Item 5.02Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 29, 2021, the Compensation Committee of the Board of Directors of
Digital Realty Trust, Inc. (the "Company") approved a new form of executive
severance agreement (the "New Severance Agreement") to be entered into by the
Company and DLR, LLC (together, the "Employer") with Erich J. Sanchack and
Christopher Sharp (together, the "Executives") upon the expiration of their
current severance agreements (the "Prior Severance Agreements") setting forth
the terms and conditions of separation under certain circumstances. The
Executives' Prior Severance Agreements are set to expire on January 31, 2022.
The terms and conditions of the New Severance Agreements are the same as the
terms and conditions of the Prior Severance Agreements, except that each New
Severance Agreement has an initial term commencing on the date of execution and
ending on January 31, 2023 and, thereafter, the term of each New Severance
Agreement will automatically be extended for successive one-year periods unless
the Employer or the Executive elects to not extend the term by notifying the
other with sixty (60) days prior written notice. In the event that a change in
control occurs during the term of the New Severance Agreement, the term will
automatically be extended to the second anniversary of the date of such change
in control. A description of the Prior Severance Agreements is set forth under
Item 5.02 of the Company's and Digital Realty Trust, L.P.'s Current Report on
Form 8-K, filed by the Company and Digital Realty Trust, L.P. with the
Securities and Exchange Commission on December 16, 2019, which is incorporated
herein by reference.
The foregoing description of the New Severance Agreement is qualified in its
entirety by the full text of the New Severance Agreement, a copy of which will
be filed as an exhibit to our Annual Report on Form 10-K for the year ending
December 31, 2021.
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