8-KLeadership ChangesExhibits & Filings

DIGITAL REALTY TRUST, INC. 8-K Report, Executive Changes (Jul 9, 2018)

Filed July 9, 2018For Securities:DLRDLR-PJDLR-PKDLR-PL

Summary

This 8-K filing reports on the new employment agreement entered into by Digital Realty Trust, Inc. (DLR) with its Chief Executive Officer, A. William Stein, effective July 2, 2018. The agreement establishes a new three-year term for Mr. Stein's role, with provisions for automatic extension, and supersedes his prior agreement which was set to expire in November 2018. This is a significant event for investors as it provides continuity in leadership and outlines the compensation structure and terms of separation for a key executive. The new agreement sets Mr. Stein's base salary at $1,000,000, with potential for increases at the Compensation Committee's discretion. It also details his eligibility for annual performance bonuses, with target and maximum bonuses set at 150% and 300% of his base salary, respectively. Furthermore, the agreement specifies severance payments and benefits in various termination scenarios, including retirement, and outlines consulting services Mr. Stein may provide upon retirement, along with ongoing confidentiality and non-solicitation clauses. This provides a clear framework for executive compensation and succession planning.

Key Highlights

  • 1Digital Realty Trust (DLR) has entered into a new employment agreement with CEO A. William Stein, effective July 2, 2018.
  • 2The agreement establishes a new three-year term, which can automatically extend for an additional year, ensuring leadership continuity.
  • 3Mr. Stein's annual base salary is set at $1,000,000, with potential for discretionary increases.
  • 4The CEO is eligible for annual performance bonuses, with a target of 150% and a maximum of 300% of his base salary.
  • 5The agreement details severance payments and benefits for termination without cause, by the executive for good reason, or due to death, disability, or retirement.
  • 6Upon retirement, Mr. Stein may enter into a consulting agreement for specific services including client relationship management and litigation support.
  • 7The agreement includes standard confidentiality, non-solicitation, and non-competition covenants.

Frequently Asked Questions

The primary purpose of this filing is to announce and provide details of a new employment agreement between Digital Realty Trust, Inc. (DLR) and its Chief Executive Officer, A. William Stein. This agreement sets the terms for his continued service, compensation, and potential separation.

The employment agreement has an initial term of three years, commencing July 2, 2018, and will automatically extend for an additional year unless either party provides notice of non-renewal.

Mr. Stein's compensation includes an annual base salary of $1,000,000, which can be increased at the Compensation Committee's discretion. He is also eligible for an annual cash performance bonus with a target of 150% and a maximum of 300% of his base salary.

The agreement outlines specific severance payments and benefits if Mr. Stein's employment is terminated by the company without 'cause,' by Mr. Stein for 'good reason,' or in the event of his death, 'disability,' or 'retirement,' subject to the agreement's terms and conditions.