Data Storage Corp — Regulatory Filings 2022

Nov 14, 2022

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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): November 11, 2022

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)

48 South Service Road

Melville , New York 11747

(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. ☐

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Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Report.

On November 11, 2022, the board of directors (the “Board”) of Data Storage Corporation (the “Company”), following discussion by the audit committee of the board of directors (the “Audit Committee”) with the Company’s management, concluded that the following previously filed financial statements of the Company should not be relied upon:

● The Company’s unaudited financial statements for the quarterly period ended June 30, 2022, contained in the Company’s Quarterly Reports on Form 10-Q, originally filed with the Securities and Exchange Commission (“SEC”) on August 12, 2022 (the “Q2 Report”).

The conclusion to prevent future reliance on the aforementioned financial statements resulted from the determination that the Q2 Report failed to properly account for the deferral of a $292,055 vendor credit in connection with a vendor contract. Specifically, the Company’s management identified an error in our accounting for certain consideration received from a vendor and determined that the Company failed to recognize the deferral of the credit to future periods in connection with the vendor contract, which requires an adjustment to the Company’s financial statements as of and for the quarterly period ended June 30, 2022.

The Audit Committee discussed the matters described in this Item 4.02 with representatives of the Company’s independent registered public accounting firm, Rosenberg Rich Baker Berman P.A.

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: November 14, 2022
By:	/s/ Charles M. Piluso
Name:	Charles M. Piluso
Title:	Chief Executive Officer

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