Business Context and Reporting Period
Data Storage Corporation (DTST) filed a Form 8-K on March 1, 2023, reporting changes to executive compensation arrangements approved by the Board of Directors. The company is incorporated in Nevada and trades on the Nasdaq Capital Market.
Key Financial Metrics
This filing does not report revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on Item 5.02 regarding executive compensation.
Material Changes
The Board approved retroactive compensation adjustments effective January 1, 2022, and new long-term equity incentives effective March 1, 2023, for four key executives:
- Charles M. Piluso (CEO): Base salary of $175,000; Bonus of $150,000; 29,412 RSUs; 29,412 Stock Options.
- Chris Panagiotakos (CFO): Base salary of $206,250; Bonus of $53,646; 14,706 RSUs; 14,706 Stock Options.
- Harold Schwartz (President): Base salary of $175,000; Bonus of $150,000; 14,706 RSUs; 14,706 Stock Options.
- Thomas Kempster (EVP): Base salary of $175,000; Bonus of $25,000; 14,706 RSUs; 14,706 Stock Options.
Stock options vest in three equal annual installments over three years and expire on March 1, 2033. Exercise prices are set at 110% of the closing price for Piluso, Schwartz, and Kempster, and 100% for Panagiotakos. RSUs vest similarly over three years with no expiration date.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding business performance. No specific risks or contingencies were disclosed in this report.
Investor Verification Checklist
- Verify the total number of shares authorized for issuance under the new equity plan to assess potential dilution.
- Confirm the closing stock price on March 1, 2023, to calculate the exact exercise price for the granted options.
- Review the company's cash position to ensure it can fund the retroactive bonus payments totaling approximately $378,646.
- Check for any related party transaction disclosures regarding the executives receiving these awards.