Robert M. Jackson - Mar 25, 2022 Form 4 Insider Report for CyrusOne Inc. (CONE)

Role: EVP & General Counsel
Signature: /s/ Robert M. Jackson
Stock symbol: CONE
Transactions as of: Mar 25, 2022
Transactions value $: $0
Form type: 4
Date filed: 3/25/2022, 04:27 PM
Previous filing: Feb 22, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CONE	Common Stock	Gift	$0	-1.24K	-2.01%	$0.00	60.4K	Mar 7, 2022	Direct	F1
transaction	CONE	Common Stock	Award	$0	+21.7K	+35.95%	$0.00	82.1K	Mar 25, 2022	Direct	F2
transaction	CONE	Common Stock	Disposed to Issuer		-82.1K	-100%		0	Mar 25, 2022	Direct	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CONE	LTIP Units	Award		+27.2K	+699.95%		31.1K	Mar 25, 2022	Common Stock	27.2K		Direct	F4
transaction	CONE	LTIP Units	Disposed to Issuer		-31.1K	-100%		0	Mar 25, 2022	Common Stock	31.1K		Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Robert M. Jackson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Charitable gift.
F2	Represents vesting of performance share units granted in 2020 at the maximum level in accordance with the terms of the Agreement and Plan of Merger, dated as of November 14, 2021 (the "Merger Agreement"), by and among CyrusOne Inc., a Maryland corporation (the "Company"), Cavalry Parent L.P., a Delaware limited partnership ("Parent"), and Cavalry Merger Sub LLC, a Delaware limited liability company and a wholly-owned subsidiary of Parent.
F3	Pursuant to them Merger Agreement, at the effective time of the merger (the "Effective Time"), (i) each share of Common Stock converted into the right to receive a lump-sum cash payment, without interest, equal to $90.50 (the "Merger Consideration") and (ii) each outstanding restricted stock unit was canceled and converted into the right to receive a lump-sum cash payment, without interest, equal to the Merger Consideration, plus the amount of any accrued dividend equivalents on such stock unit that remained unpaid at the Effective Time, which will be subject to the same vesting terms and conditions as the underlying stock unit.
F4	Represents vesting of LTIP Units in the Company's operating partnership, CyrusOne L.P., at the maximum level in accordance with the terms of the Merger Agreement.
F5	Pursuant to the Merger Agreement, at the Effective Time, each outstanding LTIP Unit was canceled and converted into the right to receive a lump-sum cash payment, without interest, equal to the product of the number of shares of Common Stock into which such LTIP Unit was convertible and the Merger Consideration, plus the amount of any declared distributions with respect to such LTIP Units that remain unpaid at the Effective Time.