Common use of Description of Capital Stock Clause in Contracts

Description of Capital Stock. The following summary of the terms of Equinix, Inc.’s capital stock is not meant to be complete and is qualified by reference to the relevant provisions of the Delaware General Corporation Law (the “DGCL”) and Equinix, Inc.’s amended and restated certificate of incorporation (our “certificate of incorporation”) and amended and restated bylaws (our “bylaws”). Our certificate of incorporation and bylaws are incorporated by reference as exhibits to the registration statement of which this prospectus forms a part. See “Where You Can Find More Information” above. As used in this section under the heading “Description of Capital Stock”, the terms “we”, “our” and “us” refer to Equinix, Inc. only, unless otherwise indicated or the context otherwise requires. Under our certificate of incorporation, our authorized capital stock consists of 300,000,000 shares of common stock, par value $0.001 per share, and 100,000,000 shares of preferred stock, $0.001 par value per share. The holders of our common stock are entitled to one vote per share on all matters to be voted on by the stockholders. Subject to preferences that may be applicable to any outstanding preferred stock, the holders of common stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by the board of directors out of funds legally available for the payment of dividends. All dividends are non-cumulative. In the event of the liquidation, dissolution or winding up of Equinix, Inc., the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to prior distribution rights of preferred stock, if any, then outstanding. Our common stock has no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of our common stock are fully paid and nonassessable. Our common stock is listed on the Nasdaq Global Select Market under the symbol “EQIX.” Preferred stock may be issued from time to time in one or more series, each of which is to have the voting powers, designation, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted by our board of directors. Our board of directors has the authority, without stockholder approval, to create one or more series of preferred stock and, with respect to each series, to fix or alter as permitted by law, among other things, the number of shares of the series and the designation thereof, dividend rights, dividend rate, conversion rights, voting rights, rights and terms of any redemption, redemption price or prices and liquidation preferences. When we or the selling securityholders offer to sell a particular series of preferred stock, we will describe the specific terms of the securities in a supplement to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock and is also subject to our certificate of incorporation. The transfer agent for each series of preferred stock will be described in the prospectus supplement.

Description of Capital Stock. The following summary description of the terms of Equinix, Inc.’s our capital stock is not meant to be complete and may not contain all the information you should consider before investing in our capital stock. This description is summarized from, and qualified in its entirety by reference to to, our Certificate of Incorporation and Bylaws, which have been publicly filed with the relevant provisions of the Delaware General Corporation Law (the “DGCL”) and Equinix, Inc.’s amended and restated certificate of incorporation (our “certificate of incorporation”) and amended and restated bylaws (our “bylaws”). Our certificate of incorporation and bylaws are incorporated by reference as exhibits to the registration statement of which this prospectus forms a partSEC. See “Where You Can Find More Information; Incorporation by Reference.” above. As used in this section under the heading “Description of Capital Stock”, the terms “we”, “our” and “us” refer to Equinix, Inc. only, unless otherwise indicated or the context otherwise requires. Under our certificate of incorporation, our Our authorized capital stock consists of 300,000,000 75,000,000 shares of common stock, par value of $0.001 0.00001 per share, and 100,000,000 1,000,000 shares of preferred stock, par value of $0.001 par value per share. The holders As of September 30, 2020, there were 4,501,271 shares of our common stock are entitled issued and outstanding held by 852 holders of record. We currently have no shares of preferred stock issued and outstanding. Each share of our common stock entitles its holder to one vote per share in the election of each director and on all other matters to be voted on generally by the our stockholders. Subject to preferences No share of our common stock affords any cumulative voting rights. This means that may be applicable to any outstanding preferred stock, the holders of a majority of the voting power of the shares voting for the election of directors can elect all directors to be elected if they choose to do so. Holders of our common stock are will be entitled to receive ratably dividends in such dividends, if any, amounts and at such times as our Board of Directors in its discretion may be declared from time to time by the board of directors declare out of funds legally available for the payment of dividends. All We currently do not anticipate paying any cash dividends are non-cumulativeon the common stock in the foreseeable future. In Any future dividends will be paid at the event discretion of our Board of Directors after taking into account various factors, including: ● general business conditions; ● industry practice; ● our financial condition and performance; ● our future prospects; ● our cash needs and capital investment plans; ● our obligations to holders of any preferred stock we may issue; ● income tax consequences; and ● the liquidationrestrictions Delaware and other applicable laws and our credit arrangements may impose, dissolution from time to time. If we liquidate or winding up of Equinix, Inc.dissolve our business, the holders of our common stock are entitled to will share ratably in all our assets remaining that are available for distribution to our stockholders after payment our creditors are paid in full and the holders of liabilities, subject to prior distribution rights all series of our outstanding preferred stock, if any, then outstandingreceive their liquidation preferences in full. Our common stock has no preemptive rights and is not convertible or conversion rights redeemable or other subscription rights. There are no redemption or sinking fund provisions applicable entitled to the common stock. All outstanding shares of our common stock are fully paid and nonassessable. Our common stock is listed on the Nasdaq Global Select Market under the symbol “EQIX.” Preferred stock may be issued from time to time in one or more series, each of which is to have the voting powers, designation, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted by our board of directors. Our board of directors has the authority, without stockholder approval, to create one or more series of preferred stock and, with respect to each series, to fix or alter as permitted by law, among other things, the number of shares of the series and the designation thereof, dividend rights, dividend rate, conversion rights, voting rights, rights and terms benefits of any redemption, redemption price sinking or prices and liquidation preferences. When we or the selling securityholders offer to sell a particular series of preferred stock, we will describe the specific terms of the securities in a supplement to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock and is also subject to our certificate of incorporation. The transfer agent for each series of preferred stock will be described in the prospectus supplementrepurchase fund.

