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Digital Realty (NYSE: DLR) director awarded 1,289 Long-Term Incentive Units in Form 4 filing

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

Rhea-AI Filing Summary

Swanezy Susan reported acquisition or exercise transactions in this Form 4 filing.

DIGITAL REALTY TRUST, INC. director Susan Swanezy received a grant of 1,289 Long-Term Incentive Units on May 29, 2026. These units are profits interest units in Digital Realty Trust, L.P. that relate to an equal number of shares of common stock on a 1-for-1 basis.

After this grant, she holds 4,857 Long-Term Incentive Units directly. The award vests on the earlier of the first anniversary of the grant date or the day before the next annual stockholders’ meeting following the grant date, and vested units have no expiration date.

Positive

  • None.

Negative

  • None.
Insider Swanezy Susan
Role null
Type Security Shares Price Value
Grant/Award Long-Term Incentive Units 1,289 $0.00 --
Holdings After Transaction: Long-Term Incentive Units — 4,857 shares (Direct, null)
Footnotes (1)
  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. 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.
Long-Term Incentive Units granted 1,289 units Grant to director on May 29, 2026
Units held after transaction 4,857 units Total Long-Term Incentive Units directly owned post-grant
Underlying common stock 1,289 shares Each unit corresponds 1-for-1 to common stock via Common Units
Transaction price $0.0000 per unit Compensation-related grant, not an open-market purchase
Long-Term Incentive Units financial
"Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P."
profits interest units financial
"Profits interest units may initially not have full parity with common limited partnership units"
Common Units financial
"Vested profits interest units that have achieved full parity with Common Units may be converted"
Common units are the basic ownership stakes in a company, limited partnership, or trust that function like common stock: they give holders a claim on profits and often voting rights. Think of them as the ordinary seats at a table—the most directly affected by the business’s success or failure, so they typically offer higher upside but carry greater risk than preferred claims or creditors, which matters to investors evaluating potential return and safety.
liquidating distributions financial
"Profits interest units may initially not have full parity ... with respect to liquidating distributions"
Payments made to shareholders from a company’s remaining cash or asset sale proceeds when the business is being wound up or reorganized. Like splitting the money after selling a shared house, these distributions return investors’ capital (often after creditors are paid) rather than representing regular profit payouts, so they matter because they determine how much investors recover and can affect tax treatment and final investment value.
annual meeting of stockholders financial
"Awards vest on the earlier of the first anniversary ... or the day before the date of the next annual meeting of stockholders"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Swanezy Susan
(Last)(First)(Middle)
601 W. 2ND STREET
FLOOR 32
(Street)
AUSTIN TEXAS 78701
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DIGITAL REALTY TRUST, INC. [ DLR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Long-Term Incentive Units(1)(1)05/29/2026A1,289(2) (1) (2)Common Stock1,289$04,857D
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. 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:
This statement of changes in beneficial ownership of securities ("Form 4") of the Issuer is filed to report information that is also being reported concurrently on a Form 4 for the Operating Partnership.
/s/ Salini Nandipati, Attorney-in-Fact06/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did DIGITAL REALTY TRUST, INC. (DLR) report in this Form 4?

The Form 4 reports that director Susan Swanezy received 1,289 Long-Term Incentive Units as a grant on May 29, 2026. These are compensation-related derivative units tied to an equal number of shares of Digital Realty’s common stock on a 1-for-1 basis.

How many Long-Term Incentive Units does Susan Swanezy hold after this DLR transaction?

After the May 29, 2026 grant, director Susan Swanezy holds a total of 4,857 Long-Term Incentive Units. This total reflects the new 1,289-unit award combined with her existing holdings, all recorded as directly owned derivative interests in the operating partnership.

What are Long-Term Incentive Units in DIGITAL REALTY TRUST, INC. (DLR)?

Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P., the operating partnership. They may initially lack full parity with common partnership units but can reach full parity and then convert 1-for-1 into Common Units redeemable for cash or Digital Realty common stock.

When do Susan Swanezy’s DLR Long-Term Incentive Units vest?

The award vests on the earlier of the first anniversary of the May 29, 2026 grant date or the day before the next annual meeting of stockholders following that grant date. Once vested and at full parity, the units have no expiration date according to the disclosure.

Do the DLR Long-Term Incentive Units have an expiration date once vested?

The filing states that vested profits interest units have no expiration date. After achieving full parity with Common Units, they may be converted into Common Units and then redeemed for cash or, at the issuer’s election, an equal number of shares of common stock.