8-K

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 21, 2014

CYRUSONE INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001‑35789	46-0691837
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1649 West Frankford Road

Carrollton, TX 75007

(Address of Principal Executive Office)

Registrant’s Telephone Number, Including Area Code: (972) 350-0060

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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02(b)Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 21, 2014, John F. Cassidy notified the Board of Directors of CyrusOne Inc., a Maryland corporation (the “Company”), that, effective June 30, 2014, he will retire from service to the Company and resign as the Chairman and a member of the Board of Directors. Mr. Cassidy had no disagreements with the Company on any matter relating to the Company’s operations, policies or practices. On May 21, 2014, the Board appointed Alex Shumate (a current “independent director” as determined by the Board under the NASDAQ’s listing standards) to serve as the Company’s non-executive Chairman and Lead Independent Director, effective upon Mr. Cassidy’s resignation. Mr. Shumate currently serves as a member of the Board’s Compensation Committee (Chair), Audit Committee and Nominating and Corporate Governance Committee.

Item 7.01    Regulation FD Disclosure.

On May 22, 2014, the Company issued a press release. A copy of the press release is furnished as Exhibit 99.1 to this report.

The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1 hereto) is being “furnished” and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing. The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1 hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01Financial Statements and Exhibits.

(d)    Exhibits.

The following exhibit is filed herewith:

Exhibit No.Description of Exhibits

99.1    Press release, dated May 22, 2014.

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.

Date: May 22, 2014	CYRUSONE INC.
	By:	/s/ Thomas W. Bosse
		Thomas W. Bosse
		Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated May 22, 2014.

EX-99.1

Exhibit 99.1

CyrusOne Announces Changes to Board of Directors

John F. (Jack) Cassidy to Retire; Alex Shumate to become Chairman

DALLAS (May 22, 2014) - Global data center service provider CyrusOne Inc. (NASDAQ: CONE), which specializes in providing highly reliable enterprise-class, carrier-neutral data center properties to the Fortune 1000, today announced changes to its Board of Directors.

The Company announced that John F. (Jack) Cassidy has decided to retire from the Board, effective June 30, 2014. Mr. Cassidy has been a director of CyrusOne since July 2012 and Chairman of the Board since January 2013.

"On behalf of our entire Board and the Company’s senior leadership team, we thank Jack for his outstanding service," said Gary J. Wojtaszek, President and Chief Executive Officer of CyrusOne. "His experience and leadership were instrumental in the design and implementation of Cincinnati Bell’s (NYSE: CBB) entry into the data center colocation business, including the acquisition of Cyrus Networks in 2010. His leadership was also integral to the Company’s successful IPO in 2013 and we are grateful for his years of support and counsel. We wish Jack the very best in his retirement."

As a result of Mr. Cassidy’s retirement, Alex Shumate, a CyrusOne director since January 2013, has been appointed non-executive Chairman of the Board and Lead Independent Director, to be effective upon Mr. Cassidy’s retirement. Since 2009, Mr. Shumate has been the Managing Partner, North America, of Squire Sanders (US) LLP, an international law firm, and he has served as the Managing Partner of its Columbus, Ohio office since 1991. He is also a current director of The J.M. Smucker Company.

“We are very pleased Mr. Shumate will be transitioning into the role of Chairman of the Board of CyrusOne,” said Mr. Wojtaszek. “In addition to his current experience on our Board and his familiarity with the senior leadership team, Alex brings a breadth of experience and strong business acumen, which will be instrumental to his role as Chairman. All of us are looking forward to his leadership.”

Mr. Shumate is also a member of the Board’s Audit Committee, and Nominating and Corporate Governance Committee, and serves as the chair of the Compensation Committee. He previously served as a director of the Wm. Wrigley Jr. Company from 1998 until its acquisition in 2008, as well as Nationwide Financial Services from 2002 until its acquisition in 2009. He served as a director of Cincinnati Bell from 2005 to January 2013.

Safe Harbor

This release contains forward-looking statements regarding future events and our future results that are subject to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as "expects," "anticipates," "predicts," "projects," "intends," "plans," "believes," "seeks," "estimates," "continues," "endeavors," "strives," "may," variations of such words and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned these forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially and adversely from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this release and those discussed in other documents we file with the Securities and Exchange Commission (SEC). More information on potential risks and uncertainties is available in our recent filings with the SEC, including CyrusOne's Form 10-K report and Form 8-K reports. Actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason.

About CyrusOne

CyrusOne (NASDAQ: CONE) specializes in highly reliable enterprise-class, carrier-neutral data center properties. The Company provides mission-critical data center facilities that protect and ensure the continued operation of IT infrastructure for more than 625 customers, including nine of the Fortune 20 and 135 of the Fortune 1000 companies.

CyrusOne's data center offerings provide the flexibility, reliability, and security that enterprise customers require and are delivered through a tailored, customer service-focused platform designed to foster long-term relationships. CyrusOne's National IX platform provides robust connectivity options to drive revenue, reduce expenses, and improve service quality for enterprises, content, and telecommunications companies. CyrusOne is committed to full transparency in communication, management, and service delivery throughout its 25 data centers worldwide.

CyrusOne Inc.

Investor Relations:

Michael Schafer, 972-350-0060

investorrelations@cyrusone.com