Description of Capital Stock. The following summary description of common stock and preferred stock summarizes the material terms of Equinix, Inc.’s capital stock is not meant to be complete and is qualified by reference to the relevant provisions of the Delaware General Corporation Law (common stock and preferred stock that we may offer under this prospectus, but is not complete. For the “DGCL”) complete terms of our common stock and Equinixpreferred stock, Inc.’s please refer to our amended and restated certificate of incorporation (incorporation, as amended, any certificates of designation for our “certificate of incorporation”) preferred stock, and our amended and restated bylaws (our “bylaws”), as amended. Our certificate While the terms we have summarized below will apply generally to any future common stock or preferred stock that we may offer, we will describe the specific terms of incorporation and bylaws are incorporated by reference as exhibits to any series of preferred stock in more detail in the registration statement of which this applicable prospectus forms supplement. If we so indicate in a part. See “Where You Can Find More Information” above. As used in this section under the heading “Description of Capital Stock”prospectus supplement, the terms “we”, “our” and “us” refer to Equinix, Inc. only, unless otherwise indicated or of any preferred stock we offer under that prospectus supplement may differ from the context otherwise requiresterms we describe below. Under our certificate of incorporation, our We have authorized capital stock consists of 300,000,000 201,000,000 shares of common capital stock, par value $0.001 per share, of which 200,000,000 are shares of common stock and 100,000,000 1,000,000 are shares of “blank check” preferred stock, of which 200 are authorized as Series A Preferred Stock, 600 are authorized as Series B Preferred Stock, 4,200 are authorized as Series C Preferred Stock, 1,400 are authorized as Series D Preferred Stock, 1,000 are authorized as Series E Preferred Stock and 200,000 are authorized as Series F Junior Participating Preferred Stock. As of December 30, 2020, there were 30,719,498 shares of common stock issued and outstanding, 105 shares of Series C Preferred Stock issued and outstanding and no shares of our Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock or Series F Junior Participating Preferred Stock issued and outstanding. The authorized and unissued shares of common stock and the authorized and undesignated shares of preferred stock are available for issuance without further action by our stockholders, unless such action is required by applicable law or the rules of any stock exchange on which our securities may be listed. Unless approval of our stockholders is so required, our board of directors does not intend to seek stockholder approval for the issuance and sale of our common stock or preferred stock, $0.001 par value per share. The holders of our common stock are entitled to one vote per share on all matters to be voted on upon by the stockholders. Subject to preferences that may be applicable to any outstanding preferred stock, the holders Holders of our common stock are entitled to receive ratably such dividends, if any, dividends as may be declared from time to time by the board of directors out of funds legally available for that purpose. We have never paid cash dividends on our common stock and do not anticipate paying any cash dividends in the payment foreseeable future but intend to retain our capital resources for reinvestment in our business. Any future disposition of dividendsdividends will be at the discretion of our board of directors and will depend upon, among other things, our future earnings, operating and financial condition, capital requirements, and other factors. All dividends Each share of common stock entitles the holder to one vote, either in person or by proxy, at meetings of stockholders. The holders are non-cumulativenot permitted to vote their shares cumulatively. In Accordingly, the event stockholders of our common stock who hold, in the aggregate, more than fifty percent of the total voting rights can elect all of our directors and, in such event, the holders of the remaining minority shares will not be able to elect any of such directors. The vote of the holders of a majority of the issued and outstanding shares of common stock entitled to vote thereon is sufficient to authorize, affirm, ratify or consent to such act or action, except as otherwise provided by law. Holders of our common stock have no preemptive rights or other subscription rights, conversion rights, redemption or sinking fund provisions. Subject to the rights of the holders of our preferred stock, upon our liquidation, dissolution or winding up of Equinix, Inc.up, the holders of our common stock are will be entitled to share ratably in all the net assets remaining legally available for distribution to stockholders after the payment of all of our debts and other liabilities, subject to prior distribution rights of preferred stock, if any, then outstanding. Our common stock has no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of The transfer agent and registrar for our common stock are fully paid and nonassessableis Action Stock Transfer Corporation. The transfer agent’s address is 0000 Xxxx Xxxx Xxxxx Xxxx., Xxxxx 000, Xxxx Xxxx Xxxx, XX 00000. Our common stock is listed on the Nasdaq Global Select Capital Market under the symbol “EQIXBSGM.” Preferred stock may be issued The board of directors is authorized, subject to any limitations prescribed by law, without further