8-K 1 a8-kx20190513.htm 8-K Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 13, 2019
DIGITAL REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)

Maryland
 
001-32336
 
26-0081711
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

Four Embarcadero Center, Suite 3200
San Francisco, California
 
94111
(Address of principal executive offices)
 
(Zip Code)
(415) 738-6500
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading symbol(s)
 
Name of each exchange on which registered
Common Stock
 
DLR
 
New York Stock Exchange
Series C Cumulative Redeemable Perpetual Preferred Stock
 
DLR Pr C
 
New York Stock Exchange
Series G Cumulative Redeemable Preferred Stock
 
DLR Pr G
 
New York Stock Exchange
Series I Cumulative Redeemable Preferred Stock
 
DLR Pr I
 
New York Stock Exchange
Series J Cumulative Redeemable Preferred Stock
 
DLR Pr J
 
New York Stock Exchange
Series K Cumulative Redeemable Preferred Stock
 
DLR Pr K
 
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company         o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o







Item 5.07    Submission of Matters to a Vote of Security Holders.
On May 13, 2019, Digital Realty Trust, Inc. held its Annual Meeting of Stockholders, at which the stockholders voted on proposals as follows:

Proposal 1. Election of directors, each to serve until the 2020 Annual Meeting of Stockholders and until a successor for each has been duly elected and qualifies.

Nominee
Votes For
Votes Against
Abstentions
Broker Non-Votes
Laurence A. Chapman
138,600,053
44,314,498
630,672
13,697,850
Michael A. Coke
181,584,181
1,845,987
115,055
13,697,850
Kevin J. Kennedy
138,339,347
44,574,833
631,043
13,697,850
William G. LaPerch
126,808,112
54,440,264
2,296,847
13,697,850
Afshin Mohebbi
181,418,709
2,011,188
115,326
13,697,850
Mark R. Patterson
181,043,097
2,387,547
114,579
13,697,850
Mary Hogan Preusse
138,905,775
44,018,622
620,826
13,697,850
Dennis E. Singleton
175,546,661
7,883,179
115,383
13,697,850
A. William Stein
182,219,319
1,211,834
114,070
13,697,850

Proposal 2. Ratification of the selection of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2019.

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
193,420,261
 
3,692,152
 
130,660

 
N/A

Proposal 3. Resolution to approve, on a non-binding, advisory basis, the compensation of our named executive officers (a “say-on-pay vote”).

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
175,499,894
 
7,835,443
 
209,886
 
13,697,850







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
Digital Realty Trust, Inc.
 
By:
/s/    JOSHUA A. MILLS
 
Joshua A. Mills
Executive Vice President, General Counsel
and Secretary
Date: May 16, 2019