IRON MOUNTAIN INC — Director's Dealing 2018

Feb 22, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IRON MOUNTAIN INC (IRM)
CIK: 0001020569
Period of Report: 2018-02-16

Reporting Person: Meaney William L (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-20	Common Stock, par value $.01 per share	S	5062	$32.92	Disposed	93587	Direct
2018-02-20	Common Stock, par value $.01 per share	M	25921	—	Acquired	119508	Direct
2018-02-20	Common Stock, par value $.01 per share	F	11521	$32.12	Disposed	107987	Direct
2018-02-20	Common Stock, par value $.01 per share	M	17720	—	Acquired	125707	Direct
2018-02-20	Common Stock, par value $.01 per share	F	7876	$32.12	Disposed	117831	Direct
2018-02-20	Common Stock, par value $.01 per share	M	25029	—	Acquired	142860	Direct
2018-02-20	Common Stock, par value $.01 per share	F	11125	$32.12	Disposed	131735	Direct
2018-02-21	Common Stock, par value $.01 per share	S	19075	$31.86	Disposed	112660	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-16	Performance Units	$	A	25921	Acquired		Common Stock (25921)	Direct
2018-02-20	Performance Units	$	M	25921	Disposed		Common Stock (25921)	Direct
2018-02-20	Restricted Stock Units	$	M	17720	Disposed		Common Stock (17720)	Direct
2018-02-20	Restricted Stock Units	$	M	25029	Disposed		Common Stock (25029)	Direct

Footnotes

F1: This transaction was effected pursuant to a 10b5-1 trading plan which was approved and became effective as of May 8, 2017.

F2: The price reported in Column 4 is a weighted average price. These shares of Iron Mountain Incorporated common stock ("Common Stock") were sold in multiple transactions at prices ranging from $32.75 to $33.04, inclusive. The Reporting Person undertakes to provide Iron Mountain Incorporated (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the ranges set forth in this footnote (2).

F3: This transaction is being reported to reflect the full vesting of performance units ("PUs") initially granted to the Reporting Person on February 19, 2015. Effective February 16, 2018, the Compensation Committee of the Company's Board of Directors (the "Compensation Committee") determined the actual award of PUs under the grant after completion of the relevant performance period.

F4: This acquisition is reported to reflect the partial vesting of restricted stock units ("RSUs") previously granted to the Reporting Person on February 19, 2015.

F5: This acquisition is reported to reflect the partial vesting of RSUs previously granted to the Reporting Person on February 18, 2016.

F6: Each PU represents a contingent right to receive one share of Common Stock.

F7: The PUs were initially granted to the Reporting Person on February 19, 2015, and effective February 16, 2018 the Compensation Committee determined the actual award of PUs under the grant after completion of the relevant performance period.

F8: The PUs were initially granted to the Reporting Person on February 19, 2015 and fully vested on February 20, 2018.

F9: Each RSU represents a contingent right to receive one share of Common Stock.

F10: The RSUs, representing a contingent right to receive a total of 53,051 shares of Common Stock, were granted to the Reporting Person on February 19, 2015 and have fully vested.

F11: The RSUs, representing a contingent right to receive a total of 75,162 shares of Common Stock, were granted to the Reporting Person on February 18, 2016 and vest in three substantially equal annual installments beginning on the first anniversary of the grant date.