EQUITY RESIDENTIAL — Director's Dealing 2013

Mar 18, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EQUITY RESIDENTIAL (EQR)
CIK: 0000906107
Period of Report: 2013-03-14

Reporting Person: ATWOOD CHARLES L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-14	Common Shares Of Beneficial Interest	S	2555	$55.9482	Disposed	8224.088	Direct
2013-03-14	Common Shares Of Beneficial Interest	M	5427	—	Acquired	10779.088	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-14	Non-qualified Stock Option (Right to Buy)	$26.24	M	5427	Disposed	2013-07-01	Common Shares Of Beneficial Interest (5427)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares Of Beneficial Interest	30101.465	Indirect

Footnotes

F1: The price represents the weighted average price of the shares purchased. The shares were purchased within a range of $55.89 to $56.03. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares purchased at each separate price.

F2: Direct total includes restricted shares of the Company scheduled to vest in the future.

F3: Represents shares owned by Principal Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan (the "SERP"), for the benefit of the reporting person. Also includes restricted shares that the reporting person deferred to the SERP upon vesting of the shares.

F4: Represents share options scheduled to vest in three equal installments on January 1, 2004, July 1, 2004 and July 1, 2005.