options that are exercisable
−Removed: within 60 days of March 27, 2024, and 8,333 RSUs that will vest within 60 days of March 27, 2024.
−Removed: Includes 803,278 shares of common stock, 15,737 shares of common stock underlying stock options that are exercisable
−Removed: within 60 days of March 27, 2024, and 8,333 RSUs that will vest within 60 days of March 27, 2024.
−Removed: Includes 10,830 shares of common stock, 10,834 shares of common stock underlying stock options that are exercisable
−Removed: within 60 days of March 27, 2024, and 2,500 RSUs that will vest within 60 days of March 27, 2024.
−Removed: Includes 14,292 shares of common stock, 6,666 shares of common stock underlying stock options that are exercisable
−Removed: within 60 days of March 27, 2024 and 2,500 RSUs that will vest within 60 days of March 27, 2024 .
−Removed: Includes 10,000 shares of common stock, 5,625 shares of common stock underlying stock options that are exercisable
−Removed: within 60 days of March 27, 2024 and 2,500 RSUs that have vested or will vest within 60 days of March 27, 2024.
−Removed: Includes 10,625 shares of common stock, 5,625 shares of common stock underlying stock options that are exercisable
−Removed: within 60 days of March 27, 2024 and 2,500 RSUs that will vest within 60 days of March 27, 2024.
−Removed: Securities Authorized
−Removed: for Issuance Under Equity Compensation Plans
−Removed: As of December 31, 2023, we had awards outstanding
−Removed: under our Amended and Restated Data Storage Corporation Incentive Award Plan:
−Removed: securities to be
−Removed: exercise price of
−Removed: available for
−Removed: future issuance
−Removed: plans (excluding
−Removed: Plan Category
−Removed: Equity compensation plans approved by security holders
−Removed: Equity compensation plans not approved by stockholders
+Added: The information required by this item of this Annual
+Added: Report will be included under the headings “Executive Compensation” and “Director Compensation” in the Company’s
+Added: 2025 Proxy Statement, and is incorporated by reference herein.
+Added: OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
+Added: The information required by this item of this Annual
+Added: Report will be included under the heading “Security Ownership of Certain Beneficial Owners and Management” in the Company’s
+Added: 2025 Proxy Statement and is incorporated by reference herein.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
−Removed: Pursuant to our charter, our Audit Committee shall
−Removed: review on an on-going basis for potential conflicts of interest, and approve if appropriate, all our “Related Party Transactions”.
−Removed: Except as disclosed under “Executive Compensation,”
−Removed: and below there were no related party transactions during the two years ended December 31, 2023, or the current year.
−Removed: On April 1, 2018, the Company entered into an equipment
−Removed: lease agreement with Systems Trading Inc.
−Removed: (“Systems Trading”), a company for which Mr.
−Removed: Schwartz, our President and
−Removed: Director, serves as the Chief Executive Officer and President (“Systems Trading”) to refinance all leases into one lease.
−Removed: This lease obligation was payable to Systems Trading with bi-monthly installments of $23,475.
−Removed: The lease carried an interest rate of 5%
−Removed: and is a four-year lease.
−Removed: The term of the lease ended April 16, 2022.
−Removed: Systems Trading is owned and operated by the Company’s President,
−Removed: Harold Schwartz.
−Removed: On January 1, 2019, the Company entered into an equipment
−Removed: agreement with Systems Trading.
−Removed: This lease obligation was payable to Systems Trading with monthly installments of $29,592.
−Removed: The lease carried
−Removed: an interest rate of 6.75% and was a five-year lease.
−Removed: The term of the lease ended December 31, 2023.
−Removed: On April 1, 2019, the Company entered into two equipment
−Removed: lease agreements with Systems Trading to add new data center equipment.
−Removed: The first lease calls for monthly payments of $1,328 and expired
−Removed: on March 1, 2022.
−Removed: It carried an interest rate of 7%.
−Removed: The second lease calls for monthly payments of $461 and expired on March 1, 2022.
−Removed: It carried an interest rate of 6.7%.
−Removed: On January 1, 2020, the Company entered into a new
−Removed: equipment lease agreement with Systems Trading Inc.
−Removed: to lease equipment.
−Removed: The lease obligation was payable to Systems Trading with monthly
−Removed: installments of $10,534.
−Removed: The lease carried an interest rate of 6% and is a three-year lease.
