Matthew Grover
About Matthew Grover
Matthew Grover, age 57, is an independent director of Data Storage Corporation (DTST) serving since November 5, 2019 . He spent 23 years at Altice USA culminating as Chief Revenue Officer, with earlier leadership roles spanning sales, product, marketing and operations; he previously held management positions at North American Telecom and AT&T, and holds a BA in Economics from Stony Brook University and an MBA from the University of Southern California . He has community/academic governance experience as a former Board of Trustees member at Molloy College .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Altice USA (Optimum/Suddenlink) | Chief Revenue Officer; previously SVP Commercial Sales/Product/Marketing; VP/GM Optimum West Commercial; Director of Sales Planning (Lightpath) | 23-year career starting 2001 | Led B2C/B2B sales, retention, marketing, product; expanded commercial initiatives |
| North American Telecom | Management roles | Not disclosed | Sales, marketing, operations experience |
| AT&T | Management roles | Not disclosed | Sales, marketing, operations experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Molloy College | Board of Trustees (previously) | Not disclosed | Academic board experience |
Board Governance
- Independence: The Board determined Grover is independent under Nasdaq rules and SEC standards; he chairs both Compensation and Cyber Security & Risk Committees .
- Committee leadership and membership:
- Compensation Committee: Chair; member Todd A. Correll. Duties include CEO goal-setting, non-CEO pay setting, clawback administration, peer benchmarking oversight, and director compensation recommendations .
- Cyber Security & Risk Committee: Chair; member Uwayne A. Mitchell. Oversees cybersecurity strategy, threat landscape, risk governance framework, and broader enterprise risk management integration .
- Prior Audit Committee member in FY2023 (signed the Audit Committee Report), but no longer serves on Audit in 2024/2025 .
- Board structure: CEO is also Chairman; no lead independent director .
- Attendance and engagement: In 2024, the Board held 8 meetings; Audit 4; Compensation 7; M&A 1; Nominating 2. Each director who served in 2024 participated in ≥75% of Board and applicable committee meetings; independent directors met in executive session at least twice per year (nine directors attended the 2024 annual meeting) . In 2023, the Board held 5 meetings; Audit 6; Compensation 1; M&A 1; Nominating 2; independent directors met in executive session at each regular meeting .
| Committee (2025 configuration) | Role for Grover |
|---|---|
| Compensation Committee | Chair |
| Cyber Security & Risk Committee | Chair |
| Audit Committee | Prior member through FY2023; not current |
| Nominating & Corporate Governance | Not a member |
| Merger & Acquisition | Not a member |
Fixed Compensation
| Metric | FY 2023 (USD) | FY 2024 (USD) |
|---|---|---|
| Cash fees | $6,000 | $8,000 |
| Stock awards (fair value) | $25,663 | $30,700 |
| Option awards (fair value) | $25,633 | $27,698 |
| Total | $57,296 | $66,398 |
Observations:
- Year-over-year increases across cash and equity suggest a modest shift upward in director pay levels (no meeting fees disclosed; compensation appears to be retainer plus annual equity) .
Performance Compensation
| Equity Detail | As of Dec 31, 2023 | As of Dec 31, 2024 |
|---|---|---|
| Options outstanding (shares) | 20,627 | 25,627 |
| Unvested RSUs (shares) | 10,000 | 5,000 |
| Vesting schedule (options, RSUs) | 33.33% per year over 3 years from grant for both options and RSUs (Board awards) | 33.33% per year over 3 years from grant for both options and RSUs (Board awards) |
| Change-of-control (Divestiture) | — | All outstanding unvested equity awards of directors will accelerate and fully vest upon consummation of the Divestiture |
- Metrics: Director equity awards are time-based; no disclosed performance metrics for director equity grants. Compensation Committee administers the clawback policy (Board-adopted) for performance-based compensation (primarily executive-focused); the clawback policy allows recovery upon an accounting restatement .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed for Grover |
| Private/non-profit boards | Molloy College Board of Trustees (previously) |
| Interlocks/potential conflicts | None disclosed involving Grover; broader related-party transactions exist at DTST (see below) |
Expertise & Qualifications
- Revenue leadership in broadband communications and enterprise services; deep B2B/B2C commercial operations and product management experience, relevant to DTST’s technology and risk oversight mandates .
