Digital Realty (NYSE: DLR) CEO awarded 62,145 long-term incentive units

Rhea-AI Filing Summary

DIGITAL REALTY TRUST, INC. President and CEO Andrew Power reported an acquisition of 62,145 Long-Term Incentive Units in Digital Realty Trust, L.P. at a stated price of $0.0000 per unit. These are profits interest units that can, after certain conditions, reach parity with common partnership units.

The award was originally granted on April 8, 2023 and was subject to a performance-based vesting condition that was determined to be satisfied on February 20, 2026. The reported amount includes 6,059 distribution equivalent units that vested as of December 31, 2025, while the remaining 56,086 units are scheduled to vest 50% annually over two years beginning on February 27, 2026. After vesting and parity, these units may be converted into common units on a 1-for-1 basis, which are in turn redeemable for cash or shares of Digital Realty common stock at the issuer’s election.

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).

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^*

Power Andrew

(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
X	Officer (give title below)		Other (specify below)
	PRESIDENT AND CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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)	02/20/2026		A		62,145(2)		(2)	(2)	Common Stock	62,145	$0	490,090	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. Reflects an award initially granted on April 8, 2023 that was subject to a performance-based vesting condition which was determined to be satisfied on February 20, 2026. The number of units reported herein includes 6,059 distribution equivalent units, which vested effective as of December 31, 2025. The remaining 56,086 units are subject to an additional time-based vesting condition, pursuant to which 50% of the units will vest annually over two years, beginning on February 27, 2026. 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 being filed to report transactions that are being reported concurrently on a Form 4 for the Operating Partnership.

	/s/ Salini Nandipati, Attorney-in-Fact	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did DIGITAL REALTY TRUST (DLR) report for Andrew Power?

DIGITAL REALTY TRUST reported that President and CEO Andrew Power acquired 62,145 Long-Term Incentive Units. These derivative units were granted at a stated price of $0.0000 per unit and relate to a performance-based award originally granted on April 8, 2023.

How do the Long-Term Incentive Units reported by DLR’s CEO work?

The Long-Term Incentive Units are profits interest units in Digital Realty Trust, L.P. that may eventually reach full parity with common partnership units. Once vested and at parity, they can be converted 1-for-1 into common units, which are redeemable for cash or Digital Realty common stock.

What vesting conditions apply to Andrew Power’s 62,145 incentive units at DIGITAL REALTY TRUST (DLR)?

The award’s performance-based vesting condition was determined satisfied on February 20, 2026. Of the 62,145 units, 6,059 distribution equivalent units vested as of December 31, 2025, while 56,086 units vest 50% annually over two years starting February 27, 2026.

Did DIGITAL REALTY TRUST (DLR) CEO Andrew Power pay cash for the reported units?

The filing shows a transaction price of $0.0000 per Long-Term Incentive Unit, indicating this was a grant or award rather than an open-market purchase. It reflects compensation-related equity, not a cash outlay to buy existing units on the market.

Can the reported Long-Term Incentive Units at DLR turn into common stock?

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