−Removed: The term of the lease ended January 1, 2023.
−Removed: On March 4, 2021, the Company entered into
−Removed: a new equipment lease agreement with Systems Trading effective April 1, 2021.
−Removed: This lease obligation was payable to Systems Trading
−Removed: with monthly installments of $1,566.82 and will expire on March 31, 2024.
−Removed: The lease carried an interest rate of 8%.
−Removed: The Company received funds of $39,172 and $37,954
−Removed: during the years ended December 31, 2023, and 2022, respectively from Nexxis Capital LLC, a company owned by Charles Piluso and Harold
−Removed: Nexxis Capital LLC was formed to purchase equipment and provide equipment leases to the Company’s customers.
−Removed: On January 1, 2022, the Company entered into a lease
−Removed: agreement with Systems Trading effective January 1, 2022.
−Removed: This lease obligation is payable to Systems Trading with monthly installments
−Removed: of $7,145 and expires on April 1, 2025.
−Removed: The lease carries an interest rate of 8%.
−Removed: On April 1, 2022, the Company entered into a lease
−Removed: agreement with Systems Trading effective May 1, 2022.
−Removed: This lease obligation is payable to Systems Trading with monthly installments of
−Removed: $6,667 and expires on February 1, 2025.
−Removed: The lease carries an interest rate of 8%.
−Removed: Director Independence
−Removed: The Board of Directors
−Removed: has determined, after considering all the relevant facts and circumstances, that each of Messrs.
−Removed: Argen, Correll, Maglione, Stein,
−Removed: Mitchell and Grover and Ms.
−Removed: Stallone are independent directors, as that term is defined in the federal securities laws and the
−Removed: Nasdaq Marketplace Rules.
−Removed: See “Director Independence” in Part III, Item 10 –
−Removed: Directors, Executive Officers and Corporate Governance.
+Added: The information required by this item of this Annual
+Added: Report will be included under the heading “Certain Relationships and Related Party Transactions and Director Independence”
+Added: in the Company’s 2025 Proxy Statement and is incorporated by reference herein.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
−Removed: The following table sets forth the aggregate audit-related
−Removed: fees including expenses billed to us for the years ended December 31, 2023, and 2022 by Rosenberg Rich Baker Berman & Company P.A.
−Removed: Audit Fees (1)
−Removed: Audit fees and expenses were for professional services rendered for the audit and reviews of the consolidated financial statements of the Company, professional services rendered for issuance of consents and assistance with review of documents filed with the SEC.
−Removed: The Audit Committee has adopted procedures for pre-approving
−Removed: all audit and non-audit services provided by the independent registered public accounting firm, including the fees and terms of such services.
−Removed: These procedures include reviewing detailed back-up documentation for audit and permitted non-audit services.
−Removed: The documentation includes
−Removed: a description of, and a budgeted amount for, particular categories of non-audit services that are recurring in nature and therefore anticipated
−Removed: at the time that the budget is submitted.
−Removed: Audit Committee approval is required to exceed the pre-approved amount for a particular category
−Removed: of non-audit services and to engage the independent registered public accounting firm for any non-audit services not included in those
−Removed: pre-approved amounts.
−Removed: For both types of pre-approval, the Audit Committee considers whether such services are consistent with the rules
−Removed: on auditor 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 auditor’s familiarity
−Removed: with our business, people, culture, accounting systems, risk profile, and whether the services enhance our ability to manage or control
−Removed: risks, and improve audit quality.
−Removed: The Audit Committee may form and delegate pre-approval authority to subcommittees consisting of one
−Removed: or more members of the Audit Committee, and such subcommittees must report any pre-approval decisions to the Audit Committee at its next
−Removed: scheduled meeting.
−Removed: All of the services provided by the independent registered public accounting firm were pre-approved by the Audit Committee.
−Removed: Our audit committee pre-approves all services provided
−Removed: by our independent auditors.
−Removed: All of the above services and fees were reviewed and approved by the entire audit committee before the respective
−Removed: services were rendered.
+Added: The information required by this item of this Annual
+Added: Report will be included under the heading “Principal Accounting Fees and Services” in the Company’s 2025 Proxy Statement
+Added: and is incorporated by reference herein.
EXHIBIT AND FINANCIAL STATEMENT SCHEDULES.
