0001123292-13-001487.txt : 20131017 0001123292-13-001487.hdr.sgml : 20131017 20131017203935 ACCESSION NUMBER: 0001123292-13-001487 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131015 FILED AS OF DATE: 20131017 DATE AS OF CHANGE: 20131017 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TRAHANAS PHILIP P CENTRAL INDEX KEY: 0001324266 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36109 FILM NUMBER: 131158053 MAIL ADDRESS: STREET 1: C/O GENERAL ATLANTIC SERVICE COMPANY LLC STREET 2: 3 PICKWICK PLAZA CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: Trahanas Philip Peter DATE OF NAME CHANGE: 20050419 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-10-15 0001577368 QTS Realty Trust, Inc. QTS 0001324266 TRAHANAS PHILIP P C/O QTS REALTY TRUST, INC. 12851 FOSTER STREET, SUITE 205 OVERLAND PARK KS 66213 1 0 0 0 Class A common stock 2013-10-15 4 C 0 11043645 0 A 11043645 I See footnotes Class A common stock 2013-10-15 4 C 0 3600000 0 A 14643645 I See footnotes Class A common stock 2013-10-15 4 P 0 2000000 21.00 A 16643645 I See footnotes Employee Stock Options (right to buy) 21.00 2013-10-15 4 A 0 28985 0 A 2023-10-15 Class A common stock 28985 28985 D Class C units of Operating Partnership 2013-10-15 4 C 0 11043645 0 D Class A common stock 11043645 0 I See footnotes Class D units of Operating Partnership 2013-10-15 4 C 0 3600000 0 D Class A common stock 3600000 0 I See footnotes Securities held by GA QTS Interholdco, LLC, a Delaware limited liability company ("GA QTS Interholdco"). Upon completion of the initial public offering (the "IPO") of QTS Realty Trust, Inc. (the "Company"), (i) 11,043,645 Class C units of limited partnership interest in QualityTech, L.P., the Company's operating partnership (the "Class C Units"), and 3,600,000 Class D units of limited partnership interest in QualityTech, L.P. (the "Class D Units") owned by General Atlantic REIT, Inc., a Maryland corporation ("GA REIT"), converted into an equal number of Class A units of limited partnership interest in Quality Tech, L.P. (the "Class A Units") (or 14,643,645 Class A Units) and (ii) GA REIT merged with and into the Company (with the Company surviving such merger) and such Class A Units automatically converted into shares of the Company's Class A common stock, par value $0.01 per share (the "Class A Common Stock") on a one-for-one basis, or 14,643,645 shares of Class A Common Stock in the aggregate. (footnote cont'd) (footnote cont'd) GA QTS Interholdco owned all of the shares of common stock of GA REIT and, as a consequence of such merger, became the direct owner of such shares of Class A Common Stock. In connection with the IPO, GA QTS Interholdco purchased 2,000,000 shares of Class A Common Stock of the Company, of which General Atlantic Partners 93, L.P., a Delaware limited partnership and a member of GA QTS Interholdco ("GAP 93"), acquired a beneficial interest in 1,788,223 shares of such Class A Common Stock, GAP Coinvestments III, LLC, a Delaware limited liability company and a member of GA QTS Interholdco ("GAPCO III"), acquired a beneficial interest in 158,908 shares of such Class A Common Stock, GAP Coinvestments IV, LLC, a Delaware limited liability company and a member of GA QTS Interholdco ("GAPCO IV"), acquired a beneficial interest in 36,348 shares of such Class A Common Stock, GAP Coinvestments CDA, L.P., (footnote cont'd) (footnote cont'd) a Delaware limited partnership and a member of GA QTS Interholdco ("GAPCO CDA"), acquired a beneficial interest in 8,478 shares of such Class A Common Stock and GAPCO GmbH & Co., KG, a German limited partnership and a member of GA QTS Interholdco ("KG"), acquired a beneficial interest in 8,043 shares of such Class A Common Stock. With respect to all of the shares of Class A Common Stock owned by GA QTS Interholdco, General Atlantic Partners 85, L.P., a Delaware limited partnership and member of GA QTS Interholdco ("GAP 85"), indirectly beneficially owns 13,831,736 shares of Class A Common Stock held by GA QTS Interholdco; GAP 93 indirectly beneficially owns 1,788,223 shares of Class A Common Stock held by GA QTS Interholdco; GAPCO III indirectly beneficially owns 773,478 shares of Class A Common Stock held by GA QTS Interholdco; GAPCO IV indirectly beneficially owns 176,018 shares of Class A Common Stock held by GA QTS Interholdco; GAPCO CDA indirectly beneficially owns 38,963 shares of Class A Common Stock held by GA QTS Interholdco; and KG indirectly beneficially owns 35,227 shares of Class A Common Stock held by GA QTS Interholdco. Mr. Trahanas is a Managing Director of General Atlantic LLC ("GA LLC"). GA LLC is the general partner of General Atlantic GenPar, L.P., a Delaware limited partnership, which is the general partner of GAP 85 and GAP 93. GA LLC is also the managing member of GAPCO III, and GAPCO IV, and the general partner of GAPCO CDA. In addition, certain managing directors of GA LLC make investment decisions for GAPCO Management GmbH, a German corporation, which is the general partner of KG. Each of GAP 85, GAP 93, GAPCO III, GAPCO IV, GAPCO CDA and KG are members of GA QTS Interholdco, LLC. Mr. Trahanas disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for purposes of Section 16 or for any other purposes. Concurrently with the closing of the IPO of the Company, the Company granted options to purchase shares of Class A common stock under the QTS Realty Trust, Inc. 2013 Equity Incentive Plan. The options vest one year after the date of grant. /s/ Shirley E. Goza, attorney-in-fact 2013-10-17