0001562180-21-005755.txt : 20210902
0001562180-21-005755.hdr.sgml : 20210902
20210902161055
ACCESSION NUMBER: 0001562180-21-005755
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: MILLER SCOTT D
CENTRAL INDEX KEY: 0001273357
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36109
FILM NUMBER: 211233364
MAIL ADDRESS:
STREET 1: C/O QTS REALTY TRUST, INC.
STREET 2: 12851 FOSTER STREET
CITY: OVERLAND
STATE: KS
ZIP: 66213
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
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4
2021-08-31
true
0001577368
QTS Realty Trust, Inc.
QTS
0001273357
MILLER SCOTT D
C/O QTS REALTY TRUST, INC.
12851 FOSTER STREET
OVERLAND PARK
KS
66213
true
false
false
false
Class A Common Stock
2021-08-31
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D
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12046.00
D
0.00
D
Employee Stock option (right to buy)
36.54
2021-08-31
4
D
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19875.00
41.46
D
2025-03-03
Class A common stock
19875.00
0.00
D
Employee stock option (right to buy)
45.78
2021-08-31
4
D
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5094.00
32.22
D
2026-03-02
Class A Common Stock
5094.00
0.00
D
Employee stock option (right to buy)
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2021-08-31
4
D
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9272.00
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D
2027-03-07
Class A common stock
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Employee stock option (right to buy)
34.03
2021-08-31
4
D
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9789.00
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D
2028-03-07
Class A common stock
9789.00
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D
Employee stock option (right to buy)
42.01
2021-08-31
4
D
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17024.00
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D
2029-03-05
Class A common stock
17024.00
0.00
D
Employee Stock Option (Right to Buy)
56.84
2021-08-31
4
D
false
12968.00
21.16
D
2030-03-06
Class A Common Stock
12968.00
0.00
D
Employee Stock Option (Right to Buy)
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2021-08-31
4
D
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10674.00
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D
2031-03-05
Class A Common Stock
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D
O LTIP units of Operating Partnership
2021-08-31
4
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Class A units of Operating Partnership
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Class A units of Operating Partnership
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Class A common stock
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Class A units of Operating Partnership
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Includes deferred share units ("DSUs") granted under the QTS Realty Trust, Inc. 2013 Equity Incentive Plan (the "Plan") that represented the contingent right to receive one share of Class A common stock and vesting of the DSU one year after the date of grant. Each DSU (and any accrued dividend equivalents related thereto) vested in connection with the Merger (as defined herein). All vested DSUs were cancelled 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 under such DSU, without interest, less any applicable withholding.
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.
These Class A units were retained by the reporting person in connection with the transactions contemplated by the Merger Agreement.
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.
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 $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 $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 $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 $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 $18.94, representing the difference between the exercise price of the option and $78.00, less any applicable income and employment withholding taxes.
Each Class O LTIP unit was convertible by the Operating Partnership or by the holder into Class A units at any time, and upon such equalization of the capital account of a Class O LTIP unit (and full vesting of the Class O LTIP unit, if such unit is subject to vesting and being converted by the holder), the Class O LTIP unit was convertible into a number of Class A units equal to (i) the Class O LTIP unit's capital account divided by (ii) the capital account balance of a Class A unit (i.e., in a manner similar to a typical stock appreciation right), subject to certain exceptions and adjustments. The Class O LTIP units were converted into Class A units in connection with the Merger.
/s/ Aga Carpenter, as attorney in fact for Scott D. Miller
2021-09-02