−Removed: The following financial statements are included in this Annual Report for the fiscal years ended December 31, 2023, and 2022:
+Added: The following financial statements are included in this Annual Report for
+Added: the fiscal years ended December 31, 2024, and 2023:
Report of Independent Registered Public Accounting Firm.
16 unchanged sentences
333-148167) filed on January 9, 2009).
−Removed: Bylaws (incorporated by reference to Exhibit 3.2 to the to the Registrant’s Registration Statement on Form SB-2 (File No.
+Added: Bylaws (incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form SB-2 (File No.
333-148167) filed on December 19, 2007).
21 unchanged sentences
001-35384) filed with the Securities and Exchange Commission on March 8, 2021).
−Removed: 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.
−Removed: 333-148167) filed on October 24, 2008).
+Added: Amendment to Bylaws ( incorporated by reference to Exhibit 3.1 to Form 8-K (File No.
+Added: 001-35384) filed May 6, 2024).
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/A (File No.
42 unchanged sentences
001-35384) filed March 31, 2021).
−Removed: Buyout Lease Agreement DSC006 between Data Storage Corporation and Systems Trading, Inc.
−Removed: dated November 12, 2019 (incorporated by reference to Exhibit 10.12 to Form 10-K (File No.
+Added: Lease Agreement DSC006 between Data Storage Corporation and Systems Trading, Inc.
+Added: dated November 12, 2019 (incorporated by reference
+Added: to Exhibit 10.12 to Form 10-K (File No.
001-35384) filed March 31, 2021).
−Removed: 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.
+Added: and Plan of Merger by and between Data Storage Corporation and Flagship Solutions, LLC dated February 4, 2021 (incorporated by reference
+Added: to Exhibit 10.1 to Form 8-K (File No.
001-35384) filed on February 10, 2021).
−Removed: Amendment, dated February 12, 2021, to the Agreement and Plan of Merger by and between Data Storage Corporation, Data Storage FL, LLC, Flagship Solutions, LLC, and the owners of Equity Interests (as defined therein) dated February 4, 2021 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K (File No.
+Added: dated February 12, 2021, to the Agreement and Plan of Merger by and between Data Storage Corporation, Data Storage FL, LLC, Flagship
+Added: Solutions, LLC, and the owners of Equity Interests (as defined therein) dated February 4, 2021 (incorporated by reference to Exhibit
+Added: 10.2 to the Current Report on Form 8-K (File No.
001-35384) filed on February 16, 2021).
−Removed: Buyout Lease Agreement DSC007 between Data Storage Corporation and Systems Trading, Inc.
−Removed: dated March 4, 2021 (incorporated by reference to Exhibit 10.15 to Form 10-K (File No.
+Added: Lease Agreement DSC007 between Data Storage Corporation and Systems Trading, Inc.
+Added: dated March 4, 2021 (incorporated by reference
+Added: to Exhibit 10.15 to Form 10-K (File No.
001-35384) filed March 31, 2021).
−Removed: Employment Agreement with Mark Wyllie (incorporated by reference to Exhibit 10.2 to Form 8-K (File No.
−Removed: 001-35384) filed on June 3, 2021).
−Removed: 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: of Securities Purchase Agreement dated July 19, 2021 between Data Storage Corporation and certain purchasers (incorporated by reference
+Added: to Exhibit 10.1 to Form 8-K (File No.
001-35384) filed on July 20, 2021).
−Removed: Form of Employment Agreement between Data Storage Corporation and Charles M.
−Removed: Piluso dated March 28, 2023 (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
+Added: of Employment Agreement between Data Storage Corporation and Charles M.
+Added: Piluso dated March 28, 2023 (incorporated by reference to
+Added: Exhibit 10.1 to Form 8-K (File No.
001-35384) filed March 31, 2023).
−Removed: Form of Employment Agreement between Data Storage Corporation and Chris H.
−Removed: Panagiotakos dated March 28, 2023 (incorporated by reference to Exhibit 10.2 to Form 8-K (File No.
+Added: of Employment Agreement between Data Storage Corporation and Chris H.
+Added: Panagiotakos dated March 28, 2023 (incorporated by reference
+Added: to Exhibit 10.2 to Form 8-K (File No.
001-35384) filed March 31, 2023).
−Removed: Sublease between Sentinel Benefits Group, LLC and Sentinel Benefits Group, Inc.
−Removed: and Data Storage Corporation, dated as of January 17, 2024 (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
+Added: between Sentinel Benefits Group, LLC and Sentinel Benefits Group, Inc.
