Iron Mountain Inc.

10/21/2025 | Press release | Distributed by Public on 10/21/2025 14:22

Management Change/Compensation (Form 8-K)

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 21, 2025, the board of directors (the "Board") of the Company elected Christie Kelly, age 64, to serve as a director of the Company effective immediately. There are no arrangements or understandings between Ms. Kelly and any other persons pursuant to which she was elected as a director, and Ms. Kelly has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Ms. Kelly does not have a family relationship with any member of the Board or any executive officer of the Company. Effective immediately, Ms. Kelly will serve on the Audit Committee of the Board.
Ms. Kelly is an accomplished, three-time Fortune 500 CFO in the real estate sector with extensive experience in finance and strategy. From 2021 to 2023, Ms. Kelly served as Executive Vice President, Chief Financial Officer and Treasurer of Realty Income Corporation, a publicly traded triple-net lease REIT. From 2013 to 2018, Ms. Kelly served as EVP and Global Chief Financial Officer of Jones Lang LaSalle Incorporated, a publicly traded financial and professional services firm specializing in real estate. Prior to that, she served as EVP and Chief Financial Officer of Duke Realty Corporation, a publicly traded industrial REIT, from 2009 to 2013. Ms. Kelly also held senior leadership positions at Lehman Brothers and General Electric during her career. Ms. Kelly has served on the board of Park Hotels & Resorts, a publicly traded lodging REIT, since 2016. Since 2013, she has served on the board of Kite Realty Group Trust, a publicly traded REIT. Since September 2025, Ms. Kelly has served on the board of Legence Corporation, a publicly traded company. She also serves on the private board of Gilbane, Inc. Ms. Kelly has a Bachelor of Arts in Economics from Bucknell University.
For her service as a director, Ms. Kelly will be entitled to the compensation that the Company generally provides to its non-employee directors. A summary of the Company's currently-effective compensation plan for non-employee directors (the "Director Compensation Plan") is filed as Exhibit 10.53 to the Company's Annual Report on Form 10-K for the year ended December 31, 2024 (the "2024 Annual Report"). Ms. Kelly will also be able to participate in the Iron Mountain Incorporated Directors Deferred Compensation Plan, which is filed as Exhibit 10.54 to the 2024 Annual Report. Effective immediately, pursuant to the Director Compensation Plan, Ms. Kelly will receive a prorated annual grant of restricted stock units ("RSUs") under the Iron Mountain Incorporated 2014 Stock and Cash Incentive Plan. Each RSU represents the right to receive one full share of the Company's common stock, and the RSUs will vest immediately upon grant.
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