Data Storage (NASDAQ: DTST) buys 5.6M shares in tender offer completion

Rhea-AI Filing Summary

Data Storage Corporation reported the results of its previously announced tender offer for its common stock. The company purchased 5,625,129 shares of common stock for an aggregate purchase price of $29,250,670.80. After these purchases, Data Storage Corporation has 2,167,138 shares of common stock outstanding and approximately $10 million of cash on hand.

The company also noted that on January 14, 2026, its directors and officers tendered shares they beneficially owned into the offer, including 881,472 shares from Thomas Kempster, 865,841 shares from Charles Piluso, 815,876 shares from Harold Schwartz, and 280,850 shares from Clifford Stein, among others.

Insights

Capital structure and corporate actions analyst

Data Storage completed a large tender offer, significantly reducing shares while using substantial cash.

Data Storage Corporation completed a sizable issuer tender offer, buying 5,625,129 shares of common stock for an aggregate $29,250,670.80. Following the transaction, shares outstanding stand at 2,167,138, indicating that a large portion of the equity base was repurchased, which changes the company’s capital structure and share count dynamics.

The company also reports approximately $10 million of cash on hand after the offer, which shows that a meaningful amount of liquidity was used to fund the purchases. In addition, directors and officers, including Thomas Kempster (881,472 shares), Charles Piluso (865,841 shares), and Harold Schwartz (815,876 shares), tendered substantial positions, concentrating the remaining equity among non-tendering holders.

This event materially alters the per-share ownership profile and the balance between cash and equity on the balance sheet. Subsequent disclosures in future periodic reports may provide more detail on the post-offer financial position, including any effects on earnings per share and ongoing liquidity.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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. ☐

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			815,876

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 did Data Storage Corporation (DTST) announce regarding its tender offer?

Data Storage Corporation announced that it completed its previously announced tender offer, purchasing 5,625,129 shares of common stock for an aggregate purchase price of $29,250,670.80.

How many Data Storage Corporation (DTST) shares remain outstanding after the tender offer?

After completing the tender offer, Data Storage Corporation reports having 2,167,138 shares of common stock outstanding.

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

Following the share purchases in the tender offer, Data Storage Corporation states it has approximately $10 million of cash on hand.

Did Data Storage Corporation (DTST) directors and officers participate in the tender offer?

Yes. On January 14, 2026, directors and officers tendered shares they beneficially owned, including 881,472 shares by Thomas Kempster, 865,841 shares by Charles Piluso, 815,876 shares by Harold Schwartz, and other smaller amounts by additional insiders.

Where can investors access the full details of Data Storage Corporation’s (DTST) tender offer?

Investors can obtain the Offer to Purchase and related documents free of charge from the SEC’s website at www.sec.gov or from Data Storage Corporation.

What additional information did Data Storage Corporation (DTST) provide with this report?

Data Storage Corporation furnished a press release as Exhibit 99.1, along with a Cover Page Interactive Data File (Exhibit 104) containing inline XBRL tags.