vote or action by the stockholders, to issue from time to time shares of preferred stock in one or more series. Each such series of preferred stock shall have such number of shares, each of which is to have the designations, preferences, voting powers, designationqualifications, and special or relative rights or privileges as shall be determined by the board of directors, which may include, among others, dividend rights, voting rights, liquidation preferences, conversion rights and preemptive rights. Issuance of preferred stock by our board of directors may result in such shares having dividend and/or liquidation preferences senior to the rights of the holders of our common stock and could dilute the voting rights of the holders of our common stock. Prior to the issuance of shares of each series of preferred stock, the board of directors is required by the Delaware General Corporation Law (the “DGCL”) and our certificate of incorporation to adopt resolutions and file a certificate of designation with the Secretary of State of the State of Delaware. The certificate of designation fixes for each class or series the designations, powers, preferences, rights, qualifications, limitations and restrictions, including, but not limited to, some or all of the following: ● the number of shares constituting that series and the distinctive designation of that series, which number may be increased or decreased (but not below the number of shares then outstanding) from time to time by action of the board of directors; ● the dividend rate and the manner and frequency of payment of dividends on the shares of that series, whether dividends will be cumulative, and, if so, from which date; ● whether that series will have voting rights, in addition to any voting rights provided by law, and, if so, the terms of such voting rights; ● whether that series will have conversion privileges, and, if so, the terms and conditions of such conversion, including provision for adjustment of the conversion rate in such events as the board of directors may determine; ● whether or not the shares of that series will be redeemable, and, if so, the terms and conditions of such redemption; ● whether that series will have a sinking fund for the redemption or purchase of shares of that series, and, if so, the terms and amount of such sinking fund; ● whether or not the shares of the series will have priority over or be on a parity with or be junior to the shares of any other series or class in any respect; ● the rights of the shares of that series in the event of voluntary or involuntary liquidation, dissolution or winding up of the corporation, and the relative rights or priority, if any, of payment of shares of that series; and ● any other relative rights, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted series. Once designated by our board of directors. Our board of directors has the authority, without stockholder approval, to create one or more series of preferred stock and, with respect to each series, to fix or alter as permitted by law, among other things, the number of shares of the series and the designation thereof, dividend rights, dividend rate, conversion rights, voting rights, rights and terms of any redemption, redemption price or prices and liquidation preferences. When we or the selling securityholders offer to sell a particular series of preferred stock, we will describe the specific terms of the securities in a supplement to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock may have specific financial and other terms that will be described in a prospectus supplement. The description of the preferred stock that is also subject set forth in any prospectus supplement is not complete without reference to the documents that govern the preferred stock. These include our certificate of incorporationincorporation and any certificates of designation that our board of directors may adopt. The transfer agent for each All shares of preferred stock offered hereby will, when issued, be fully paid and nonassessable, including shares of preferred stock issued upon the exercise of preferred stock warrants or subscription rights, if any. Although our board of directors has no intention at the present time of doing so, it could authorize the issuance of a series of preferred stock that could, depending on the terms of such series, impede the completion of a merger, tender offer or other takeover attempt. We are subject to Section 203 of the DGCL. Section 203 generally prohibits a public Delaware corporation from engaging in a “business combination” with an “interested stockholder” for a period of three years after the date of the transaction in which the person became an interested stockholder, unless: • prior to the date of the transaction, the board of directors of the corporation approved either the business combination or the transaction which resulted in the stockholder becoming an interested stockholder; • the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced, excluding for purposes of determining the number of shares outstanding (i) shares owned by persons who are directors and also officers and (ii) shares owned by employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be described tendered in a tender or exchange offer; or • on or subsequent to the prospectus supplementdate of the transaction, the business combination is approved by the board and authorized at an annual or special meeting of stockholders, and not by written consent, by the affirmative vote of at least 66 2/3% of the outstanding voting stock which is not owned by the interested stockholder.

