Business Context and Reporting Period
Data Storage Corporation (DTST) filed a Form 8-K on February 9, 2026, reporting executive compensation adjustments and personnel changes. The company is incorporated in Nevada and trades on the Nasdaq Capital Market.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation arrangements and officer departures.
Material Changes
- Executive Compensation Amendments: On February 13, 2026, the Board amended employment agreements for CEO Charles M. Piluso and CFO Chris Panagiotakos, effective January 1, 2026, for an initial three-year term.
- CEO Bonus: The Board approved a 2025 annual bonus for Mr. Piluso consisting of a cash payment and 160,600 restricted stock units (RSUs) vesting on May 20, 2026.
- Executive Resignation: Harold Schwartz resigned as President effective February 12, 2026, due to his role with an acquiror of a divested entity. The resignation is not related to any disagreement with the Company.
Guidance, Outlook, and Management Commentary
The filing outlines specific performance milestones tied to executive compensation rather than providing general business guidance:
- CEO Equity Incentives: Mr. Piluso received 250,000 stock options and 60,000 RSUs vesting annually from 2027 to 2029. Additional awards include 30,000 performance stock units (PSUs) upon acquiring an entity with $3 million in trailing twelve-month revenue, and up to 225,000 PSUs tied to market capitalization milestones of $30 million, $60 million, and $90 million.
- CFO Equity Incentives: Mr. Panagiotakos received 125,000 stock options and 60,000 RSUs with similar vesting schedules.
- Severance Provisions: Significant severance packages are detailed for terminations without Cause or resignations for Good Reason, including salary continuation for the remainder of the term and acceleration of equity awards.
Investor Verification Checklist
- Verify the current market capitalization of Data Storage Corporation against the $30 million, $60 million, and $90 million milestones for CEO PSU vesting.
- Confirm the status of any pending acquisitions to assess the likelihood of triggering the $3 million revenue acquisition bonus for the CEO.
- Review the Company's cash position to ensure it can support the new base salaries ($275,000 for CEO, $270,000 for CFO) and potential severance obligations.
- Monitor the impact of Harold Schwartz's departure on the Company's operational continuity and the divested entity transaction.