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Data Storage (NASDAQ: DTST) completes $29.3M share tender offer program

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(Neutral)
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Form Type
8-K/A

Rhea-AI Filing Summary

Data Storage Corporation filed an amendment to correct a typographical error in the previously reported number of shares tendered by director Harold Schwartz in its recent share tender offer.

Under the tender offer described in its Offer to Purchase, the company bought 5,625,129 shares of common stock for a total of $29,250,670.80, leaving 2,167,138 shares outstanding and approximately $10 million of cash on hand. The amendment also reiterates that directors and officers, including Mr. Schwartz, tendered shares they beneficially owned in connection with the offer, and notes that a related press release has been made available as an exhibit.

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Insights

Large tender offer significantly reduced Data Storage’s share count.

Data Storage Corporation reports completion of a substantial share tender offer, purchasing 5,625,129 common shares for an aggregate price of $29,250,670.80. After this transaction, the company states it has 2,167,138 common shares outstanding and approximately $10 million of cash on hand, indicating a major change in its capital structure and liquidity mix.

The amendment’s stated purpose is to correct a typographical error in the number of shares tendered by Harold Schwartz, while leaving the overall tender offer terms and aggregate results intact. The document also lists specific tendered amounts for several directors and officers, illustrating meaningful insider participation in the offer on January 14, 2026.

Investors can reference the attached press release dated January 15, 2026 and the previously filed Offer to Purchase and Schedule TO for further context on the tender mechanics and rationale, as the amendment focuses on the correction and summarized outcomes.

true Explanatory Note This Amendment No. 1 to Form 8-K amends the Current Report on Form 8-K filed with the Securities and Exchange Commission on January 16, 2026 to correct a typographical error related to the number of shares tendered by Mr. Schwartz due to a clerical error. 0001419951 0001419951 2026-01-14 2026-01-14 0001419951 DTST:CommonStockParValue0.001PerShareMember 2026-01-14 2026-01-14 0001419951 DTST:WarrantsToPurchaseSharesOfCommonStockParValue0.001PerShareMember 2026-01-14 2026-01-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

 (Amendment No. 1)

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): January 14, 2026

 

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)

 

244 5th Avenue, Second Floor, Suite 2821

New York, New York 10001

(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-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 registered
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. ☐

 

 

 

Explanatory Note

 

This Amendment No. 1 to Form 8-K amends the Current Report on Form 8-K filed with the Securities and Exchange Commission on January 16, 2026 to correct a typographical error related to the number of shares tendered by Mr. Schwartz due to a clerical error.

 

 

 

 

Item 8.01. Other Events.

 

On January 15, 2026, the Company issued the attached press release. Pursuant to the previously announced tender offer as described in the Offer to Purchase included in the Company’s Schedule TO as filed on December 8, 2025 and as amended, the Company purchased 5,625,129 shares of the Company’s common stock for an aggregate purchase price of $29,250,670.80, leaving the Company with 2,167,138 shares of common stock outstanding and approximately $10 million of cash on hand.

 

On January 14, 2026, the Company’s directors and officers tendered the following number of Shares beneficially owned in connection with the Offer:

 

John Argen     57,207  
Todd Correll     0  
Matthew Grover     43,340  
Thomas Kempster     881,472  
Lawrence Maglione     24,752  
Uwayne Mitchell     11,248  
Charles Piluso     865,841  
Nancy Stallone     11,248  
Clifford Stein     280,850  
Harold Schwartz     895,876  

  

The press release attached hereto as Exhibit 99.1 is for informational purposes only.

 

The Company has filed the Offer to Purchase and other related documents with the SEC, and investors may obtain them for free from the SEC at its website (www.sec.gov) or free of charge from the Company.

 

Item 9.01 Financial Statements and Exhibits.

 

The following exhibits are furnished with this Current Report on Form 8-K:

 

Exhibit
Number
  Exhibit Description
     
99.1   Press Release
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within in 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: January 16, 2026 DATA STORAGE CORPORATION
     
  By: /s/ Charles M. Piluso
  Name: Charles M. Piluso
  Title: Chief Executive Officer

 

 

FAQ

What is Data Storage Corporation (DTST) correcting in this 8-K/A amendment?

The amendment corrects a typographical error in the previously reported number of shares tendered by Harold Schwartz in connection with the company’s tender offer.

How many DTST shares were purchased in the tender offer?

Data Storage Corporation purchased 5,625,129 shares of its common stock in the tender offer, as described in the Offer to Purchase and related documents.

What was the total amount paid by Data Storage Corporation for the tendered shares?

The company reports an aggregate purchase price of $29,250,670.80 for the 5,625,129 common shares bought in the tender offer.

How many DTST shares remain outstanding after the tender offer?

Following the completion of the tender offer, Data Storage Corporation states it has 2,167,138 shares of common stock outstanding.

How much cash does Data Storage Corporation report having after the tender offer?

After paying for the tendered shares, the company reports having approximately $10 million of cash on hand.

Did Data Storage Corporation’s directors and officers participate in the tender offer?

Yes. The company lists that several directors and officers, including John Argen, Thomas Kempster, Charles Piluso, Clifford Stein, Harold Schwartz and others, tendered shares they beneficially owned on January 14, 2026.

Where can investors find more details on the DTST tender offer?

Investors can review the Offer to Purchase and related documents filed as Schedule TO, as well as the press release attached as Exhibit 99.1, which are available from the SEC’s website and from the company.

Data Storage Corp

NASDAQ:DTST

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