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Form 4 IRON MOUNTAIN INC For: Jul 01 Filed by: Cloutier Ernest W

July 6, 2016 5:41 PM EDT
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Cloutier Ernest W

(Last) (First) (Middle)
C/O IRON MOUNTAIN INCORPORATED
ONE FEDERAL STREET

(Street)
BOSTON MA 02110

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
IRON MOUNTAIN INC [ IRM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Gen. Counsel, Secretary
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $.01 per share 07/01/2016   S (1)   3,000 D $ 39.852 (2) 38,622 D  
Common Stock, par value $.01 per share 07/01/2016   M (1)   16,426 A $ 30.427 55,048 D  
Common Stock, par value $.01 per share 07/01/2016   S (1)   16,426 D $ 39.93 (3) 38,622 D  
Common Stock, par value $.01 per share 07/01/2016   M (1)   115,033 A $ 30.427 153,655 D  
Common Stock, par value $.01 per share 07/01/2016   S (1)   115,033 D $ 39.927 (3) 38,622 D  
Common Stock, par value $.01 per share 07/01/2016   M (1)   3 A $ 30.427 38,625 D  
Common Stock, par value $.01 per share 07/01/2016   S (1)   3 D $ 39.92 38,622 D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 30.427 07/01/2016   M (1)     16,426   (4) 12/06/2017 Common Stock 16,426 $ 0 0 D  
Employee Stock Option (Right to Buy) $ 30.427 07/01/2016   M (1)     115,033   (5) 12/05/2017 Common Stock 115,033 $ 0 0 D  
Employee Stock Option (Right to Buy) $ 30.427 07/01/2016   M (1)     3 12/06/2012 12/06/2017 Common Stock 3 $ 0 0 D  
Explanation of Responses:
1. This transaction was effected pursuant to a 10b5-1 trading plan which was approved and became effective as of April 29, 2016.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.850 to $39.852, inclusive. The Reporting Person undertakes to provide to Iron Mountain Incorporated (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2).
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.850 to $40.000, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3).
4. This stock option, representing a right to purchase a total of 16,426 shares, is fully vested. The number of stock options granted includes previously reported adjustments effective on September 26, 2014 made in connection with the special distribution declared by the Board of Directors of the Company on September 15, 2014 and paid on November 4, 2014 (the "Special Distribution").
5. This stock option, representing a right to purchase a total of 115,033 shares, is fully vested. The number of stock options granted includes previously reported adjustments effective on September 26, 2014 made in connection with the Special Distribution.
/s/ Elizabeth Tammaro, under Power of Attorney dated May 26, 2016, from Ernest W. Cloutier 07/06/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


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