EQUITY RESIDENTIAL — Director's Dealing 2017

Aug 25, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EQUITY RESIDENTIAL (EQR)
CIK: 0000906107
Period of Report: 2017-08-23

Reporting Person: NEITHERCUT DAVID J (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-23	Common Shares Of Beneficial Interest	M	49369	$19.67	Acquired	52243	Indirect
2017-08-23	Common Shares Of Beneficial Interest	S	49369	$68.024	Disposed	2874	Indirect
2017-08-24	Common Shares Of Beneficial Interest	M	631	$19.67	Acquired	3505	Indirect
2017-08-24	Common Shares Of Beneficial Interest	S	631	$68.099	Disposed	2874	Indirect
2017-08-24	Common Shares Of Beneficial Interest	M	25000	$19.67	Acquired	27874	Indirect
2017-08-24	Common Shares Of Beneficial Interest	S	25000	$68.26	Disposed	2874	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-08-23	Non-qualified Stock Option (Right to Buy)	$19.67	M	49369	Disposed	2019-02-06	Common Shares Of Beneficial Interest (49369)	Indirect
2017-08-24	Non-qualified Stock Option (Right to Buy)	$19.67	M	631	Disposed	2019-02-06	Common Shares Of Beneficial Interest (631)	Indirect
2017-08-24	Non-qualified Stock Option (Right to Buy)	$19.67	M	25000	Disposed	2019-02-06	Common Shares Of Beneficial Interest (25000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares Of Beneficial Interest	3206	Indirect
Common Shares Of Beneficial Interest	118502	Indirect
Common Shares Of Beneficial Interest	26600	Indirect

Footnotes

F1: Represents shares beneficially owned by a family limited partnership, of which the reporting person is the general partner.

F2: The price represents the weighted average price of the shares sold. The shares were sold within a range of $68.01 to $68.095. 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 sold at each separate price.

F3: The price represents the weighted average price of the shares sold. The shares were sold within a range of $68.01 to $68.15. 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 sold at each separate price.

F4: The price represents the weighted average price of the shares sold. The shares were sold within a range of $68.25 to $68.27. 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 sold at each separate price.

F5: Represents shares acquired through profit sharing contributions and dividend reinvestment activity in the reporting person's account with the Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. Such shares represent acquisitions through July 15, 2017.

F6: Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person is the sole trustee of this trust and, as such, may be deemed the beneficial owner of these shares.

F7: Represents options which vested in approximately three equal installments on February 6, 2010, February 6, 2011 and February 6, 2012.