IRON MOUNTAIN INCORPORATED (NYSE:IRM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

At the Annual Meeting, the Companys stockholders voted to
recommend, by nonbinding advisory vote, the frequency with
which the Company has future nonbinding advisory votes on the
compensation paid to the Companys executive officers. This
proposal received the following votes:

In accordance with our consideration of the voting results on
this nonbinding advisory proposal, the Board of Directors has
determined that the Company will hold a nonbinding advisory
vote on the compensation of its named executive officers every
year.

At the Annual Meeting, the Companys stockholders ratified the
appointment of Deloitte Touche LLP as the Companys independent
registered public accounting firm for the fiscal year ending
December31, 2017. This proposal received the following votes:

The results reported above are final voting results.

Item 8.01. Other Events.

Committee Appointments

On May24, 2017, upon recommendation from the Companys
Nominating and Governance Committee, or the Nominating and
Governance Committee, the Board of Directors approved the
appointment of the following members of the Companys Audit,
Compensation and Nominating and Governance Committees,
effective July25, 2017:

The Company also has a Finance Committee and a Risk and Safety
Committee, neither of which is required by the rulesof the New
York Stock Exchange. On May24, 2017, the Board of Directors,
upon recommendation

from the Nominating and Governance Committee, approved the
appointment of the following members to these committees,
effective July25, 2017:

Issuance of 3.000% Euro Senior Notes due 2025

On May23, 2017, the Company completed a private offering of
300.0 million in aggregate principal amount of 3.000% Euro
Senior Notes due 2025, or the Notes. The Notes were sold at
100.0% of par. The net proceeds from the offering were
approximately 295.8 million, after deducting discounts to the
initial purchasers and estimated offering expenses. The Company
used the net proceeds from the offering of the Notes to repay
outstanding borrowings under the Companys revolving credit
facility.

The Notes were offered and sold only to qualified institutional
buyers to Rule144A under the Securities Act of 1933, as
amended, or the Securities Act, and outside the United States
to Regulation S under the Securities Act. The Notes have not
been registered under the Securities Act or under any state
securities law, and may not be offered or sold in the United
States absent registration or an applicable exemption from, or
in a transaction not subject to, the registration requirements
of the Securities Act and applicable state securities laws.

The Notes were issued under a Senior Indenture, dated as of
May23, 2017, or the Indenture, by and among the Company, the
guarantors named therein, Wells Fargo Bank, National
Association, as trustee, and Socit Gnrale Bank Trust, as paying
agent, registrar and transfer agent.

The Company will pay 3.000% interest per annum on the principal
amount of the Notes, payable semi-annually on January15 and
July15 of each year. Interest will accrue on the Notes from
May23, 2017, and the first interest payment date will be
January15, 2018. The Notes will mature on January15, 2025,
unless earlier redeemed or repurchased in accordance with the
terms set forth in the Indenture.

The Notes are jointly and severally guaranteed on an unsecured
senior basis by the Companys direct and indirect wholly owned
U.S. subsidiaries that represent the substantial majority of
its U.S. operations, or the Subsidiary Guarantors. The Notes
and the guarantees will be the Companys and the Subsidiary
Guarantors general unsecured senior obligations, will be pari
passu in right of payment with all of the Companys and the
Subsidiary Guarantors existing and future senior debt and will
rank senior in right of payment to all of the Companys and the
Subsidiary Guarantors existing and future subordinated debt.
The Notes and the guarantees are effectively subordinated to
the Companys and the Subsidiary Guarantors secured indebtedness
to the extent of the value of the collateral securing such
indebtedness and structurally subordinated to all liabilities
of the Companys subsidiaries that do not guarantee the Notes.

Prior to June15, 2020, the Company may, at its option, redeem
all or a portion of the Notes at the make-whole price set forth
in the Indenture. Prior to June15, 2020, the Company may, at
its option, redeem the Notes with the net proceeds of certain
equity offerings at the redemption price set forth in the
Indenture so long as at least 180.0 million in aggregate
principal amount of the Notes remains outstanding immediately
afterwards. The Company has the option to redeem all or a
portion of the Notes at any time on or after June15, 2020 at
the redemption prices set forth in the Indenture. Upon the sale
of certain assets or upon certain changes of control, the
Company may be required to offer to repurchase the Notes under
the terms set forth in the Indenture.

The Indenture provides for customary events of default which
could cause, or permit, the acceleration of the Notes and which
are similar to those applicable to the Companys currently
outstanding senior notes. Under the terms of the Indenture, the
Company and certain of its subsidiaries are also subject to
covenants and restrictions which are generally similar to those
applicable to the Companys currently outstanding senior notes.

This brief description of the Notes is qualified in its
entirety by reference to the Indenture, attached hereto as
Exhibit4.1.

This Current Report on Form8-K shall not constitute an offer to
sell or the solicitation of an offer to buy securities, nor
shall there be any sale of these securities in any state or
other jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under
the securities laws of any such state or jurisdiction.

Item 9.01. Financial Statements and
Exhibits.

(d) Exhibits

4.1 Senior Indenture, dated as of May23, 2017, among the
Company, the Subsidiary Guarantors, Wells Fargo Bank, National
Association, as trustee, and Socit Gnrale Bank Trust, as paying
agent, registrar and transfer agent. (Filed herewith.)

10.1 First Amendment to the Iron Mountain Incorporated 2014
Stock and Cash Incentive Plan. (Filed herewith.)