4//SEC Filing
DUPONT FABROS TECHNOLOGY, INC. 4
Accession 0001407739-15-000024
CIK 0001407739operating
Filed
Feb 24, 7:00 PM ET
Accepted
Feb 25, 4:51 PM ET
Size
18.3 KB
Accession
0001407739-15-000024
Insider Transaction Report
Form 4
Fateh Hossein
DirectorPresident and CEO
Transactions
- Exercise/Conversion
Common Stock
2015-02-23+320,676→ 362,563 total - Exercise/Conversion
Performance Stock Units
2015-02-23−68,413→ 0 totalExp: 2017-03-01→ Common Stock (68,413 underlying) - Tax Payment
Common Stock
2015-02-23$32.77/sh−163,223$5,349,634→ 199,340 total - Exercise/Conversion
Performance Stock Units
2015-02-23−38,838→ 0 totalExp: 2015-03-01→ Common Stock (38,838 underlying) - Exercise/Conversion
Performance Stock Units
2015-02-23−38,479→ 0 totalExp: 2016-03-01→ Common Stock (38,479 underlying)
Holdings
- 1,750,000
OP Units
→ Common Stock (1,750,000 underlying) - 344,930(indirect: By LLC)
OP Units
→ Common Stock (344,930 underlying)
Footnotes (8)
- [F1]These shares of common stock were issued pursuant to the Separation Agreement and General Release, dated February 2, 2015, between the Issuer and Mr. Fateh (the "Separation Agreement"), which, as disclosed in the Issuer's current report on Form 8-K, filed on February 4, 2015, provided that any unvested performance-based equity awards would vest, as if the performance objectives on which such awards are conditioned had been met at the greater of the target level and actual performance as of the date that Mr. Fateh's resignation became effective, or February 17, 2015 (the "Separation Date").
- [F2]Shares withheld by Registrant to satisfy minimum statutory withholding requirements on vesting of restricted stock.
- [F3]These performance stock units were issued under the Company's 2011 Equity Incentive Plan. Each unit represented the right to receive one share of the underlying security at a date in the future, based on the number of units that vested and subject to adjustment pursuant to the term of the applicable award agreement.
- [F4]These performance stock units were subject to performance-based vesting conditions. None of the units vested because the total shareholder return of the Company's common stock for a 3-year performance period that commenced on January 1, 2012 did not meet the return of the MSCI US REIT Index for the 3-year performance period.
- [F5]These performance stock units were subject to performance-based vesting conditions. Pursuant to the terms of the Separation Agreement, the units vested at 300% of target because the total shareholder return of the Company's common stock for the performance period that commenced on January 1, 2013 and ended on the Separation Date exceeded by an amount specified in the applicable award agreement the return of the MSCI US REIT Index for the performance period.
- [F6]These performance stock units were subject to performance-based vesting conditions. Pursuant to the terms of the Separation Agreement, the units vested at 300% of target because (a) with respect to one-half of the award, the total shareholder return of the Company's common stock for a performance period that commenced on January 1, 2014 and ended on the Separation Date exceeded by an amount specified in the applicable award agreement the return of the MSCI US REIT Index for the performance period, and (b) with respect to the remaining half of the award, the total shareholder return of the Company's common stock for a performance period that commenced on January 1, 2014 and ended on the Separation Date exceeded by an amount specified in the applicable award agreement the return of an index of publicly-traded data center companies for the performance period.
- [F7]"OP Units" represent limited partner interests of DuPont Fabros Technology, L.P., a Maryland limited partnership (the "OP"), the operating partnership of DuPont Fabros Technology, Inc. (the "Issuer"), of which the Issuer is the sole general partner. OP Units are redeemable twelve (12) months from the transaction date pursuant to which the OP units were issued for cash equal to the ten-current market value of one share of the Issuer's common stock, or, at the election of the Issuers, and equal number of shares of the Issuer's common stock.
- [F8]All of these OP Units are immediately redeemable (subject to certain limitations set forth in agreement of limited partnership of the OP). OP Units have no expiration date.
Documents
Issuer
DUPONT FABROS TECHNOLOGY, INC.
CIK 0001407739
Entity typeoperating
IncorporatedMD
Related Parties
1- filerCIK 0001407739
Filing Metadata
- Form type
- 4
- Filed
- Feb 24, 7:00 PM ET
- Accepted
- Feb 25, 4:51 PM ET
- Size
- 18.3 KB