Description of Capital Stock. The following summary of the terms of Equinix, Inc.’s capital stock is does not meant purport to be complete and is qualified in its entirety by reference to the relevant provisions of the Delaware General Corporation Law (the “DGCL”) and Equinix, Inc.’s amended and restated certificate of incorporation (our “certificate of incorporation”) and amended and restated bylaws (our “bylaws”). Our certificate of incorporation and bylaws are incorporated by reference as exhibits bylaws, and to the registration statement provisions of which this prospectus forms a partthe General Corporation Law of the State of Delaware, as amended. See “Where You Can Find More Information” aboveWe are authorized to issue 500,000,000 shares of Class A Common Stock and 25,000,000 shares of Class B Common Stock, par value $0.001 per share. As used in of the date of this section under the heading prospectus, there were 66,899,396 shares of our Class A Common Stock issued and outstanding but no shares of Class B common stock issued or outstanding. The outstanding shares of our common stock are validly issued, fully paid and nonassessable. In this prospectus, all references solely to “Description of Capital Stock”, the terms “we”, “ourcommon stock” and “us” shall refer to Equinixthe Class A Common Stock except where otherwise indicated. In this prospectus, Inc. only, unless all references solely to “common stock” shall refer to both the Class A Common Stock and the Class B Common Stock except where otherwise indicated or the context otherwise requiresindicated. Under our certificate of incorporation, our We are authorized capital stock consists of 300,000,000 to issue up to 25,000,000 shares of common preferred stock, par value $0.001 per share, and 100,000,000 . Of these shares of preferred stock, $0.001 par value per share1,000,000 are designated as Series A Convertible Preferred Stock, 500,000 are designated as Series B Convertible Preferred Stock, and 2,500 are designated as Series C Convertible Redeemable Preferred Stock. The As of the date of this prospectus, there were 7,040 shares of Series A Convertible Preferred Stock outstanding, 125,000 shares of Series B Convertible Preferred Stock and no shares of Series C Convertible Redeemable Preferred Stock outstanding. Holders of our shares of Class A common stock are entitled to one vote for each share on all matters submitted to a shareholder vote. Holders of our shares Class B common stock are entitled to ten votes for each share on all matters submitted to a shareholder vote. Holders of our common stock do not have cumulative voting rights. Therefore, holders of a majority of the shares of our common stock voting for the election of directors can elect all of the directors. Holders of our common stock representing a majority of the voting power of our capital stock issued, outstanding and entitled to vote, represented in person or by proxy, are necessary to constitute a quorum at any meeting of shareholders. A vote by the holders of a majority of our outstanding shares is required to effectuate certain fundamental corporate changes such as liquidation, merger or an amendment to our certificate of incorporation. Holders of our common stock are entitled to one vote per share on in all matters to be voted on by the stockholders. Subject to preferences dividends that may be applicable to any outstanding preferred stockour Board of Directors, the holders of common stock are entitled to receive ratably such dividendsin its discretion, if any, as may be declared declares from time to time by the board of directors out of funds legally available for the payment of dividends. All dividends are non-cumulativefunds. In the event of the a liquidation, dissolution or winding up of Equinixup, Inc., the holders of common stock are entitled each outstanding share entitles its holder to share ratably participate pro rata in all assets remaining that remain after payment of liabilities, subject to prior distribution rights liabilities and after providing for each class of preferred stock, if any, then outstandinghaving preference over our common stock. Our common stock has no preemptive preemptive, subscription or conversion rights or other subscription rights. There and there are no redemption or sinking fund provisions applicable to the our common stock. All outstanding shares of our common stock are fully paid and nonassessable. Our common stock is listed on the Nasdaq Global Select Market under the symbol “EQIX.” Preferred stock may be issued from time to time in one or more series, each of which is to have the voting powers, designation, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted by our board of directors. Our board of directors has the authority, without stockholder approval, to create one or more series of preferred stock and, with respect to each series, to fix or alter as permitted by law, among other things, the number of shares of the series and the designation thereof, dividend rights, dividend rate, conversion rights, voting rights, rights and terms of any redemption, redemption price or prices and liquidation preferences. When we or the selling securityholders offer to sell a particular series of preferred stock, we will describe the specific terms of the securities in a supplement to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock and is also subject to our certificate of incorporation. The transfer agent for each series of preferred stock will be described in the prospectus supplement.