+Added: and Data Storage Corporation, dated as of January 17, 2024
+Added: (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
001-35384) filed March 27, 2024)
−Removed: Employment Agreement Amendment between Data Storage Corporation and Charles M.
−Removed: Employment Agreement Amendment between Data Storage Corporation and Chris H.
−Removed: Insider Trading Policy
+Added: Agreement Amendment between Data Storage Corporation and Charles M.
+Added: Piluso (incorporated
+Added: by reference to Exhibit 10.20 to Form 10-K (File No.
+Added: 001-35384) filed March 31, 2024).
+Added: Agreement Amendment between Data Storage Corporation and Chris H.
+Added: Panagiotakos (incorporated
+Added: by reference to Exhibit 10.21 to Form 10-K (File No.
+Added: 001-35384) filed March 31, 2024).
+Added: Amendment No.
+Added: 1 to the Data Storage Corporation 2021 Stock Incentive Plan, as amended and restated (incorporated by reference to Exhibit 10.1 to Form 8-K (File No.
+Added: 001-35384) filed June 24, 2024).
+Added: Equity Distribution Agreement, dated July 18, 2024, by and between Data Storage Corporation and Maxim Group LLC (Incorporated by reference to Exhibit 1.1 to Registration Statement on Form S-3 (File No.
+Added: 333-280881) filed July 18, 2024)
+Added: Second Amended and Restated Insider Trading Policy
List of Subsidiaries of Data Storage Corporation
7 unchanged sentences
Section 1350, As adopted Pursuant to Section 906 of the Sarbanes-Oxley Act 2002
−Removed: Clawback Policy
+Added: Clawback Policy (incorporated by reference to Exhibit 97.1 to Form 10-K (File No.
+Added: 001-35384) filed March 31, 2024).
Filed herewith
2 unchanged sentences
of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this to this report to be signed
−Removed: on its behalf by the undersigned, thereunto duly authorized on the 28 th day of March 2024.
−Removed: DATA STORAGE CORPORATION
−Removed: /s/ Charles M.
−Removed: Chief Executive Officer and Chairman of the Board
−Removed: (Principal Executive Officer)
−Removed: March 28, 2024
−Removed: Chief Financial Officer
−Removed: (Principal Financial and Principal Accounting Officer)
−Removed: March 28, 2024
+Added: on its behalf by the undersigned, thereunto duly authorized on the 31 st day of March, 2025.
+Added: Chief Executive
+Added: Officer and Chairman of the Board
+Added: Executive Officer)
+Added: Financial Officer
+Added: Financial and Principal Accounting Officer)
POWER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears
−Removed: below constitutes and appoints Charles M.
−Removed: Piluso, his true and lawful attorney-in-fact and agent, with full power of substitution and
−Removed: resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this report, and
−Removed: to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission,
−Removed: granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and
−Removed: necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying
−Removed: and confirming all that said attorney-in-fact and agent, or his substitutes or substitute, may lawfully do or cause to be done by virtue
−Removed: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
−Removed: Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person
+Added: whose signature appears below constitutes and appoints Charles M.
+Added: Piluso, his true and lawful attorney-in-fact and agent, with full power
+Added: of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments
+Added: to this report, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and
+Added: Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and
+Added: thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person,
+Added: hereby ratifying and confirming all that said attorney-in-fact and agent, or his substitutes or substitute, may lawfully do or cause to
+Added: be done by virtue hereof.
+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.
Chief Executive Officer
−Removed: March 28, 2024
(Principal Executive Officer)
−Removed: Chief Financial Officer (Principal
−Removed: Financial Officer
−Removed: March 28, 2024
−Removed: and Principal Accounting Officer)
+Added: Chief Financial Officer
+Added: (Principal Financial Officer
+Added: and Principal Accounting
President, Director
−Removed: March 28, 2024
−Removed: Harold Schwartz
Vice President of Strategic Development, Director
−Removed: Thomas Kempster
−Removed: March 28, 2024
Maglione, Jr.
−Removed: March 28, 2024
−Removed: Lawrence Maglione
Matthew Grover
−Removed: March 28, 2024
−Removed: Matthew Grover
−Removed: March 28, 2024
−Removed: /s/ Clifford Stein
−Removed: March 28, 2024
Clifford Stein
−Removed: March 28, 2024
−Removed: March 28, 2024
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.