EQUITY RESIDENTIAL — Director's Dealing 2024

Jan 23, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EQUITY RESIDENTIAL (EQR)
CIK: 0000906107
Period of Report: 2024-01-19

Reporting Person: Fenster Scott (EVP & General Counsel)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-19	Restricted Units	$	A	7427	Acquired	2031-01-01	Common Shares Of Beneficial Interest (7427)	Direct

Footnotes

F1: Represents restricted limited partnership interests ("RUs") in ERP Operating Limited Partnership (the "Operating Partnership"), the operating partnership of Equity Residential (the "Company"), retained in connection with the settlement of an award under the Company's 2021 Long-Term Incentive Plan.

F2: RUs are a class of partnership interest that automatically convert into an equal number of limited partnership interests of the Operating Partnership ("OP Units") when the capital account related to the RUs reaches a specified target for federal income tax purposes (provided such target is reached within ten years of issuance). Such target has been reached and these RUs have converted to OP Units. Subject to the vesting requirements of the grant and certain other conditions, OP Units are exchangeable by the holder for common shares of the Company on a one-for-one basis or cash value of such shares, at the Company's option.

F3: The RUs are scheduled to vest on February 1, 2024.