QTS Realty Trust, Inc. (Form: 8-A12B, Received: 10/01/2013 17:28:17)

Date: October 1, 2013

QTS REALTY TRUST, INC.

/s/ Shirley E. Goza

Shirley E. Goza

Secretary and General Counsel

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF

THE SECURITIES EXCHANGE ACT OF 1934

QTS REALTY TRUST, INC.

(Exact name of registrant as specified in its charter)


Maryland		46-2809094
(State of incorporation or organization)		(I.R.S. Employer Identification No.)

12851 Foster Street Overland Park, Kansas		66213
(Address of principal executive offices)		(Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class

to be so registered

Name of each exchange on which

each class is to be registered

Class A common stock, $0.01 par value per share

New York Stock Exchange, Inc.

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ¨

Securities Act registration statement file number to which this form relates:

333-190675

Securities to be registered pursuant to Section 12(g) of the Act:

None.

Item 1.

Description of Registrant’s Securities to be Registered.

The description of the shares of Class A common stock, $0.01 par value per share (the “Class A Common Stock”), of QTS Realty Trust, Inc. (the “Company”), included under the heading “Description of Securities” in the prospectus forming part of the Company’s Registration Statement on Form S-11 (File No. 333-190675), initially filed with the Securities and Exchange Commission (the “Commission”) on August 16, 2013, as amended (the “Registration Statement”), is incorporated herein by reference. The prospectus to be filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, relating to the Registration Statement, shall be deemed to be incorporated herein by reference. In addition, information relating to the Company’s Class A Common Stock under the heading “Material Provisions of Maryland Law and of Our Charter and Bylaws” in the Registration Statement shall be deemed incorporated herein by reference.

Item 2.

Exhibits.

Not applicable.

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.