IRON MOUNTAIN INC — Director's Dealing 2020

Feb 20, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IRON MOUNTAIN INC (IRM)
CIK: 0001020569
Period of Report: 2020-02-18

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-18	Common Stock, par value $.01 per share	M	18280	—	Acquired	166272	Direct
2020-02-18	Common Stock, par value $.01 per share	F	8107	$34.06	Disposed	158165	Direct
2020-02-18	Common Stock, par value $.01 per share	M	24442	—	Acquired	182607	Direct
2020-02-18	Common Stock, par value $.01 per share	F	10840	$34.06	Disposed	171767	Direct
2020-02-18	Common Stock, par value $.01 per share	M	71293	—	Acquired	243060	Direct
2020-02-18	Common Stock, par value $.01 per share	F	27330	$34.06	Disposed	215730	Direct
2020-02-18	Common Stock, par value $.01 per share	S	33870	$34.03	Disposed	181860	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-18	Restricted Stock Units	$	M	18280	Disposed		Common Stock (18280.0)	Direct
2020-02-18	Restricted Stock Units	$	M	24442	Disposed		Common Stock (24442.0)	Direct
2020-02-18	Performance Units	$	M	71293	Disposed		Common Stock (71293.0)	Direct

Footnotes

F1: This acquisition is reported to reflect the partial vesting of restricted stock units ("RSUs") previously granted to the Reporting Person on February 16, 2017.

F2: This acquisition is reported to reflect the partial vesting of RSUs previously granted to the Reporting Person on February 15, 2018.

F3: This acquisition is reported to reflect the full vesting of performance units ("PUs") previously granted to the Reporting Person on February 16, 2017. Effective February 13, 2020, the Compensation Committee of Iron Mountain Incorporated's Board of Directors (the "Compensation Committee") determined the actual award of PUs under the grant after completion of the relevant performance period, and the PUs vested in full on February 16, 2020.

F4: This transaction was effected pursuant to a 10b5-1 trading plan which was approved and became effective as of June 7, 2019.

F5: 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 $33.825 to $34.135, 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 (5).

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

F7: The RSUs, representing a contingent right to receive a total of 54,729 shares of Common Stock, were granted to the Reporting Person on February 16, 2017 and have vested in full.

F8: The RSUs, representing a contingent right to receive a total of 73,398 shares of Common Stock, were granted to the Reporting Person on February 15, 2018 and vest in three substantially equal annual installments beginning on the first anniversary of the grant date.

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

F10: The PUs were initially granted to the Reporting Person on February 16, 2017. Effective February 13, 2020, the Compensation Committee determined the actual award of PUs under the grant after completion of the relevant performance period, and the PUs vested in full on February 16, 2020.