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Digital Realty Trust (DLR) director discloses 161 Long-Term Incentive Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Digital Realty Trust, Inc. director filed a Form 4 reporting an award of derivative equity on the company’s operating partnership. On 12/31/2025, the insider received 161 Long-Term Incentive Units, a type of profits interest unit in Digital Realty Trust, L.P.

These units may, after certain conditions are met, reach parity with common limited partnership units and then be convertible into an equal number of common units on a 1-for-1 basis. Those common units are in turn redeemable for either cash based on the fair market value of an equivalent number of Digital Realty common shares or, at the issuer’s election, an equal number of common shares. Following this transaction, the insider directly beneficially owned 13,102 derivative securities.

Positive

  • None.

Negative

  • None.
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Jamieson VeraLinn

(Last) (First) (Middle)
2323 BRYAN STREET, STE. 1800

(Street)
DALLAS TX 75201

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
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
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
Long-Term Incentive Units(1) (1) 12/31/2025 A 161 (1) (2) Common Stock 161 $0 13,102 D
Explanation of Responses:
1. 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.
2. N/A
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 Operating Partnership.
/s/ Salini Nandipati, Attorney-in-Fact 01/05/2026
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Digital Realty Trust (DLR) report in this Form 4?

The filing reports that a director of Digital Realty Trust, Inc. received 161 Long-Term Incentive Units of Digital Realty Trust, L.P. on 12/31/2025.

What are Long-Term Incentive Units reported in the DLR Form 4?

Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P. that may not initially have full parity with common limited partnership units but can achieve full parity upon specified events.

How can the Long-Term Incentive Units ultimately relate to Digital Realty (DLR) common stock?

Once vested profits interest units achieve full parity, they may be converted into an equal number of common units on a 1-for-1 basis. Those common units are redeemable for cash based on the fair market value of an equivalent number of Digital Realty common shares or, at the issuer’s election, for an equal number of common shares.

What was the exercise or conversion price of the derivative security in the DLR Form 4?

The Long-Term Incentive Units reported have a listed price of $0 per unit in the derivative security table.

How many derivative securities does the insider beneficially own after this DLR transaction?

After the reported transaction, the insider directly beneficially owned 13,102 derivative securities.

What is the relationship of the reporting person to Digital Realty Trust (DLR)?

The reporting person is identified as a Director of Digital Realty Trust, Inc.

On what date did the earliest reportable transaction in this DLR Form 4 occur?

The earliest transaction date reported in the filing is 12/31/2025.

Digital Rlty Tr Inc

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United States
DALLAS