IRON MOUNTAIN INC — Director's Dealing 2013

Feb 20, 2013

SEC Form 4/A — Form 4/A

Issuer: IRON MOUNTAIN INC (IRM)
CIK: 0001020569
Period of Report: 2012-11-21

Reporting Person: REESE C RICHARD (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-21	Common Stock, par value $.01 per share	A	262056.17	—	Acquired	3212646.17	Indirect

Footnotes

F1: This report reflects shares received by the Reporting Person as a result of the Reporting Person's receipt of his pro rata portion of a special dividend declared by the Board of Directors of the issuer on October 11, 2012, paid on November 21, 2012 (the "Special Dividend") and reported on a Form 4 filed by the Reporting Person on November 26, 2012.

F2: This amendment is being filed to correct the number of shares of Iron Mountain common stock acquired by the Reporting Person on November 21, 2012 as a result of the Reporting Person's receipt of his pro rata portion of the Special Dividend.

F3: Mr. Reese shares beneficial ownership of these shares with Schooner Capital Corporation as a result of a 1988 deferred compensation arrangement, as amended, between Schooner Capital LLC ("Schooner") and Mr. Reese relating to Mr. Reese's former services as President of the predecessor corporation to Schooner. Pursuant to such arrangement, Mr. Reese is entitled to receive benefits equivalent to the fair market value of such shares with payments to Mr. Reese commencing on the first business day of 2013 and payable in ten annual installments; however, Mr. Reese has the right to defer the commencement of such installments in certain circumstances. In addition, any unpaid benefits pursuant to this arrangement shall be payable to Mr. Reese's beneficiary(ies) in a lump sum upon his death. Benefits pursuant to this arrangement are payable in cash or, at Mr. Reese's election, common stock.