SEC Form 4 · accession 0001494877-19-000012
DIGITAL REALTY TRUST, L.P. · DLR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joshua A. Mills
Officer — SVP & General Counsel
Period of report
Jan 9, 2019
Accepted (ET)
Jan 11, 2019 · 5:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001494877
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,F3 | — | May 17, 2018 | G | 70 | D | — | — | Common Units | 70 | 50,713 | D |
| Long-Term Incentive UnitsF1,F3 | — | Dec 18, 2018 | G | 68 | D | — | — | Common Units | 68 | 50,645 | D |
| Long-Term Incentive UnitsF1,F4 | — | Jan 9, 2019 | A | 18,877 | A | — | — | Common Units | 18,877 | 69,522 | D |
Explanation of responses
- F1Long-term incentive units are profits interest units in the Issuer, of which Digital Realty Trust, Inc. ("General Partner") is the general partner. Vested profits interest units may be converted into an equal number of common limited partnership ("Common Units") in the Issuer subject to the terms of the Issuer's limited partnership agreement. Common Units are redeemable for cash based on the fair market value of an equivalent numbers of shares of the General Partner's common stock, or, at the election of the General Partner, for an equal number of shares of the General Partner's common stock, subject to adjustment in the event of stock splits, stock dividends, issuance of stock rights, specified extraordinary distributions or similar events.
- F2In accordance with the requirements of the Limited Partnership Agreement of the Issuer, the Long-Term Incentive Units were converted into Common Units in connection with the Reporting Person's charitable gift.
- F3N/A
- F4Reflects an award initially granted on January 1, 2016 that was subject to a performance-based vesting condition which was determined to be satisfied on January 9, 2019. The number of units reported herein includes 1,667 distribution equivalent units, which vested effective as of December 31, 2018. The remaining 17,210 units are subject to an additional time-based vesting condition, pursuant to which 50% will vest on February 27, 2019 and 50% will vest on February 27, 2020. The vested profits interest units have no expiration date
Remarks
This statement of changes in beneficial ownership of securities ("Form 4") of the Issuer is being filed to report transactions that are being reported concurrently on a Form 4 for the General Partner. The changes in beneficial ownership reported on this Form 4 for the Issuer are as a result of the same transactions reported in the Form 4 for the General Partner.