SEC Form 5 · accession 0001181431-15-002444
DIGITAL REALTY TRUST, INC. · DLR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joshua A. Mills
Officer — SVP & General Counsel
Period of report
Dec 31, 2014
Accepted (ET)
Feb 13, 2015 · 2:48 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001297996
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Long-Term Incentive UnitsF1,F2,F4 | — | Jun 5, 2014 | G | 135 | D | — | — | Common Stock | 135 | 42,468 | D |
| Long-Term Incentive UnitsF1,F2,F4 | — | Dec 25, 2014 | G | 80 | D | — | — | Common Stock | 80 | 42,388 | D |
Explanation of responses
- F1Long-Term Incentive Units are membership interests in Digital Realty Trust, L.P., a Maryland limited partnership (the "Operating Partnership"), of which the Issuer is the general partner. Vested Long-Term Incentive Units that have satisfied the performance condition and achieved full parity with the Common Units (as defined below) receive the same quarterly distributions as Common Units, and may be converted into an equal number of Common Units on a one-for-one basis at any time. Common Units will be redeemable for cash based on the fair market value of an equivalent number of shares of the Issuer's common stock, or, at the election of the Issuer, for an equal number of shares of the Issuer's common stock.
- F21 for 1
- F3The reporting person converted Long-Term Incentive Units into common limited partnership units ("Common Units") of the Operating Partnership and subsequently transferred the Common Units as a gift to a charitable foundation, all in accordance with the requirements of the Limited Partnership Agreement of the Operating Partnership.
- F4N/A
Remarks
This statement of changes in beneficial ownership ("Form 5") of securities of the Issuer is being filed to report a transaction(s) that is also being reported concurrently on a Form 5 for the Operating Partnership. The change(s) in beneficial ownership reported on this Form 5 for the Issuer are as a result of the same transaction(s) reported in the Form 5 for the Operating Partnership.