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Digital Realty Trust (DLR) director discloses long-term incentive unit award

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

Rhea-AI Filing Summary

Digital Realty Trust, Inc. director reported an equity compensation transaction dated 12/31/2025. The filing shows the acquisition of 80 Long-Term Incentive Units, which are a form of profits interest units in Digital Realty Trust, L.P., the operating partnership of the company. These units can, after certain conditions are met, reach full parity with common partnership units and then be converted into an equal number of common units on a 1-for-1 basis.

Common units are redeemable for cash based on the fair market value of an equivalent number of Digital Realty common shares or, at the company’s election, for the same number of common shares. Following this transaction, the director beneficially owns 3,416 derivative securities, held in direct form.

Positive

  • None.

Negative

  • None.
Insider Swanezy Susan
Role Director
Type Security Shares Price Value
Grant/Award Long-Term Incentive Units 80 $0.00 --
Holdings After Transaction: Long-Term Incentive Units — 3,416 shares (Direct)
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. N/A
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*
Swanezy Susan

(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 80 (1) (2) Common Stock 80 $0 3,416 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 company reported that a director acquired 80 Long-Term Incentive Units as of 12/31/2025, increasing the director’s derivative holdings.

How many derivative securities does the Digital Realty (DLR) director own after this transaction?

After the reported transaction, the director beneficially owns 3,416 derivative securities, according to the filing.

What are Long-Term Incentive Units at Digital Realty Trust (DLR)?

Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P. that may, after specified events, reach parity with common units and then be convertible into common units on a 1-for-1 basis.

Can the Long-Term Incentive Units eventually convert into Digital Realty (DLR) common stock?

Once vested and at full parity, Long-Term Incentive Units can be converted into common units, which are redeemable for cash based on the fair market value of an equivalent number of common shares or, at the issuer’s election, for an equal number of common shares.

Is the reporting person at Digital Realty Trust (DLR) a director or officer?

The filing identifies the reporting person’s relationship to Digital Realty Trust, Inc. as a Director.

Is this Digital Realty (DLR) Form 4 filed for one or multiple reporting persons?

The document indicates it is a Form filed by one reporting person, not a joint filing.

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