QTS Realty Trust, Inc.
|
(Name of Issuer)
|
Class A Common Stock, par value $0.01 par value per share
|
(Title of Class of Securities)
|
74736A103
|
(CUSIP Number)
|
December 31, 2020
|
(Date of Event Which Requires Filing of this Statement)
|
CUSIP No. 74736A103
|
1
|
NAME OF REPORTING PERSONS
Zimmer Partners, LP |
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [ ] |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
3,468,527 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
3,468,527 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,468,527 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
[ ]
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.4%**
|
|||
12
|
TYPE OF REPORTING PERSON*
IA, PN
|
CUSIP No. 74736A103
|
1
|
NAME OF REPORTING PERSONS
Sequentis Financial LLC |
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [ ] |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
3,468,527 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
3,468,527 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,468,527 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
[ ]
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.4%**
|
|||
12
|
TYPE OF REPORTING PERSON*
HC, OO
|
CUSIP No. 74736A103
|
1
|
NAME OF REPORTING PERSONS
Zimmer Partners GP, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [ ] |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
3,468,527 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
3,468,527 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,468,527 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
[ ]
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.4%**
|
|||
12
|
TYPE OF REPORTING PERSON*
HC, OO
|
CUSIP No. 74736A103
|
1
|
NAME OF REPORTING PERSONS
Stuart J. Zimmer
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) [ ]
(b) [ ] |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
3,468,527 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
3,468,527 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,468,527 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
|
[ ]
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.4%**
|
|||
12
|
TYPE OF REPORTING PERSON*
HC, IN
|
Item 1(b) |
Address of Issuer’s Principal Executive Offices.
|
Item 3 |
Reporting Person.
|
(a) [ ] |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o)
|
(b) [ ] |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
|
(c) [ ] |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
|
(d) [ ] |
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
|
(e) [X] |
An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).
|
(f) [ ] |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
|
(g) [X] |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
|
(h) [ ] |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).
|
(i) [ ] |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).
|
(j) [ ] |
Group, in accordance with §240.13d-1(b)(1)(ii)(J).
|
Item 4 |
Ownership.
|
(a) |
The Reporting Persons may be deemed the beneficial owners of 3,468,527 shares of Class A Common Stock.
|
(b) |
The Reporting Persons may be deemed the beneficial owners of approximately 5.4% of the outstanding shares of Class A Common Stock. This percentage was determined by dividing 3,468,527 by 64,307,096, which is the number of shares of Class A Common Stock outstanding as of October 28, 2020, as reported in the Issuer’s Form 10-Q filed on November 2, 2020, with the Securities and Exchange Commission.
|
(c) |
The Reporting Persons have the shared power to vote and dispose of the 3,468,527 shares of Class A Common Stock beneficially owned.
|
Item 5 |
Ownership of Five Percent or Less of a Class.
|
Item 6 |
Ownership of More Than Five Percent on Behalf of Another Person.
|
Item 7 |
Identification and Classification of the Subsidiary Which Acquired the Security Being Report on by the Parent Holding Company or Control Person
|
Item 8 |
Identification and Classification of Members of the Group
|
Item 9 |
Notice of Dissolution of Group
|
Item 10 |
Certification.
|
Exhibits |
Exhibit 99-1
|
|
Zimmer Partners, LP
|
|
By: Zimmer Partners GP, LLC, its general partner
|
|
By: /s/ Barbara Burger
BARBARA BURGER, Authorized Signatory
|
|
Sequentis Financial LLC
|
|
By: /s/ Stuart J. Zimmer
STUART J. ZIMMER, Director
|
Zimmer Partners GP, LLC
|
|
|
By: Sequentis Financial LLC, Sole Member
|
|
By: /s/ Stuart J. Zimmer
STUART J. ZIMMER, Director
|
|
/s/ Stuart J. Zimmer
|
Stuart J. Zimmer
|
|
Zimmer Partners, LP
|
|
By: Zimmer Partners GP, LLC, its general partner
|
|
By: /s/ Barbara Burger
BARBARA BURGER, Authorized Signatory
|
|
Sequentis Financial LLC
|
|
By: /s/ Stuart J. Zimmer
STUART J. ZIMMER, Director
|
Zimmer Partners GP, LLC
|
|
|
By: Sequentis Financial LLC, Sole Member
|
|
By: /s/ Stuart J. Zimmer
STUART J. ZIMMER, Director
|
|
/s/ Stuart J. Zimmer
|
Stuart J. Zimmer
|