Description of Capital Stock. The following summary of This section describes the general terms of Equinix, Inc.’s capital stock is not meant to be complete and is qualified by reference to the relevant provisions of the Delaware General Corporation Law (the “DGCL”) and Equinix, Inc.’s amended and restated certificate of incorporation (our “certificate of incorporation”) and amended and restated bylaws (our “bylaws”). Our certificate of incorporation and bylaws are incorporated by reference as exhibits to the registration statement of which this prospectus forms a part. See “Where You Can Find More Information” above. As used in this section under the heading “Description of Capital Stock”, the terms “we”, “our” and “us” refer to Equinix, Inc. only, unless otherwise indicated or the context otherwise requires. Under our certificate of incorporation, our authorized capital stock consists of 300,000,000 shares of our common stock, par value $0.001 per share, and preferred stock, par value $0.001 per share. This description is only a summary. Our amended and restated certificate of incorporation, as amended and our amended and restated bylaws have been filed as exhibits to our periodic reports filed with the SEC, which are incorporated by reference in this prospectus. You should read our amended and restated certificate of incorporation and our amended and restated bylaws for additional information before you buy any of our common stock, preferred stock or other securities. See “Where You Can Find More Information.” We are authorized to issue 100,000,000 shares of common stock. As of September 30, 2020, there were 4,591,415 shares of common stock issued and outstanding. Each holder of common stock is entitled to one vote for each share of common stock held on all matters submitted to a vote of stockholders. We have not provided for cumulative voting for the election of directors in our amended and restated certificate of incorporation, as amended. This means that the holders of a majority of the shares voted can elect all of the directors then standing for election. Subject to preferences that may apply to shares of preferred stockstock outstanding at the time, $0.001 par value per share. The the holders of outstanding shares of our common stock are entitled to one vote per share on all matters to be voted on by receive dividends out of assets legally available at the stockholders. Subject to preferences times and in the amounts that our board of directors may be applicable to any outstanding preferred stock, the holders of common stock are entitled to receive ratably such dividends, if any, as may be declared determine from time to time by the board of directors out of funds legally available for the payment of dividendstime. All dividends are non-cumulative. In the event of the Upon our liquidation, dissolution or winding up of Equinix, Inc.winding-up, the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to prior distribution rights all liabilities and the liquidation preferences of any outstanding preferred stock, if any, then outstanding. Our Holders of common stock has have no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of our common stock are fully paid and nonassessable. Our common stock is listed on the Nasdaq Global Select Market under the symbol “EQIX.” We are authorized to issue 5,000,000 shares of preferred stock, 1,959 shares of which were issued and outstanding as of September 30, 2020. Of this amount, (i) 13,500 shares have been designated Series A 3.6% Convertible Preferred stock Stock, 0 shares of which are outstanding, (ii) 10,000 shares have been designated Series B Convertible Preferred Stock, 1,016 shares of which are outstanding, and (iii) 7,000 shares have been designated Series C Convertible Preferred Stock, 938 shares of which are outstanding. We may be issued from time to time issue additional shares of preferred stock, in one or more series, each of which is to have the voting with such designations, powers, designation, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted by our board of directors. Our board of directors has the authoritymay authorize, without stockholder approvalfurther action by our stockholders, to create one or more including: • the distinctive designation of each series of preferred stock and, with respect to each series, to fix or alter as permitted by law, among other things, and the number of shares that will constitute the series; • the voting rights, if any, of shares of the series and the designation thereof, dividend rights, dividend rate, conversion rights, terms and conditions of the voting rights; • the dividend rate on the shares of the series, rights the dates on which dividends are payable, any restriction, limitation or condition upon the payment of dividends, whether dividends will be cumulative, and the dates from and after which dividends shall accumulate; • the prices at which, and the terms and conditions on which, the shares of the series may be redeemed, if the shares are redeemable; • the terms and conditions of a sinking or purchase fund for the purchase or redemption of shares of the series, if such a fund is provided; • any preferential amount payable upon shares of the series in the event of the liquidation, dissolution or winding up of, or upon the distribution of any of our assets; and • the prices or rates of conversion or exchange at which, and the terms and conditions on which, the shares of the series may be converted or exchanged into other securities, if the shares are convertible or exchangeable. The particular terms of any redemption, redemption price or prices and liquidation preferences. When we or the selling securityholders offer to sell a particular additional series of preferred stock, we will describe and the specific terms of the securities in a supplement to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock and is also subject to our certificate of incorporation. The transfer agent and registrar for each series of preferred stock that series, will be described in the a prospectus supplement. Any material United States federal income tax consequences and other special considerations with respect to any preferred stock offered under this prospectus will also be described in the applicable prospectus supplement. The issuance of preferred stock could decrease the amount of earnings and assets available for distribution to holders of our common stock or adversely affect the rights and powers, including voting rights, of the holders of our common stock. The issuance of preferred stock could have the effect of delaying, deferring or preventing a change in control of our company, which could depress the market price of our common stock.

