Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 14, 2013, the Compensation Committee of the Board of Directors (the "Board") of Equinix, Inc. ("Equinix") approved the Equinix 2013 Incentive Plan (the "2013 Plan") for eligible employees of Equinix, including executive officers, for the fiscal year ending December 31, 2013.

Under the 2013 Plan, an annual target bonus amount has been assigned to each executive officer. The annual target bonus amounts under the 2013 Plan range from 65-115% of each executive's base salary, depending on the executive's position, and are payable in cash. The actual annual bonus is determined on the basis of Equinix's performance against revenue (weighted at 50%) and adjusted EBITDA (weighted at 50%) goals, as set forth in the Board-approved operating plan, adjusted from time to time throughout the plan year. The goals will exclude the impact of one-time events affecting the operating plan, such as expansion projects or acquisitions not contemplated in the operating plan, and will exclude the impact of fluctuations in foreign currencies against the foreign currency rates applied in the operating plan. 100% of the 2013 Plan will be funded if the revenue and adjusted EBITDA goals are met. For every 1% below operating plan for revenue, the revenue portion of the bonus pool shall be reduced by 20% and for every 1% below operating plan for adjusted EBITDA, the adjusted EBITDA portion of the bonus pool shall be reduced by 20%. No bonuses will be paid if revenue and adjusted EBITDA are 95% or less of the approved operating plan goals. In addition, at its discretion the Compensation Committee may reduce or eliminate the actual award that otherwise would be payable should economic conditions warrant it.

On February 14, 2013, the Compensation Committee of the Board also granted long-term incentives to Equinix's executive officers in the form of performance-based restricted stock units ("RSUs"). As in 2012, the Compensation Committee used total shareholder return ("TSR") as a performance metric for 331/3% of such RSUs. Depending upon Equinix's TSR achievement over a two-year period, measured against the Russell 1000 Index, the number of shares earned under the TSR RSUs may range from 0% to 200%. As in prior years, the remaining RSUs may be earned based on achievement of revenue and adjusted EBITDA performance goals for 2013, combined with service-based vesting to the extent the awards are earned.

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