SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Crosby Christopher James JR
(Last) (First) (Middle)
560 MISSION STREET, SUITE 2900
(Street)
SAN FRANCISCO CA 94105
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Digital Realty Trust, Inc. [ DLR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Corporate Development
3. Date of Earliest Transaction (Month/Day/Year)
03/07/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/07/2011 M 3,334 A $20.37 3,334 D
Common Stock 03/07/2011 S 3,334 D $57 0 D
Common Stock 03/07/2011 M 2,567 A $41.73 2,567 D
Common Stock 03/07/2011 S 2,567 D $57 0 D
Common Stock 03/07/2011 M(1) 15,002 A (2) 15,002 D
Common Stock 03/07/2011 S 15,002 D $57.01(3) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $20.37 03/07/2011 M 3,334 (4) 11/08/2015 Common Stock 3,334 $0 0 D
Employee Stock Option (right to buy) $41.73 03/07/2011 M 2,567 (5) 05/02/2017 Common Stock 2,567 $0 5,134 D
Long-Term Incentive Units(2) (6) 03/07/2011 M(1) 15,002 (2) (7) Common Stock 15,002 $0 43,298 D
Explanation of Responses:
1. Christopher Crosby converted 15,002 long-term incentive 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 15,002 Common Units for 15,002 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.
2. Long-term incentive units are membership interests in the Operating Partnership, of which the Issuer is the general partner. Long-term incentive units receive the same quarterly distributions as Common Units. Long-term incentive units may initially not have full parity with Common Units with respect to liquidating distributions; however, upon the occurrence of specified events, long-term incentive units may achieve full parity with Common Units for all purposes, and thereafter vested long-term incentive units 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.
3. Represents the average sale price. Exact sale prices range from $57.00 to 57.10.
4. Twenty percent of the option shares vested on November 8, 2006; thereafter 1/60th vest monthly so that the option became fully vested on the fifth anniversary of the grant date.
5. Twenty percent of the option shares vested on May 2, 2008; thereafter 1/60th vest monthly so that the option will be fully vested on the fifth anniversary of the grant date.
6. 1 for 1.
7. N/A
Remarks:
This statement of changes in beneficial ownership ("Form 4") of securities of the Issuer is being filed to report a transaction that is also being reported concurrently on a Form 4 for the Operating Partnership. The change in beneficial ownership of long-term incentive units reported on this Form 4 for the Issuer are as a result of the same transactions reported in the Form 4 for the Operating Partnership.
/s/ Barbara Polster, attorney-in-fact 03/09/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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