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Washington, D.C. 20549








Date of Report (Date of earliest event reported): November 16, 2022



(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)



(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-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on which
Common Stock, par value $0.001 per share   DTST   The Nasdaq Capital Market
Warrants to purchase shares of Common Stock, par value $0.001 per share   DTSTW   The 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 5.07 Submission of Matters to a Vote of Security Holders


On November 16, 2022, Data Storage Corporation (the “Company”) held an annual meeting of stockholders (the “Annual Meeting”).


As of the close of business on September 20, 2022, the record date for the Annual Meeting (the “Record Date”), 6,822,127 shares of the Company’s common stock were outstanding and entitled to vote. At the Annual Meeting, a total of votes, 5,073,102, equivalent to approximately 74% of the outstanding votes, were represented in person or by proxy at the Annual Meeting, constituting a quorum. The matters that were voted upon at the Annual Meeting, and the number of votes cast for or against/withheld, as well as the number of abstentions and broker non-votes, as to such matters, where applicable, are set forth below.


Broker non-votes will have no effect on the outcomes of Proposals 1-5.


1. The eight nominees for director were elected to serve a one-year term as follows:


Director  Votes For  Votes
  Broker Non-votes  Percentage
Voted For
Charles M. Piluso   3,424,766    21,615    1,626.721    67%
Harold J. Schwartz   3,419,345    27,036    1,626,721    67%
Thomas C. Kempster   3,420,241    26,140    1,626,721    67%
John Argen   3,426,529    19,852    1,626,721    67%
Joseph B. Hoffman   3,330,074    116,307    1,626,721    65%
Lawrence A. Maglione Jr.   3,320,693    125,688    1,626,721    65%
Matthew Grover   3,329,358    117,023    1,626,721    65%
Todd Correll   3,331,629    114,752    1,626,721    65%
Mark Wyllie   3,180,680    265,701    1,626,721    63%


Mark Wyllie’s resignation from the Board occurred since the Record Date; Mr. Wyllie is not elected to serve as a director.


2. The proposal to amend the 2021 Stock Incentive Plan to increase the number of shares available under the Plan by 700,000 shares was approved as follows:


Votes For   Votes Against   Broker Non-Votes   Percentage Voted For
  3,168,339       273,064       1,626,721       62 %


3. The proposal to cast a non-binding advisory vote to approve the compensation of the Company’s named executive officers was approved as follows:


Votes For   Votes Against   Votes Abstained   Broker Non-votes   Percentage Voted For
  3,291,416       136,226       18,739       1,626,721       65 %


4. The proposal to cast a non-binding advisory vote regarding the frequency of advisory votes on executive compensation was approved for one year as follows:


One Year   Two Years   Three Years   Votes Abstained   Percentage Voted For “One Year”
  3,324,195       12,213       17,866       92,107       66 %


The Company has decided to hold future advisory votes on the compensation of our named executive officers every year until the occurrence of the next shareholder advisory vote on this matter.


 5. The proposal to ratify the appointment of Rosenberg Rich Baker Berman & Company P.A. as the Company’s independent registered public accounting firm for the fiscal year December 31, 2022 was approved as follows:


Auditor   Votes For   Votes Against   Votes Abstained   Broker Non-votes   Percentage Voted For
Rosenberg Rich Baker Berman & Company P.A.     5,038,057       15,814       19,231       0       99 %






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: November 22, 2022 DATA STORAGE CORPORATION
  By: /s/ Charles M. Piluso
  Name: Charles M. Piluso
  Title: Chief Executive Officer