Form Type: 4

SEC EDGAR Link
Accession Number:0001562180-21-005750
Date:2021-08-31
Issuer: QTS REALTY TRUST, INC. (QTS)
Original Submission Date:

Reporting Person:

BLOOM STEVEN C
C/O QTS REALTY TRUST, INC.
12851 FOSTER STREET OVERLAND PARK, KS 66213

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2021-08-31 A 34,615 a $0.00 72,468 direct
CLASS A COMMON STOCK 2021-08-31 D 72,468 d $0.00 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 50.66 2021-08-31 deemed execution date D 7,239 (d) 2027-03-07 class a common stock 7,239 $50.66 0 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 34.03 2021-08-31 deemed execution date D 12,666 (d) 2028-03-07 class a common stock 12,666 $34.03 0 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 34.03 2021-08-31 deemed execution date D 26,590 (d) 2028-03-08 class a common stock 26,590 $34.03 0 direct
Footnotes
IDfootnote
f1 on march 5, 2019, march 6, 2020 and march 5, 2021, the reporting person was granted, as applicable, performance-based restricted share units ("rsus") eligible to be earned based on operating funds from operations per diluted share of the issuer over a performance period and rsus eligible to be earned based on relative total stockholder return over a performance period. in connection with the merger (as defined below), the compensation committee certified the degree to which the performance measures were achieved for awards for which performance had not previously been certified and pursuant to the merger agreement (as defined below). such rsus (including dividend equivalent rights accrued thereon) became fully vested in accordance with their terms in connection with the merger.
f2 includes class a common stock disposed of, and vested rsus cancelled, pursuant to the merger of the issuer with and into volt lower holdings llc (the "merger") pursuant to the terms of the agreement and plan of merger, dated as of june 7, 2021, among the issuer, qualitytech, lp, volt upper holdings llc, volt lower holdings llc, and volt acquisition lp (the "merger agreement") in exchange for $78.00 in cash per share or unit, as applicable, without interest, less any applicable withholding.
f3 these options to purchase shares of class a common stock were granted under the qts realty trust, inc. equity incentive plan (the "plan") and vested ratably over four years beginning on the first anniversary of the date of grant and each quarter thereafter. each option was canceled in the merger in exchange for a cash payment of $27.34, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes.
f4 these options to purchase shares of class a common stock were granted under the plan and vested ratably over three years beginning on the first anniversary of the date of grant and each quarter thereafter. each option was canceled in the merger in exchange for a cash payment of $43.97, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes.
f5 these options to purchase shares of class a common stock were granted under the plan, all of which vested two years after the date of grant. each option was canceled in the merger in exchange for a cash payment of $43.97, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes.
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