8-K
Data Storage Corp (DTST)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event
reported): March 5, 2024
DATA
STORAGE CORPORATION
(Exact name of registrant as specified in its charter)
(Former Name of Registrant)
| Nevada | 001-35384 | 98-0530147 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
48 South Service Road
Melville**,New York**
11747
(Address of principal executive offices) (zip code)
212-564-4922
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4I under the Exchange Act (17 CFR 240.13I(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Tradin g Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common<br> Stock, par value $0.001 per share | DTST | The<br> Nasdaq Capital Market |
| Warrants<br> to purchase shares of Common Stock, par value $0.001 per share | DTSTW | The<br> Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers.
On March 5, 2024, the Board of Directors (the “Board”) of Data Storage Corporation (the “Company”) appointed Nancy M. Stallone, CPA and Uwayne A. Mitchell, Esq. to serve as directors of the Company. Ms. Stallone was appointed to serve as a member of the Audit Committee of the Board and will serve as the financial expert.
Ms. Stallone is currently, and has served since June 2016, as Corporate Treasurer and Assistant Corporate Secretary at Comtech Telecommunications Corp. (“Comtech”), a leading global technology company providing terrestrial and wireless network solutions, next-generation 9-1-1 emergency services, satellite and space communications technologies, and cloud native capabilities to commercial and government customers around the world. Prior, she was Vice President of Finance from September 2006 to June 2016. Prior to joining Comtech, Ms. Stallone served in key leadership financial positions including, from 2004 to 2006, Vice President, Internal Audit at Atkins Nutritionals, Inc., a diet program provider, and prior Chief Financial Officer of North America for Techpack America, Inc., a division of Albéa Group, a global packaging manufacturer and wholesaler. Previously, Ms. Stallone was Senior Manager at the accounting firm Deloitte & Touche LLP, where she served a number of public and private companies in the manufacturing, distribution and service industries from 1983 to 1996. Ms. Stallone is a Certified Public Accountant in New York State and holds a Bachelor of Science in Accounting from Long Island University and an Executive MBA from St. Joseph’s University, where she previously served as an adjunct professor in accounting.
Mr. Mitchell is currently, and has served since December 2021 as privacy counsel to Riskonnect Inc. providing privacy legal advice on business projects and initiatives. From April 2021 until December 2021, he served as counsel to the data privacy team at The Government Employees Insurance Company (GEICO). From May 2018 until April 2021, he was an associate at the Law Office of Goldstein, Flecker & Hopkins. In 2005, upon graduation from New York Institute of Technology Mr. Mitchell worked at the Company as a computer technician. In 2009, he worked full-time at Data Storage Corporation in the daytime and attended law school at St. Johns Law School, evening division, at night. Mr. Mitchell holds a Juris Doctor from St. John’s University School of Law.
Ms. Stallone and Mr. Mitchell will receive the standard compensation available to the Company’s current non-employee directors.
There are no family relationships between either Ms. Stallone or Mr. Mitchell and any of the Company’s directors or executive officers, nor do they have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Other than as described above, there were no arrangements or understandings by which Ms. Stallone and Mr. Mitchell were appointed as a member of the Board.
Item 8.01. Other Events.
On March 8, 2024, the Company issued a press release announcing the appointment of Ms. Stallone and Mr. Mitchell to the Board.
Item 9.01. Financial Statements andExhibits.
(d) Exhibits.
| Exhibit Number | Exhibit Description |
|---|---|
| 99.1 | Press Release issued by Data Storage Corporation, dated March 8, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: March 8, 2024 | DATA STORAGE CORPORATION | |
|---|---|---|
| By: | /s/ Charles M. Piluso | |
| Name: | Charles M. Piluso | |
| Title: | Chief Executive Officer |
EXHIBIT 99.1
March 8, 2024
Data Storage Corporation Appoints Nancy M.Stallone and Uwayne A. Mitchell to its Board of Directors
MELVILLE, N.Y., March 08, 2024 (GLOBE NEWSWIRE) -- Data Storage Corporation (Nasdaq: DTST) (“DSC” and the “Company”), a provider of diverse business continuity solutions for disaster-recovery, cloud infrastructure, cyber-security, and IT services, today announced that it has appointed Nancy M. Stallone, CPA, and Uwayne A. Mitchell, Esq., to the Company’s Board of Directors. Ms. Stallone will also serve as a member of the Audit Committee.
