0001562180-21-005753.txt : 20210902 0001562180-21-005753.hdr.sgml : 20210902 20210902160933 ACCESSION NUMBER: 0001562180-21-005753 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210831 FILED AS OF DATE: 20210902 DATE AS OF CHANGE: 20210902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kinney Catherine R CENTRAL INDEX KEY: 0001205054 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36109 FILM NUMBER: 211233340 MAIL ADDRESS: STREET 1: C/O QTS REALTY TRUST INC. STREET 2: 12851 FOSTER STREET CITY: OVERLAND PARK STATE: KS ZIP: 66213 FORMER NAME: FORMER CONFORMED NAME: KINNEY CATHERINE R DATE OF NAME CHANGE: 20021109 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QTS Realty Trust, Inc. CENTRAL INDEX KEY: 0001577368 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 462809094 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12851 FOSTER STREET, SUITE 205 CITY: OVERLAND PARK STATE: KS ZIP: 66213 BUSINESS PHONE: 913-814-9988 MAIL ADDRESS: STREET 1: 12851 FOSTER STREET, SUITE 205 CITY: OVERLAND PARK STATE: KS ZIP: 66213 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2021-08-31 true 0001577368 QTS Realty Trust, Inc. QTS 0001205054 Kinney Catherine R C/O QTS REALTY TRUST, INC. 12851 FOSTER STREET OVERLAND PARK KS 66213 true false false false Class A Common Stock 2021-08-31 4 D false 19185.00 D 0.00 D Class A units of Operating Partnership 2021-08-16 5 G false E 5135.00 D Class A commmon stock 5135.00 0.00 D Class A units of Operating Partnership 2021-08-16 5 G false E 5135.00 A Class A common stock 5135.00 5135.00 I Footnote Class A units of Operating Partnership 2021-08-31 4 D false 5135.00 D Class A common stock 5135.00 0.00 I Footnote Employee Stock Option (Right to Buy) 59.06 2021-08-31 4 D false 11224.00 18.94 D 2031-03-05 Class A Common Stock 11224.00 0.00 D Employee Stock Option (Right to Buy) 56.84 2021-08-31 4 D false 13637.00 21.16 D 2030-03-06 Class A Common Stock 13637.00 0.00 D Employee stock option (right to buy) 50.66 2021-08-31 4 D false 9520.00 27.34 D 2027-03-07 Class A common stock 9520.00 0.00 D Employee stock option (right to buy) 45.78 2021-08-31 4 D false 5420.00 32.22 D 2026-03-02 Class A Common Stock 5420.00 0.00 D Employee stock option (right to buy) 42.01 2021-08-31 4 D false 17355.00 35.99 D 2029-03-05 Class A common stock 17355.00 0.00 D Employee Stock option (right to buy) 36.54 2021-08-31 4 D false 21118.00 41.46 D 2025-03-03 Class A common stock 21118.00 0.00 D Employee stock option (right to buy) 34.03 2021-08-31 4 D false 10126.00 43.97 D 2028-03-07 Class A common stock 10126.00 0.00 D Employee Stock option (right to buy) 25.51 2021-08-31 4 D false 30425.00 52.49 D 2024-03-05 Class A common stock 30425.00 0.00 D Includes Class A common stock and deferred share units ("DSUs") granted under the QTS Realty Trust, Inc. 2013 Equity Incentive Plan (the "Plan") that represented the contingent right to receive one share of Class A common stock and vesting of the DSU one year after the date of grant. Each DSU (and any accrued dividend equivalents related thereto) vested in connection with the Merger (as defined herein). All Class A common stock was disposed of, and vested DSUs were 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 (the "Operating Partnership"), 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 share under such DSU), without interest, less any applicable withholding. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. Each option was canceled in the Merger in exchange for a cash payment of $35.99, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. Each option was canceled in the Merger in exchange for a cash payment of $41.46, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes. These options to purchase shares of Class A common stock were granted under the Plan and vest one year 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. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. Each option was canceled in the Merger in exchange for a cash payment of $52.49, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes. Class A units were redeemable for cash or, at the Operating Partnership's election, shares of the Issuer's Class A common stock on a one-for-one basis. Following the Merger, the Class A units are exchangeable for Class I Units of BREIT Operating Partnership L.P. ("BREIT OP") beginning five years after the effective time of the Merger, subject to certain conditions and into a number of such Class I Units as determined pursuant to the partnership agreement of the Operating Partnership, as amended, and the partnership agreement of BREIT OP. The units were gifted to a trust of which Ms. Kinney is a trustee. These Class A units were retained by the reporting person in connection with the transactions contemplated by the Merger Agreement. The units are held by a trust of which Ms. Kinney is a trustee. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. Each option was canceled in the Merger in exchange for a cash payment of $18.94, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. Each option was canceled in the Merger in exchange for a cash payment of $21.16, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. 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. These options to purchase shares of Class A common stock were granted under the Plan and vest one year after the date of grant. Each option was canceled in the Merger in exchange for a cash payment of $32.22, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes. Aga Carpenter, as attorney in fact for Catherine R. Kinney 2021-09-02