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  4. [Form 4] DIGITAL REALTY TRUST, INC. Insider Trading Activity

Director Kevin Kennedy receives 1,289 Long-Term Incentive Units at Digital Realty (DLR)

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

Rhea-AI Filing Summary

DIGITAL REALTY TRUST, INC. director Kevin Kennedy received a grant of 1,289 Long-Term Incentive Units as equity compensation. These units are profits interest units in Digital Realty Trust, L.P. that relate to an equal number of shares of common stock.

Following the grant, Kennedy directly holds 13,931 Long-Term Incentive Units. The award vests on the earlier of the first anniversary of the grant date or the day before the next annual meeting of stockholders. Once vested and after achieving full parity with common units, they may be converted 1-for-1 into common units, which are redeemable for cash or an equal number of shares of common stock.

Positive

  • None.

Negative

  • None.
Insider KENNEDY KEVIN
Role null
Type Security Shares Price Value
Grant/Award Long-Term Incentive Units 1,289 $0.00 --
Holdings After Transaction: Long-Term Incentive Units — 13,931 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.
Incentive units granted 1,289 units Long-Term Incentive Units granted on 2026-05-29
Total incentive units after grant 13,931 units Long-Term Incentive Units held directly following transaction
Underlying common stock 1,289 shares Common stock underlying granted Long-Term Incentive Units
Conversion ratio 1-for-1 Vested profits interest units to common units
Vesting trigger Earlier of 1 year or pre-meeting Earlier of first anniversary or day before next annual stockholder meeting
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
"may initially not have full parity with common limited partnership units ... 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*
KENNEDY KEVIN
(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$013,931D
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 insider transaction did Kevin Kennedy report at DIGITAL REALTY TRUST (DLR)?

Kevin Kennedy reported receiving 1,289 Long-Term Incentive Units as an equity award. These derivative securities relate to an equal number of common shares and increase his direct Long-Term Incentive Unit holdings to 13,931 after the transaction.

How many Long-Term Incentive Units does Kevin Kennedy hold in DLR after this Form 4?

After the reported grant, Kevin Kennedy holds 13,931 Long-Term Incentive Units directly. This total includes the 1,289 units granted in the latest award, which are tied to the company’s common stock through the operating partnership structure.

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

The Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P. They may initially lack full parity with common units but, after specified events and vesting, can reach parity and then convert into common units on a 1-for-1 basis.

How can Kevin Kennedy’s Long-Term Incentive Units in DLR ultimately be settled?

Once vested units achieve full parity with common units, they may convert into common units on a 1-for-1 basis. Those common units are then redeemable for cash based on the fair market value or, at the issuer’s election, for an equal number of common shares.

What is the vesting schedule for Kevin Kennedy’s new Long-Term Incentive Units at DLR?

The award vests on the earlier of the first anniversary of the grant date or the day before the next annual meeting of stockholders. Once vested, the profits interest units have no expiration date, providing ongoing potential conversion into common units.

Is Kevin Kennedy’s DLR Form 4 transaction a market purchase or sale?

The transaction is an equity grant classified as a grant, award, or other acquisition, not a market trade. It uses transaction code A, reflecting compensation-related acquisition of 1,289 Long-Term Incentive Units rather than an open-market buy or sell.