-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EBmyyicrRByNhgzmd/s2DWaIVoVJKjBGDQ5InSPwv2li/859tvBGACc0CJcW4SYH oJn9E/EHd9VG2dzUTj8rjQ== 0001181431-10-046083.txt : 20100908 0001181431-10-046083.hdr.sgml : 20100908 20100908215144 ACCESSION NUMBER: 0001181431-10-046083 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100903 FILED AS OF DATE: 20100908 DATE AS OF CHANGE: 20100908 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHAM EDWARD F CENTRAL INDEX KEY: 0001286195 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32336 FILM NUMBER: 101063288 MAIL ADDRESS: STREET 1: 201 MISSION ST STREET 2: 2ND FL CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Digital Realty Trust, Inc. CENTRAL INDEX KEY: 0001297996 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 560 MISSION STREET STREET 2: SUITE 2900 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (415)738-6500 MAIL ADDRESS: STREET 1: 560 MISSION STREET STREET 2: SUITE 2900 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 4 1 rrd285931.xml FORM 4 (EDWARD SHAM) - DIGITAL REALTY TRUST, INC. X0303 4 2010-09-03 0 0001297996 Digital Realty Trust, Inc. DLR 0001286195 SHAM EDWARD F 560 MISSION STREET SUITE 2900 SAN FRANCISCO CA 94105 0 1 0 0 Vice President, Controller Common Stock 2010-09-03 4 M 0 2689 A 2689 D Common Stock 2010-09-03 4 S 0 2689 62.32 D 0 D Common Stock 2010-09-03 4 M 0 811 A 811 D Common Stock 2010-09-03 4 S 0 811 62.32 D 0 D Class C Profits Interest Units 2010-09-03 4 M 0 2689 0 D Common Stock 2689 13447 D Long-Term Incentive Units 2010-09-03 4 M 0 811 0 D Common Stock 811 14389 D Edward Sham converted 2,689 Class C Profits Interest Units ("Class C Units") into common limited partnership units ("Common Units") of Digital Realty Trust, L.P., a Maryland Limited Partnership (the "Operating Partnership"), and subsequently redeemed the 2,689 Common Units for 2,689 shares of the common stock of Digital Realty Trust, Inc. (the "Issuer"), all in accordance with the requirements of the Limited Partnership Agreement of the Operating Partnership. Class C Units are membership interests in the Operating Partnership of which the Issuer is the general partner. Class C Units that have satisfied the performance condition and achieved full parity with Common Units 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. The Class C Units have achieved full parity with Common Units. Represents the average sale price. Exact sale prices range from $62.30 to $62.37. Edward Sham converted 811 long-term incentive units into Common Units of the Operating Partnership, and subsequently redeemed the 811 Common Units for 811 shares of the common stock of the Issuer, all in accordance with the requirements of the Limited Partnership Agreement of the Operating Partnership. Long-term incentive units are profits interest units in the Operating Partnership. Vested profits interest units may be converted into an equal number of Common Units in the Operating Partnership on a one-for-one basis at any time. Common Units are 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, subject to adjustment in the event of stock splits, stock dividends, issuance of stock rights, specified extraordinary distributions or similar events. 1 for 1. N/A This statement of changes in beneficial ownership ("Form 4") of securities of Digital Realty Trust, Inc. (the "Issuer") is being filed to report a transaction(s) that is also being reported concurrently on a Form 4 for Digital Realty Trust, L.P. (the "Operating Partnership"). The change(s) in beneficial ownership reported on this Form 4 for the Issuer are as a result of the same transaction(s) reported in the Form 4 for the Operating Partnership. /s/ Barbara Polster, attorney-in-fact 2010-09-08 -----END PRIVACY-ENHANCED MESSAGE-----