Equity and Capital (Tables)

12 Months Ended

Dec. 31, 2021

The Company has issued and outstanding the following series of cumulative redeemable preferred stock, which are governed by the articles supplementary for the applicable series of preferred stock as of December 31, 2021 and 2020.


				Total
				Liquidation		Annual		Shares Outstanding as of		Balance (in thousands, net of
	Date(s)	Initial Date to		Value (in		Dividend		December 31,		issuance costs) as of December 31,
Preferred Stock ⁽¹⁾	Issued	Redeem ⁽²⁾	Share Cap ⁽³⁾	thousands) ⁽⁴⁾		Rate ⁽⁵⁾		2021	2020	2021		2020
6.625% Series C Cumulative Redeemable Perpetual Preferred Stock	Sep 14, 2017	May 17, 2021	0.6389035	$	—	$	1.65625	—	8,050,000	$	—	$	219,250
5.250% Series J Cumulative Redeemable Preferred Stock	Aug 7, 2017	Aug 7, 2022	0.4252100		200,000		1.31250	8,000,000	8,000,000		193,540		193,540
5.850% Series K Cumulative Redeemable Preferred Stock	Mar 13, 2019	Mar 13, 2024	0.4361100		210,000		1.46250	8,400,000	8,400,000		203,264		203,264
5.200% Series L Cumulative Redeemable Preferred Stock	Oct 10, 2019	Oct 10, 2024	0.3851800		345,000		1.30000	13,800,000	13,800,000		334,886		334,886
				$	755,000			30,200,000	38,250,000	$	731,690	$	950,940

(1)

All series of preferred stock do not have a stated maturity date and are not subject to any sinking fund or mandatory redemption provisions. Upon liquidation, dissolution or winding up, each series of preferred stock will rank senior to Digital Realty Trust, Inc. common stock and on parity with the other series of preferred stock. Holders of each series of preferred stock generally have no voting rights except for limited voting rights if Digital Realty Trust, Inc. fails to pay dividends for six or more quarterly periods (whether or not consecutive) and in certain other circumstances.

(2)	Except in limited circumstances, reflects earliest date that Digital Realty Trust, Inc. may exercise its option to redeem the preferred stock, at a redemption price of $25.00 per share, plus accrued and unpaid dividends up to but excluding the date of redemption.

(3)

Upon the occurrence of specified changes of control, as a result of which neither Digital Realty Trust, Inc.’s common stock nor the common securities of the acquiring or surviving entity (or American Depositary Receipts representing such securities) is listed on the New York Stock Exchange, the NYSE MKT, LLC or the NASDAQ Stock Market or listed or quoted on a successor exchange or quotation system, each holder of preferred stock will have the right (unless, prior to the change of control conversion date specified in the applicable Articles Supplementary governing the preferred stock, Digital Realty Trust, Inc. has provided or provides notice of its election to redeem the preferred stock) to convert some or all of the preferred stock held by it into a number of shares of Digital Realty Trust, Inc.’s common stock per share of preferred stock to be converted equal to the lesser of (i) the quotient obtained by dividing (a) the sum of the $25.00 liquidation preference plus the amount of any accrued and unpaid dividends to, but not including, the change of control conversion date (unless the change of control conversion date is after a record date for a preferred stock dividend payment and prior to the corresponding dividend payment date, in which case no additional amount for such accrued and unpaid dividend will be included in this sum) by (b) the common stock price specified in the applicable Articles Supplementary governing the preferred stock; and (ii) the Share Cap, subject to certain adjustments; subject, in each case, to provisions for the receipt of alternative consideration as described in the applicable Articles Supplementary governing the preferred stock. Except in connection with specified change of control transactions, the preferred stock is not convertible into or exchangeable for any other property or securities of Digital Realty Trust, Inc.

(4)	Liquidation preference is $25.00 per share.

(5)	Dividends on preferred shares are cumulative and payable quarterly in arrears.