Description of Capital Stock. The following summary description of common stock and preferred stock summarizes the material terms of Equinix, Inc.’s capital stock is not meant to be complete and is qualified by reference to the relevant provisions of the Delaware General Corporation Law (common stock and preferred stock that we may offer under this prospectus, but is not complete. For the “DGCL”) complete terms of our common stock and Equinixpreferred stock, Inc.’s please refer to our amended and restated certificate of incorporation (incorporation, as amended, any certificates of designation for our “certificate preferred stock, and our restated bylaws, as amended, as may be amended from time to time. While the terms we have summarized below will apply generally to any future common stock or preferred stock that we may offer, we will describe the specific terms of incorporation”) and amended and restated bylaws (our “bylaws”)any series of preferred stock in more detail in the applicable prospectus supplement. Our certificate of incorporation and bylaws are incorporated by reference as exhibits to the registration statement of which this If we so indicate in a prospectus forms a part. See “Where You Can Find More Information” above. As used in this section under the heading “Description of Capital Stock”supplement, the terms “we”, “our” and “us” refer to Equinix, Inc. only, unless otherwise indicated or of any preferred stock we offer under that prospectus supplement may differ from the context otherwise requiresterms we describe below. Under our certificate of incorporation, our We have authorized capital stock consists of 300,000,000 201,000,000 shares of common capital stock, par value $0.001 per share, of which 200,000,000 are shares of common stock and 100,000,000 1,000,000 are shares of “blank check” preferred stock, of which 200 are authorized as Series A Preferred Stock, 600 are authorized as Series B Preferred Stock, 4,200 are authorized as Series C Preferred Stock, 1,400 are authorized as Series D Preferred Stock, 1,000 are authorized as Series E Preferred Stock and 200,000 are authorized as Series F Junior Participating Preferred Stock. As of August 27, 2020, there were 29,803,614 shares of common stock issued and outstanding, 105 shares of Series C Preferred Stock issued and outstanding and no shares of our Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock or Series F Junior Participating Preferred Stock issued and outstanding. The authorized and unissued shares of common stock and the authorized and undesignated shares of preferred stock are available for issuance without further action by our stockholders, unless such action is required by applicable law or the rules of any stock exchange on which our securities may be listed. Unless approval of our stockholders is so required, our board of directors does not intend to seek stockholder approval for the issuance and sale of our common stock or preferred stock, $0.001 par value per share. The holders of our common stock are entitled to one vote per share on all matters to be voted on upon by the stockholders. Subject to preferences that may be applicable to any outstanding preferred stock, the holders Holders of our common stock are entitled to receive ratably such dividends, if any, dividends as may be declared from time to time by the board of directors out of funds legally available for that purpose. We have never paid cash dividends on our common stock and do not anticipate paying any cash dividends in the payment foreseeable future but intend to retain our capital resources for reinvestment in our business. Any future disposition of dividendsdividends will be at the discretion of our board of directors and will depend upon, among other things, our future earnings, operating and financial condition, capital requirements, and other factors. All dividends Each share of common stock entitles the holder to one vote, either in person or by proxy, at meetings of stockholders. The holders are non-cumulativenot permitted to vote their shares cumulatively. In Accordingly, the event stockholders of our common stock who hold, in the aggregate, more than fifty percent of the total voting rights can elect all of our directors and, in such event, the holders of the remaining minority shares will not be able to elect any of such directors. The vote of the holders of a majority of the issued and outstanding shares of common stock entitled to vote thereon is sufficient to authorize, affirm, ratify or consent to such act or action, except as otherwise provided by law. Holders of our common stock have no preemptive rights or other subscription rights, conversion rights, redemption or sinking fund provisions. Subject to the rights of the holders of our preferred stock, upon our liquidation, dissolution or winding up of Equinix, Inc.up, the holders of our common stock are will be entitled to share ratably in all the net assets remaining legally available for distribution to stockholders after the payment of all of our debts and other liabilities, subject to prior distribution rights of preferred stock, if any, then outstanding. Our common stock has no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of The transfer agent and registrar for our common stock are fully paid and nonassessableis Action Stock Transfer Corporation. The transfer agent’s address is 0000 Xxxx Xxxx Xxxxx Xxxx., Xxxxx 000, Xxxx Xxxx Xxxx, XX 00000. Our common stock is listed on the Nasdaq Global Select Capital Market under the symbol “EQIXBSGM.” Preferred stock may be issued The board of directors is authorized, subject to any limitations prescribed by law, without further vote or action by the stockholders, to issue from time to time shares of preferred stock in one or more series. Each such series of preferred stock shall have such number of shares, each of which is to have the designations, preferences, voting powers, designationqualifications, and special or relative rights or privileges as shall be determined by the board of directors, which may include, among others, dividend rights, voting rights, liquidation preferences, conversion rights and preemptive rights. Issuance of preferred stock by our board of directors may result in such shares having dividend and/or liquidation preferences senior to the rights of the holders of our common stock and could dilute the voting rights of the holders of our common stock. Prior to the issuance of shares of each series of preferred stock, the board of directors is required by the Delaware General Corporation Law and our certificate of incorporation to adopt resolutions and file a certificate of designation with the Secretary of State of