0001562180-21-005747.txt : 20210902 0001562180-21-005747.hdr.sgml : 20210902 20210902160813 ACCESSION NUMBER: 0001562180-21-005747 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: BARTER JOHN W CENTRAL INDEX KEY: 0001007921 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36109 FILM NUMBER: 211233313 MAIL ADDRESS: STREET 1: 2101 CITYWEST BLVD CITY: HOUSTON STATE: TX ZIP: 77042-2827 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 0001007921 BARTER JOHN W 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 12697.00 D 0.00 D Class A units of Operating Partnership 2021-08-31 4 D false 4000.00 D Class A common stock 4000.00 0.00 D Employee Stock Option (Right to Buy) 59.06 2021-08-31 4 D false 7043.00 18.94 D 2031-03-05 Class A Common Stock 7043.00 0.00 D Employee Stock Option (Right to Buy) 56.84 2021-08-31 4 D false 8557.00 21.16 D 2030-03-06 Class A Common Stock 8557.00 0.00 D Employee stock option (right to buy) 50.66 2021-08-31 4 D false 9396.00 27.34 D 2027-03-07 Class A common stock 9396.00 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 10578.00 35.99 D 2029-03-05 Class A common stock 10578.00 0.00 D Employee Stock option (right to buy) 36.54 2021-08-31 4 D false 20496.00 41.46 D 2025-03-03 Class A common stock 20496.00 0.00 D Employee stock option (right to buy) 34.03 2021-08-31 4 D false 5626.00 43.97 D 2028-03-07 Class A common stock 5626.00 0.00 D Employee Stock option (right to buy) 25.51 2021-08-31 4 D false 23425.00 52.49 D 2024-03-05 Class A common stock 23425.00 0.00 D Employee Stock option (right to buy) 21.00 2021-08-31 4 D false 6985.00 57.00 D 2023-10-15 Class A common stock 6985.00 0.00 D Includes Class A common stock disposed of 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, 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 $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. 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 $57.00, 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. Disposed of pursuant to the transactions contemplated by the Merger Agreement in exchange for $78.00 in cash per unit, 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 $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. 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. /s/ Aga Carpenter, as attorney-in-fact for John W. Barter 2021-09-02