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DIGITAL REALTY TRUST, INC. Director's Dealing 2012

Feb 28, 2012

29978_dirs_2012-02-28_d4eebcb5-c410-457c-8b47-42bafecd47f7.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Digital Realty Trust, Inc. (DLR)
CIK: 0001297996
Period of Report: 2012-02-24

Reporting Person: Behrman Brent (Senior Vice President, Sales)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-02-24 Common Stock M 1111 Acquired 1111 Direct
2012-02-24 Common Stock S 1111 $70.99 Disposed 0 Direct
2012-02-24 Common Stock M 450 $41.73 Acquired 450 Direct
2012-02-24 Common Stock S 450 $70.95 Disposed 0 Direct
2012-02-27 Common Stock M 601 Acquired 601 Direct
2012-02-27 Common Stock S 601 $69.80 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-02-24 Long-Term Incentive Units $ M 1111 Disposed Common Stock (1111) Direct
2012-02-24 Employee Stock Option (right to buy) $41.73 M 450 Disposed 2017-05-02 Common Stock (450) Direct
2012-02-27 Long-Term Incentive Units $ M 601 Disposed Common Stock (601) Direct

Footnotes

F1: The reporting person converted long-term incentive units into common limited partnership units ("Common Units") of Digital Realty Trust, L.P., a Maryland Limited Partnership (the "Operating Partnership"), and subsequently redeemed the Common Units for shares of the common stock of Digital Realty Trust, Inc. (the "Issuer"), all in accordance with the requirements of the Limited Partnership Agreement of the Operating Partnership.

F2: Long-term incentive units are profits interest units in the Operating Partnership. Vested profits interest units may be converted into an equal number of Common Units in the Operating Partnership on a one-for-one basis at any time. Common Units are redeemable for cash based on the fair market value of an equivalent number of shares of the Issuer's common stock, or, at the election of the Issuer, for an equal number of shares of the Issuer's common stock, subject to adjustment in the event of stock splits, stock dividends, issuance of stock rights, specified extraordinary distributions or similar events.

F3: 1 for 1.

F4: N/A

F5: Twenty percent of the option shares vested on May 2, 2008; thereafter 1/60th vest monthly so that the option will be fully vested on the fifth anniversary of the grant date.