Ownership Interest In The Operating Partnership

Noncontrolling interests in the Operating Partnership relate to the proportion of entities consolidated by the Company that are owned by third parties. The following table shows the ownership interest in the Operating Partnership as of December 31, 2021 and 2020:


	December 31, 2021			December 31, 2020
	Number of	Percentage of		Number of	Percentage of
	units	total		units	total
Digital Realty Trust, Inc.	284,415,013	98.0	%	280,289,726	97.2	%
Noncontrolling interests consist of:
Common units held by third parties	4,389,384	1.5	%	6,212,369	2.2	%
Incentive units held by employees and directors (see Note 16. “Incentive Plan”)	1,542,387	0.5	%	1,833,898	0.6	%
	290,346,784	100.0	%	288,335,993	100.0	%

Summary of Activity for Noncontrolling Interests in the Operating Partnership

The following table shows activity for the noncontrolling interests in the Operating Partnership for the years ended December 31, 2021, 2020 and 2019:


	Common Units	Incentive Units	Total
As of December 31, 2018	8,636,146	1,944,738	10,580,884
Redemption of common units for shares of Digital Realty Trust, Inc. common stock ⁽¹⁾	(1,815,945)	—	(1,815,945)
Conversion of incentive units held by employees and directors for shares of Digital Realty Trust, Inc. common stock ⁽¹⁾	—	(338,515)	(338,515)
Incentive units issued upon achievement of market performance condition	—	319,279	319,279
Grant of incentive units to employees and directors	—	120,368	120,368
Cancellation / forfeitures of incentive units held by employees and directors	—	(22,916)	(22,916)
As of December 31, 2019	6,820,201	2,022,954	8,843,155
Redemption of common units for shares of Digital Realty Trust, Inc. common stock ⁽¹⁾	(607,832)	—	(607,832)
Conversion of incentive units held by employees and directors for shares of Digital Realty Trust, Inc. common stock ⁽¹⁾	—	(461,912)	(461,912)
Incentive units issued upon achievement of market performance condition	—	147,570	147,570
Grant of incentive units to employees and directors	—	128,049	128,049
Cancellation / forfeitures of incentive units held by employees and directors	—	(2,763)	(2,763)
As of December 31, 2020	6,212,369	1,833,898	8,046,267
Redemption of common units for shares of Digital Realty Trust, Inc. common stock ⁽¹⁾	(1,822,985)	—	(1,822,985)
Conversion of incentive units held by employees and directors for shares of Digital Realty Trust, Inc. common stock ⁽¹⁾	—	(679,346)	(679,346)
Incentive units issued upon achievement of market performance condition	—	238,618	238,618
Grant of incentive units to employees and directors	—	151,093	151,093
Cancellation / forfeitures of incentive units held by employees and directors	—	(1,876)	(1,876)
As of December 31, 2021	4,389,384	1,542,387	5,931,771

(1)	These redemptions and conversions were recorded as a reduction to noncontrolling interests in the Operating Partnership and an increase to common stock and additional paid in capital based on the book value per unit in the accompanying consolidated balance sheet of Digital Realty Trust, Inc.

Schedule of Dividends and Distributions

Dividends and Distributions

Digital Realty Trust, Inc. Dividends

We have declared and paid the following dividends on our common and preferred stock for the years ended December 31, 2021, 2020 and 2019 (in thousands, except per share data):


		Series C			Series G			Series H			Series I			Series J		Series K			Series L
		Preferred			Preferred			Preferred			Preferred			Preferred		Preferred			Preferred			Common
Date dividend declared	Dividend payment date	Stock			Stock ⁽¹⁾			Stock			Stock			Stock		Stock			Stock			Stock
February 21, 2019	March 29, 2019	$	3,333		$	3,672		$	6,730		$	3,969		$	2,625	$	—		$	—		$	224,802	⁽³⁾
May 13, 2019	June 28, 2019		3,333			3,672			—	⁽¹⁾		3,969			2,625		3,686	⁽²⁾		—			224,895	⁽³⁾
August 13, 2019	September 30, 2019		3,333			3,672			—			3,969			2,625		3,071			—			225,188	⁽³⁾
November 19, 2019	December 31, 2019 for Preferred Stock; January 15, 2020 for Common Stock		3,333			3,672			—			3,969			2,625		3,071			4,036	⁽⁴⁾		225,488	⁽³⁾
		$	13,332		$	14,688		$	6,730		$	15,876		$	10,500	$	9,828		$	4,036		$	900,373