- Academic credentials (BA Economics, MBA) and prior academic board experience bolster governance and oversight skills .
Equity Ownership
| Ownership Detail | As of May 7, 2024 | As of Aug 7, 2025 |
|---|---|---|
| Shares beneficially owned | 22,291 | 50,206 |
| Percent of shares outstanding | <1% | <1% |
| Hedging/pledging | Company policy prohibits hedging and pledging by directors and employees (amended Insider Trading Policy adopted Nov 22, 2023) |
Notes:
- Shares outstanding were 6,970,943 (Record Date 2024) and 7,207,031 (Record Date 2025), reinforcing the <1% ownership classification for Grover .
Related Party Transactions (context for potential conflicts)
- Equipment leases with Systems Trading, a company owned/led by President/Director Harold Schwartz (multiple agreements between 2021–2025) .
- Funds received from Nexxis Capital LLC (owned by CEO Charles Piluso and President Harold Schwartz) for equipment leases to Nexxis’ customers .
- Director independence determinations explicitly considered such transactions; Grover remains classified as independent .
Insider Trades and Section 16(a) Compliance
- Late filings: The company disclosed untimely Section 16(a) reports for multiple directors, including Matthew Grover (Form 4s filed late on Apr 25, 2023; Apr 27, 2023; Jul 5, 2023; Oct 11, 2023) .
| Filing Date | Filing Type | Timeliness |
|---|---|---|
| Apr 25, 2023 | Form 4 | Untimely |
| Apr 27, 2023 | Form 4 | Untimely |
| Jul 5, 2023 | Form 4 | Untimely |
| Oct 11, 2023 | Form 4 | Untimely |
Compensation Committee Analysis
- Composition: Matthew Grover (Chair), Todd A. Correll (member) .
- Responsibilities: Oversees compensation philosophy and peer benchmarking, CEO goals and evaluation, non-CEO pay recommendations, administration of clawback policy, and director compensation recommendations .
- Consultant independence/peer group details: Not specifically disclosed; committee charter indicates oversight of peer community selection but no explicit peer group or consultant names are provided .
Board Governance — Attendance (Quantitative)
| Meeting Type | 2023 Count | 2024 Count |
|---|---|---|
| Board of Directors | 5 | 8 |
| Audit Committee | 6 | 4 |
| Compensation Committee | 1 | 7 |
| Merger & Acquisition Committee | 1 | 1 |
| Nominating & Corporate Governance | 2 | 2 |
| Cyber Security & Risk Committee | Formed 2024 | Formed 2024 |
Attendance note: Each director who served participated in ≥75% of Board and applicable committee meetings in 2023 and 2024; independent directors hold executive sessions regularly (≥2 per year in 2024; at each regular meeting in 2023) .
Governance Assessment
-
Strengths:
- Independent director with dual committee chair roles (Compensation; Cyber & Risk), indicating significant influence over pay governance and risk oversight .
- Clear prohibition on hedging/pledging enhances ownership alignment; time-based equity with multi-year vesting supports longer-term orientation .
- Consistent attendance and engagement thresholds met; robust committee activity in 2024 .
-
Watch items / RED FLAGS:
- Repeated late Section 16(a) filings in 2023 for Grover, which can signal governance process weaknesses; should be remediated via improved reporting controls (RED FLAG) .
- Divestiture-related acceleration of unvested director equity upon closing may create perceived alignment with transaction approval; boards disclose this as a potential interest in the Divestiture (heightened sensitivity to conflicts) .
- Company-level related party transactions (equipment leases, affiliated financing) are not tied to Grover but represent ongoing conflict-monitoring needs; Audit Committee oversight is in place .
-
Overall: Grover’s telecom/commercial leadership background is additive for DTST’s tech and risk oversight committees. The compensation governance remit and clawback policy administration are positives; remediation of filing timeliness and transparent handling of divestiture-related incentives are important to sustain investor confidence .