the State of Delaware. The certificate of designation fixes for each class or series the designations, powers, preferences, rights, qualifications, limitations and restrictions, including, but not limited to, some or all of the following: • the number of shares constituting that series and the distinctive designation of that series, which number may be increased or decreased (but not below the number of shares then outstanding) from time to time by action of the board of directors; • the dividend rate and the manner and frequency of payment of dividends on the shares of that series, whether dividends will be cumulative, and, if so, from which date; • whether that series will have voting rights, in addition to any voting rights provided by law, and, if so, the terms of such voting rights; • whether that series will have conversion privileges, and, if so, the terms and conditions of such conversion, including provision for adjustment of the conversion rate in such events as the board of directors may determine; • whether or not the shares of that series will be redeemable, and, if so, the terms and conditions of such redemption; • whether that series will have a sinking fund for the redemption or purchase of shares of that series, and, if so, the terms and amount of such sinking fund; • whether or not the shares of the series will have priority over or be on a parity with or be junior to the shares of any other series or class in any respect; • the rights of the shares of that series in the event of voluntary or involuntary liquidation, dissolution or winding up of the corporation, and the relative rights or priority, if any, of payment of shares of that series; and • any other relative rights, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted series. Once designated by our board of directors, each series of preferred stock may have specific financial and other terms that will be described in a prospectus supplement. Our The description of the preferred stock that is set forth in any prospectus supplement is not complete without reference to the documents that govern the preferred stock. These include our certificate of incorporation and any certificates of designation that our board of directors may adopt. All shares of preferred stock offered hereby will, when issued, be fully paid and nonassessable, including shares of preferred stock issued upon the exercise of preferred stock warrants or subscription rights, if any. Although our board of directors has no intention at the authoritypresent time of doing so, without stockholder approval, to create one or more it could authorize the issuance of a series of preferred stock andthat could, depending on the terms of such series, impede the completion of a merger, tender offer or other takeover attempt. We are subject to Section 203 of the Delaware General Corporation Law. Section 203 generally prohibits a public Delaware corporation from engaging in a “business combination” with an “interested stockholder” for a period of three years after the date of the transaction in which the person became an interested stockholder, unless: • prior to the date of the transaction, the board of directors of the corporation approved either the business combination or the transaction which resulted in the stockholder becoming an interested stockholder; • the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced, excluding for purposes of determining the number of shares outstanding (i) shares owned by persons who are directors and also officers and (ii) shares owned by employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchange offer; or • on or subsequent to the date of the transaction, the business combination is approved by the board and authorized at an annual or special meeting of stockholders, and not by written consent, by the affirmative vote of at least 66 2/3% of the outstanding voting stock which is not owned by the interested stockholder. Section 203 defines a business combination to include: • any merger or consolidation involving the corporation and the interested stockholder; • any sale, transfer, pledge or other disposition involving the interested stockholder of 10% or more of the assets of the corporation; • subject to exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the corporation to the interested stockholder; or • the receipt by the interested stockholder of the benefit of any loans, advances, guarantees, pledges or other financial benefits provided by or through the corporation. In general, Section 203 defines an “interested stockholder” as any entity or person beneficially owning 15% or more of the outstanding voting stock of the corporation and any entity or person affiliated with, or controlling, or controlled by, the entity or person. The term “owner” is broadly defined to include any person that, individually, with respect to each series, to fix or alter as permitted by lawthrough that person’s affiliates or associates, among other things, beneficially owns the number stock, or has the right to acquire the stock, whether or not the right is immediately exercisable, under any agreement or understanding or upon the exercise of shares warrants or options or otherwise or has the right to vote the stock under any agreement or understanding, or has an agreement or understanding with the beneficial owner of the series and stock for the designation thereofpurpose of acquiring, dividend rights, dividend rate, conversion rightsholding, voting rightsor disposing of the stock. The restrictions in Section 203 do not apply to corporations that have elected, rights in the manner provided in Section 203, not to be subject to Section 203 of the Delaware General Corporation Law or, with certain exceptions, which do not have a class of voting stock that is listed on a national securities exchange or held of record by more than 2,000 stockholders. Our certificate of incorporation and terms bylaws do not opt out of any redemptionSection 203. Section 203 could delay or prohibit mergers or other takeover or change in control attempts with respect to us and, redemption price or prices and liquidation preferences. When we or accordingly, may discourage attempts to acquire us even though such a transaction may offer our stockholders the selling securityholders offer opportunity to sell their stock at a particular series of preferred stock, we will describe price above the specific terms of the securities in a supplement to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock and is also subject to our certificate of incorporation. The transfer agent for each series of preferred stock will be described in the prospectus supplementprevailing market price.