February 26, 2020	March 31, 2020	$	3,333		$	3,672		$	—		$	3,969		$	2,625	$	3,071		$	4,485		$	295,630	⁽⁷⁾
May 12, 2020	June 30, 2020		3,333			3,672			—			3,969			2,625		3,071			4,485			301,005	⁽⁷⁾
August 11, 2020	September 30, 2020		3,333			3,672			—			—	⁽⁶⁾		2,625		3,071			4,485			303,006	⁽⁷⁾
November 10, 2020	December 31, 2020 for Preferred Stock; January 15, 2021 for Common Stock		3,333			—	⁽⁵⁾		—			—			2,625		3,071			4,485			314,280	⁽⁷⁾
		$	13,332		$	11,016		$	—		$	7,938		$	10,500	$	12,284		$	17,940		$	1,213,921

February 25, 2021	March 31, 2021	$	3,333		$	—		$	—		$	—		$	2,625	$	3,071		$	4,485		$	326,965	⁽⁹⁾
May 10, 2021	June 30, 2021		—	⁽⁸⁾		—			—			—			2,625		3,071			4,485			328,279	⁽⁹⁾
August 10, 2021	September 30, 2021		—			—			—			—			2,625		3,071			4,485			329,720	⁽⁹⁾
November 17, 2021	December 31, 2021 for Preferred Stock; January 14, 2022 for Common Stock		—			—			—			—			2,625		3,071			4,485			329,772	⁽⁹⁾
		$	3,333		$	—		$	—		$	—		$	10,500	$	12,284		$	17,940		$	1,314,736
Annual rate of dividend per share		$	1.65625		$	1.46875		$	1.84375		$	1.58750		$	1.31250	$	1.46250		$	1.30000		$	4.64000

(1)

Redeemed on April 1, 2019 for $25.00 per share, or a redemption price of $25.00 per share, plus accrued and unpaid dividends up to but not including the redemption date. In connection with the redemption, the previously incurred offering costs of approximately $11.8 million were recorded as a reduction to net income available to common stockholders.

(2)	Represents a pro rata dividend from and including the original issue date to and including June 30, 2019.

(3)	$4.320 annual rate of dividend per share.

(4)	Represents a pro rata dividend from and including the original issue date to and including December 31, 2019.

(5)

Redeemed on October 15, 2020 for $25.057118 per share, or a redemption price of $25.00 per share, plus accrued and unpaid dividends up to but not including the redemption date. In connection with the redemption, the previously incurred offering costs of approximately $8.2 million were recorded as a reduction to net income available to common stockholders.

(6)

Redeemed on September 8, 2020 for $25.29545 per share, or a redemption price of $25.00 per share, plus accrued and unpaid dividends up to but not including the redemption date. In connection with the redemption, the previously incurred offering costs of approximately $8.0 million were recorded as a reduction to net income available to common stockholders.

(7)	$4.480 annual rate of dividend per share.

(8)

Redeemed on May 17, 2021 for $ 25.211632 per share, or a redemption price of $25.00 per share, plus accrued and unpaid dividends up to but not including the redemption date. The transaction resulted in a gain on redemption of $18.0 million, measured as the difference between the cash consideration paid upon redemption, which was $201.3 million and the carrying value of the preferred stock at the time of the redemption, which was $219.3 million. This

amount is reflected as gain on redemption of preferred stock which increased net income available to common stockholders.

(9)	$4.640 annual rate of dividend per share.

Digital Realty Trust, L.P.

Class of Stock

Schedule of Dividends and Distributions

Digital Realty Trust, L.P. Distributions

All distributions on the Operating Partnership’s units are at the discretion of Digital Realty Trust, Inc.’s Board of Directors. The table below shows the distributions declared and paid by the Operating Partnership on its common and preferred units for the years ended December 31, 2021, 2020 and 2019 (in thousands, except for per unit data):


