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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
IRON MOUNTAIN INC [ IRM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/16/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Common Stock, par value $.01 per share | 02/20/2018 | M | 1,005(1) | A | $0 | 14,608 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | F | 532 | D | $32.12 | 14,076 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | M | 4,853(2) | A | $0 | 18,929 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | F | 2,571 | D | $32.12 | 16,358 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | M | 861(3) | A | $0 | 17,219 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | F | 456 | D | $32.12 | 16,763 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | M | 2,560(4) | A | $0 | 19,323 | D | |||
Common Stock, par value $.01 per share | 02/20/2018 | F | 1,356 | D | $32.12 | 17,967 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Performance Units | (5) | 02/16/2018 | A | 1,005(6) | (7) | (7) | Common Stock | 1,005 | $0 | 1,005 | D | ||||
Performance Units | (5) | 02/16/2018 | A | 4,853(8) | (9) | (9) | Common Stock | 4,853 | $0 | 4,853 | D | ||||
Performance Units | (5) | 02/20/2018 | M | 1,005 | (7) | (7) | Common Stock | 1,005 | $0 | 0 | D | ||||
Performance Units | (5) | 02/20/2018 | M | 4,853 | (9) | (9) | Common Stock | 4,853 | $0 | 0 | D | ||||
Restricted Stock Units | (10) | 02/20/2018 | M | 861 | (11) | (11) | Common Stock | 861 | $0 | 0 | D | ||||
Restricted Stock Units | (10) | 02/20/2018 | M | 2,560 | (12) | (12) | Common Stock | 2,560 | $0 | 2,568 | D |
Explanation of Responses: |
1. This transaction is being reported to reflect the full vesting of performance units ("PUs") initially granted to the Reporting Person on February 19, 2015. Effective February 16, 2018, the Compensation Committee of Iron Mountain Incorporated's Board of Directors (the "Compensation Committee") determined the actual award of PUs under the grant after completion of the relevant performance period, and the PUs vested on February 20, 2018. |
2. This transaction is being reported to reflect the full vesting of PUs initially granted to the Reporting Person on May 27, 2015. Effective February 16, 2018, the Compensation Committee determined the actual award of PUs under the grant after completion of the relevant performance period, and the PUs vested on February 20, 2018. |
3. This acquisition is reported to reflect the partial vesting of restricted stock units ("RSUs") previously granted to the Reporting Person on February 19, 2015. |
4. This acquisition is reported to reflect the partial vesting of RSUs previously granted to the Reporting Person on February 18, 2016. |
5. Each PU represents a contingent right to receive one share of Iron Mountain Incorporated common stock ("Common Stock"). |
6. The PUs were initially granted to the Reporting Person on February 19, 2015, and effective February 16, 2018 the Compensation Committee determined the actual award of PUs under the grant after completion of the relevant performance period. |
7. The PUs were initially granted to the Reporting Person on February 19, 2015 and fully vested on February 20, 2018. |
8. The PUs were initially granted to the Reporting Person on May 27, 2015, and effective February 16, 2018 the Compensation Committee determined the actual award of PUs under the grant after completion of the relevant performance period. |
9. The PUs were initially granted to the Reporting Person on May 27, 2015 and fully vested on February 20, 2018. |
10. Each RSU represents a contingent right to receive one share of Common Stock. |
11. The RSUs, representing a contingent right to receive a total of 2,575 shares of Common Stock, were granted to the Reporting Person on February 19, 2015 and have vested in full. |
12. The RSUs, representing a contingent right to receive a total of 7,687 shares of Common Stock, were granted to the Reporting Person on February 18, 2016 and vest in three substantially equal annual installments beginning on the first anniversary of the grant date. |
/s/ Elizabeth Tammaro, under Power of Attorney dated May 26, 2016, from Patrick Keddy | 02/22/2018 | |
** 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. |