“Nancy and Uwayne bring extensive experience within their respective fields, and we are delighted to welcome them to our board of directors,” commented Chuck Piluso, Chief Executive Officer of Data Storage Corporation. “Nancy has an impressive background in corporate finance, auditing and accounting, which we believe will be invaluable as we execute on our strategic growth initiatives, including international expansion as well as exploring accretive acquisition opportunities. Additionally, we believe Uwayne’s legal expertise, as well as his background in data privacy, cybersecurity and technology, will add tremendous value to our board and assist in furthering our growth. We remain committed to upholding the highest levels of corporate governance and look forward to their contributions as we continue to execute on our business model.”
Ms. Nancy Stallone is currently Corporate Treasurer and Assistant Corporate Secretary at Comtech Telecommunications Corp., a leading global technology company providing terrestrial and wireless network solutions, next-generation 9-1-1 emergency services, satellite and space communications technologies, and cloud native capabilities to commercial and government customers around the world. Prior to that role, she served as Vice President of Finance from September 2006 to June 2016 at Comtech. Before joining Comtech, Ms. Stallone served in key leadership financial positions including Vice President, Internal Audit at Atkins Nutritionals, Inc., a diet program provider, and Chief Financial Officer of North America for Techpack America, Inc., a division of Albéa Group, a global packaging manufacturer and wholesaler. Previously, Ms. Stallone was Senior Manager at the accounting firm Deloitte & Touche LLP, where she served a number of public and private companies in the manufacturing, distribution and service industries. Ms. Stallone is a Certified Public Accountant in New York State and holds a Bachelor of Science in Accounting from Long Island University and an Executive MBA from St. Joseph’s University, where she previously served as an adjunct professor in accounting.
Mr. Uwayne Mitchell currently serves as privacy counsel to Riskonnect Inc., providing privacy legal advice on business projects and initiatives. Previously, he served as counsel to the data privacy team at The Government Employees Insurance Company (GEICO). Prior to GEICO, he was an associate at the Law Office of Goldstein, Flecker & Hopkins. In 2005, upon graduation from New York Institute of Technology Mr. Mitchell worked at Data Storage Corporation as a computer technician. In 2009, he worked full-time at Data Storage Corporation in the daytime and attended law school at St. Johns Law School, evening division, at night. Mr. Mitchell holds a Juris Doctor from St. John’s University School of Law.
About Data Storage Corporation
Data Storage Corporation (Nasdaq: DTST) provides cloud infrastructure, disaster-recovery, cyber security, managed services, as well as voice & dedicated internet access. The Company’s technical assets and personnel operate throughout the United States and Canada providing support to a broad range of domestic and global clients, including Fortune 500 companies, across a wide range of industries, such as government, education, and healthcare. The Company focuses on the rapidly growing, multi-billion-dollar cloud infrastructure, cyber security and business continuity marketplace. Data Storage is an established and emerging growth leader in these markets. Additional information about the Company is available at: www.dtst.com and on X (@DataStorageCorp).
Safe Harbor Provision
This press release contains“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, thatare intended to be covered by the safe harbor created thereby. Forward-looking statements are subject to risks and uncertainties thatcould cause actual results, performance or achievements to differ materially from any future results, performance or achievements expressedor implied by such forward-looking statements. Statements preceded by, followed by or that otherwise include the words “believes,”“expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans”and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may”and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statementsinclude the foregoing. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable,it can provide no assurance that such expectations will prove to have been correct. These risks should not be construed as exhaustiveand should be read together with the other cautionary statements included in the Company’s Annual Report on Form 10-K for the yearended December 31, 2022, subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the Securities and ExchangeCommission. Any forward- looking statement speaks only as of the date on which it was initially made. Except as required by law, theCompany assumes no obligation to update or revise any forward- looking statements, whether as a result of new information, future events,changed circumstances or otherwise.
Contact:
Crescendo Communications, LLC
212-671-1020
DTST@crescendo-ir.com