Description of Capital Stock. The following is a brief description of our capital stock. This summary does not purport to be complete in all respects. This description is subject to and qualified entirely by the terms of our articles of incorporation, as amended, or our articles of incorporation, and our bylaws, as amended, or our bylaws, copies of which have been filed with the SEC and are also available upon request from us, and by the Nevada Revised Statutes. We have authorized capital stock consisting of 100,000,000 shares of common stock, $0.001 par value per share and 10,000,000 shares of preferred stock, $0.001 par value per share (“Preferred Stock”). As of October 11, 2016, we have (i) 16,736,927 shares of common stock outstanding, (ii) 2,000 designated shares of Series A Convertible Preferred Stock, none of which are outstanding, (iii) 600,000 designated shares of Series B Convertible Preferred Stock, 552,000 of which are outstanding, and (iv) 5,000 designated shares of Series C Preferred Stock, 53 of which are outstanding. The following description of our capital stock is a summary only and is subject to applicable provisions of the Nevada Revised Statutes, and our Articles of Incorporation and Bylaws, each as amended and restated, from time to time. You should refer to, and read this summary together with, our Articles of Incorporation and Bylaws, each as amended and restated from time to time, to review all of the terms of Equinix, Inc.’s our capital stock is not meant to be complete and is qualified by reference to the relevant provisions of the Delaware General Corporation Law (the “DGCL”) and Equinix, Inc.’s amended and restated certificate of incorporation (our “certificate of incorporation”) and amended and restated bylaws (our “bylaws”)stock. Our certificate Articles of incorporation Incorporation and bylaws amendments thereto are incorporated by reference as exhibits to the registration statement of which this prospectus forms is a partpart and other reports incorporated by reference herein. See “Where You Can Find More Information” above. As used in this section under the heading “Description of Capital Stock”, the terms “we”, “our” and “us” refer to Equinix, Inc. only, unless otherwise indicated or the context otherwise requires. Under our certificate of incorporation, our authorized capital stock consists of 300,000,000 shares of common stock, par value $0.001 per share, and 100,000,000 shares of preferred stock, $0.001 par value per share. The holders Holders of our common stock Common Stock: (i) are entitled to share ratably in all of our assets available for distribution upon liquidation, dissolution or winding up of our affairs; (ii) do not have preemptive, subscription or conversion rights, nor are there any redemption or sinking fund provisions applicable thereto; and (iii) are entitled to one vote per share on all matters to be voted on by the stockholderswhich stockholders may vote at all stockholder meetings. Subject to preferences that may be applicable to any outstanding preferred stock, the holders of common stock are Each stockholder is entitled to receive ratably such dividends, if any, the dividends as may be declared from time to time by the board of our directors out of funds legally available for the payment of dividends. All Our directors are not obligated to declare a dividend. Any future dividends are non-cumulative. In the event of the liquidation, dissolution or winding up of Equinix, Inc., the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities, will be subject to prior distribution rights of preferred stock, if any, then outstanding. Our common stock has no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares discretion of our common stock are fully paid directors and nonassessable. Our common stock is listed on the Nasdaq Global Select Market under the symbol “EQIX.” Preferred stock may be issued from time to time in one or more series, each of which is to have the voting powers, designation, preferences and relative, participating, optional or other special rights and qualifications, limitations or restrictions thereof as are stated and expressed in our certificate of incorporation, or in a resolution or resolutions providing for the issue of that series adopted by our board of directors. Our board of directors has the authority, without stockholder approval, to create one or more series of preferred stock and, with respect to each series, to fix or alter as permitted by lawwill depend upon, among other things, future earnings, the number operating and financial condition of shares our Company, our capital requirements, general business conditions and other pertinent factors. The presence of the series and persons entitled to vote 33% of the designation thereofoutstanding voting shares on a matter before the stockholders shall constitute the quorum necessary for the consideration of the matter at a stockholders’ meeting. The vote of the holders of a majority of the votes cast on the matter at a meeting at which a quorum is present shall constitute an act of the stockholders, dividend rightsexcept for the election of directors, dividend rate, conversion rights, who shall be appointed by a plurality of the shares entitled to vote at a meeting at which a quorum is present. The common stock does not have cumulative voting rights, rights and terms which means that the holders of any redemption, redemption price or prices and liquidation preferences. When we or the selling securityholders offer to sell a particular series of preferred stock, we will describe the specific terms 51% of the securities in a supplement common stock voting for election of directors can elect 100% of our directors if they choose to this prospectus. The preferred stock will be issued under a certificate of designations relating to each series of preferred stock and is also subject to our certificate of incorporation. The transfer agent for each series of preferred stock will be described in the prospectus supplementdo so.