		Series C			Series G			Series H			Series I			Series J		Series K			Series L
		Preferred			Preferred			Preferred			Preferred			Preferred		Preferred			Preferred			Common
Date distribution declared	Distribution payment date	Units			Units ⁽¹⁾			Units			Units			Units		Units			Units			Units
February 21, 2019	March 29, 2019	$	3,333		$	3,672		$	6,730		$	3,969		$	2,625	$	—		$	—		$	235,256	⁽³⁾
May 13, 2019	June 28, 2019		3,333			3,672			—	⁽¹⁾		3,969			2,625		3,686	⁽²⁾		—			235,142	⁽³⁾
August 13, 2019	September 30, 2019		3,333			3,672			—			3,969			2,625		3,071			—			235,164	⁽³⁾
November 19, 2019	December 31, 2019 for Preferred Units; January 15, 2020 for Common Units		3,333			3,672			—			3,969			2,625		3,071			4,036	⁽⁴⁾		235,154	⁽³⁾
		$	13,332		$	14,688		$	6,730		$	15,876		$	10,500	$	9,828		$	4,036		$	940,716

February 26, 2020	March 31, 2020	$	3,333		$	3,672		$	—		$	3,969		$	2,625	$	3,071		$	4,485		$	305,267	⁽⁷⁾
May 12, 2020	June 30, 2020		3,333			3,672			—			3,969			2,625		3,071			4,485			310,421	⁽⁷⁾
August 11, 2020	September 30, 2020		3,333			3,672			—			—	⁽⁶⁾		2,625		3,071			4,485			312,262	⁽⁷⁾
November 10, 2020	December 31, 2020 for Preferred Units; January 15, 2021 for Common Units		3,333			—	⁽⁵⁾		—			—			2,625		3,071			4,485			323,453	⁽⁷⁾
		$	13,332		$	11,016		$	—		$	7,938		$	10,500	$	12,284		$	17,940		$	1,251,403

February 25, 2021	March 31, 2021	$	3,333		$	—		$	—		$	—		$	2,625	$	3,071		$	4,485		$	336,041	⁽⁹⁾
May 10, 2021	June 30, 2021		—	⁽⁸⁾		—			—			—			2,625		3,071			4,485			336,543	⁽⁹⁾
August 10, 2021	September 30, 2021		—			—			—			—			2,625		3,071			4,485			337,447	⁽⁹⁾
November 17, 2021	December 31, 2021 for Preferred Units; January 14, 2022 for Common Units		—			—			—			—			2,625		3,071			4,485			337,476	⁽⁹⁾
		$	3,333		$	—		$	—		$	—		$	10,500	$	12,284		$	17,940		$	1,347,507
Annual rate of distribution per unit		$	1.65625		$	1.46875		$	1.84375		$	1.58750		$	1.31250	$	1.46250		$	1.30000		$	4.64000

(1)

Redeemed on April 1, 2019 for $25.00 per unit, or a redemption price of $25.00 per unit, plus accrued and unpaid distributions up to but not including the redemption date. In connection with the redemption, the previously incurred offering costs of approximately $11.8 million were recorded as a reduction to net income available to common unitholders.

(2)	Represents a pro rata distribution from and including the original issue date to and including June 30, 2019.

(3)	$4.320 annual rate of distribution per unit.

(4)	Represents a pro rata distribution from and including the original issue date to and including December 31, 2019.

(5)

Redeemed on October 15, 2020 for $25.057118 per unit, or a redemption price of $25.00 per unit, plus accrued and unpaid distributions up to but not including the redemption date. In connection with the redemption, the previously incurred offering costs of approximately $8.2 million were recorded as a reduction to net income available to common unitholders.

(6)

Redeemed on September 8, 2020 for $25.29545 per unit, or a redemption price of $25.00 per unit, plus accrued and unpaid distributions up to but not including the redemption date. In connection with the redemption, the previously incurred offering costs of approximately $8.0 million were recorded as a reduction to net income available to common unitholders.

(7)	$4.480 annual rate of distribution per unit.

(8)

Redeemed on May 17, 2021 for $ 25.211632 per unit, or a redemption price of $25.00 per unit, plus accrued and unpaid distributions up to but not including the redemption date. The transaction resulted in a gain on redemption of $18.0 million, measured as the difference between the cash consideration paid upon redemption, which was $201.3 million and the carrying value of the preferred stock at the time of the redemption, which was $219.3 million. This amount is reflected as gain on redemption of preferred stock which increased net income available to common unitholders.

(9)	$4.640 annual rate of distribution per unit.

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

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