UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 1, 2023, the Board of Directors (the “Board”) of Data Storage Corporation (the “Company”) approved the following changes to the Company’s executive compensation arrangements, in accordance with the recommendations of the Board’s Compensation Committee, with respect to (i) base salary and bonus amounts for Charles M. Piluso, Chief Executive Officer, Chris Panagiotakos, Chief Financial Officer, Harold Schwartz, President, and Thomas Kempster, Executive Vice President (the “Executives”); and (ii) long term equity incentives in the form of Restricted Stock Units and Stock Options for the Executives.
Base Salary and Bonus for Executive Officers
The Board approved the amounts of annual base salary and bonus for the Executives, which shall be effective retroactive as of January 1, 2022 as follow: (i) Messrs. Piluso and Schwartz shall each receive a base salary of $175,000 and a bonus of $150,000; (ii) Mr. Panagiotakos shall receive a base salary of $206,250 and a bonus of $53,646 and (iii) Mr. Kempster shall receive a base salary of $175,000 and a bonus of $25,000.
Long Term Equity Incentives
The Stock Options vest and become exercisable in three equal annual installments over the three-year period measured from March 1, 2023, at an exercise price equal to 110% of the closing price of the Company’s common stock on the date of grant (the “Closing Price”) for Messers. Piluso, Schwartz and Kempster and 100% of the Closing Price for Mr. Panagiotakos, with all such options expiring on March 1, 2033. The Restricted Stock Units (“RSUs”) represent a contingent right to receive one share of the Company’s common stock, vesting in three equal annual installments over the three-year period measured from March 1, 2023, subject to the holder’s continued service to the Company through each vesting date, and such RSU’s do not have an expiration date. Mr. Piluso shall receive 29,412 Restricted Stock Units and 29,412 Stock Options. Messrs. Schwartz, Kempster and Panagiotakos shall each receive 14,706 Restricted Stock Units and 14,706 Stock Options.
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 1, 2023 | DATA STORAGE CORPORATION | |
| By: | /s/ Charles M. Piluso | |
| Name: | Charles M. Piluso | |
| Title: | Chief Executive Officer | |