Statement of Changes in Beneficial Ownership (4)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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3235-0287

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Williams Chad L.	2. Issuer Name and Ticker or Trading Symbol QTS Realty Trust, Inc. [ QTS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Executive Officer
(Last)          (First)          (Middle) C/O QTS REALTY TRUST, INC., 12851 FOSTER STREET	3. Date of Earliest Transaction (MM/DD/YYYY) 4/23/2021
(Street) OVERLAND PARK, KS 66213 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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
Class A Common Stock	4/23/2021		C		2400.00	A	(1)	228027.00	D
Class A Common Stock	4/23/2021		S		2400.00 (2)	D	$67.0225 (3)	225627.00	D
Class A Common Stock	4/23/2021		M		49.00	A	(4)	3927.00	I	Footnote (5)
Class A Common Stock								41145.00	I	Footnote (6)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: 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
Class A units of Operating Partnership	(7)	4/23/2021		C			2400.00	(7)	(7)	Class A common stock	2400.00	(7)	58687.00	I	Footnote (5)
Class B Common Stock	(4)	4/23/2021		M			49.00	(4)	(4)	Class A Common Stock	49.00	(4)	124481.00	I	Footnote (5)
Class A Units of Operating Partnership	(7)							(7)	(7)	Class A Common Stock	6041200.00		6041200.00	I	Footnote (8)

Explanation of Responses:
(1)	Shares of Class A common stock were acquired upon Mr. Williams' redemption of Class A units of the Operating Partnership. Class A units are redeemable for cash or, at the operating partnership's election, shares of the Company's Class A common stock on a one-for-one basis, beginning November 1, 2014, which was one year following the beginning of the first full calendar month following the closing of the Company's initial public offering.
(2)	The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
(3)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.00 to $67.06, inclusive. The reporting person undertakes to provide to QTS Realty Trust, Inc., any security holder of QTS Realty Trust, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Footnote.
(4)	The Class B common stock converted automatically into shares of Class A common stock upon the redemption of certain Class A units of the Operating Partnership of QTS Realty Trust, Inc.
(5)	Securities held by a family limited liability company of which Mr. Williams is the manager.
(6)	Securities held by three separate Trusts of which Mr. Williams is the trustee.
(7)	Class A units are redeemable for cash or, at the operating partnership's election, shares of the Company's Class A common stock on a one-for-one basis, beginning November 1, 2014, which was one year following the beginning of the first full calendar month following the closing of the Company's initial public offering.
(8)	Securities are held by 13 separate family trusts of which Mr. Williams is the trustee and 2 separate family limited liability companies over which Mr. Williams has managerial authority.

Remarks: The Sales reported on this Form 4 effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person. The Sales represent approximately .00032% of the total amount of QTS securities owned by Mr. Williams prior to this reported transaction, inclusive of vested and unvested shares of Class A Common Stock, Class B Common Stock, Employee stock options (right to buy), target Performance-Based FFO Units and Performance-Based Relative TSR Units (to be granted upon performance metrics being met), and Class A units of Operating Partnership.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Williams Chad L. C/O QTS REALTY TRUST, INC. 12851 FOSTER STREET OVERLAND PARK, KS 66213	X		Chief Executive Officer

Signatures
/s/ Aga Carpenter, as attorney in fact for Chad L. Williams		4/27/2021
**Signature of Reporting Person		Date