Sec Form 4 Filing - Skomal Mark @ CyrusOne Inc. - 2022-03-25

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Skomal Mark 2. Issuer Name and Ticker or Trading Symbol CyrusOne Inc. [ CONE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP & Chief Accounting Officer (Last) (First) (Middle) C/O CYRUSONE INC., 2850 N HARWOOD ST STE 2200 3. Date of Earliest Transaction (MM/DD/YY) 03/25/2022 (Street) DALLAS, TX75201 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 Common Stock 03/25/2022 A 5,373( 1 ) A $ 0 18,151 D Common Stock 03/25/2022 D 18,151( 2 ) D 0 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 LTIP Units ( 3 ) 03/25/2022 A 6,798 ( 3 ) ( 3 ) Common Stock 6,798 ( 3 ) 7,769 D LTIP Units ( 4 ) 03/25/2022 D 7,769 ( 4 ) ( 4 ) Common Stock 7,769 ( 4 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Skomal Mark C/O CYRUSONE INC. 2850 N HARWOOD ST STE 2200 DALLAS, TX75201 SVP & Chief Accounting Officer Signatures /s/ Robert M. Jackson, Attorney-in-fact 03/25/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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. ( 2 )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. ( 3 )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. ( 4 )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 Unit that remain unpaid at the Effective Time.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.