Chapman Laurence A - Jun 3, 2022 Form 4 Insider Report for DIGITAL REALTY TRUST, INC. (DLR)

Role: Director
Signature: /s/ Christopher Visgilio, Attorney-in-Fact
Stock symbol: DLR
Transactions as of: Jun 3, 2022
Transactions value $: $0
Form type: 4
Date filed: 6/7/2022, 07:59 PM
Previous filing: May 26, 2022
Next filing: Aug 18, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DLR	Long-Term Incentive Units	Award	$0	+2.16K	+17.93%	$0.00	14.2K	Jun 3, 2022	Common Stock	2.16K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P. ("Operating Partnership"), of which the Issuer is the general partner. Profits interest units may initially not have full parity with common limited partnership units of Operating Partnership ("Common Units") with respect to liquidating distributions; however upon the occurrence of specified events, profits interest units may achieve full parity with Common Units for all purposes. Vested profits interest units that have achieved full parity with Common Units may be converted into an equal number of Common Units on a 1-for-1 basis at any time. Common Units are redeemable for cash based on the FMV of an equivalent number of shares of common stock of the Issuer, or, at the election of the Issuer, for an equal number of shares of the Issuer's common stock, subject to adjustment in the event of stock splits, stock dividends, issuance of stock rights, specified extraordinary distributions or similar events.
F2	Awards vest on the earlier of (i) the first anniversary of the grant date or (b) the day before the date of the next annual meeting of stockholders of the Company to occur following the grant date. The vested profits interest units have no expiration date.

Content

Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P. ("Operating Partnership"), of which the Issuer is the general partner. Profits interest units may initially not have full parity with common limited partnership units of Operating Partnership ("Common Units") with respect to liquidating distributions; however upon the occurrence of specified events, profits interest units may achieve full parity with Common Units for all purposes. Vested profits interest units that have achieved full parity with Common Units may be converted into an equal number of Common Units on a 1-for-1 basis at any time. Common Units are redeemable for cash based on the FMV of an equivalent number of shares of common stock of the Issuer, or, at the election of the Issuer, for an equal number of shares of the Issuer's common stock, subject to adjustment in the event of stock splits, stock dividends, issuance of stock rights, specified extraordinary distributions or similar events.

Awards vest on the earlier of (i) the first anniversary of the grant date or (b) the day before the date of the next annual meeting of stockholders of the Company to occur following the grant date. The vested profits interest units have no expiration date.

Remarks:

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 Operating Partnership.