EQUITY RESIDENTIAL — Director's Dealing 2025

Feb 7, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EQUITY RESIDENTIAL (EQR)
CIK: 0000906107
Period of Report: 2025-02-05

Reporting Person: Fenster Scott (EVP & General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-06	Common Shares Of Beneficial Interest	S	1955	$72.06	Disposed	38892	Direct
2025-02-06	Common Shares Of Beneficial Interest	S	3385	$72.06	Disposed	35507	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-05	Restricted Units	$	A	12197	Acquired	2035-02-05	Common Shares Of Beneficial Interest (12197)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares Of Beneficial Interest	337	Indirect
Common Shares Of Beneficial Interest	2271	Indirect

Footnotes

F1: Represents the sale of shares for the payment of tax liability incurred upon the vesting of restricted shares.

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

F3: 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 January 17, 2025.

F4: Represents shares beneficially owned by a trust for the benefit of the reporting person.

F5: On February 5, 2025, the reporting person received a grant of Series 2025B restricted limited partnership interests ("RUs") in ERP Operating Limited Partnership (the "OP"), the operating partnership of Equity Residential (the "Company"), in lieu of restricted shares of the Company as part of the Company's annual grant of long-term compensation.

F6: RUs are a class of partnership interest that automatically convert into an equal number of limited partnership interests of the OP ("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). Subject to the vesting requirements of the grant and certain other restrictions, OP Units are exchangeable by the holder for common shares of the Company on a one-for-one basis or the cash value of such shares, at the Company's option. The RUs reflected in this report also include any OP Units into which such RUs automatically convert.

F7: The Restricted Units are scheduled to vest on February 5, 2028.