EQUITY RESIDENTIAL·4

Feb 11, 4:25 PM ET

Garechana Robert 4

4 · EQUITY RESIDENTIAL · Filed Feb 11, 2026

Research Summary

AI-generated summary of this filing

Updated

Equity Residential (EQR) EVP Garechana Sells Shares, Receives RUs

What Happened
Garechana Robert, EVP and Chief Investment Officer of Equity Residential (EQR), sold 3,637 common shares in an open‑market or private sale on 2026-02-10 at $65.13 per share for proceeds of $236,878. On 2026-02-09 he was granted 23,065 restricted units (RUs) in the company’s operating partnership as part of the annual long‑term compensation award (reported as a derivative acquisition with $0 immediate cash value).

Key Details

  • Transactions reported:
    • 2026-02-10: Sale — 3,637 shares @ $65.13 = $236,878 (code S).
    • 2026-02-09: Award/Grant — 23,065 restricted units (code A), reported at $0 (derivative).
  • Footnotes:
    • F1: The sale was to cover tax withholding related to the vesting of restricted shares (routine tax withholding sale).
    • F4–F6: The 23,065 RUs are Series 2026B restricted limited partnership interests in the operating partnership; they may convert to OP Units and are exchangeable one‑for‑one for common shares (subject to vesting and tax targets). RUs vest on February 9, 2029.
    • F2–F3: Filing also references shares held via the Equity Residential 401(k) and a supplemental executive retirement plan (SERP) for the reporting person.
  • Shares owned after the transactions: not specified in the provided filing excerpt.
  • Filing: Form filed 2026-02-11 for report period 2026-02-09 — filing appears timely.

Context
The sale was identified in the filing as a tax‑withholding sale tied to vesting (routine administrative transaction), which generally does not signal a change in the insider’s view of the company. The awarded RUs are a long‑term, time‑vesting form of compensation that convert to partnership units and can ultimately be exchanged for common stock (or cash at the company’s option) once vesting and tax conditions are met.

Insider Transaction Report

Form 4
Period: 2026-02-09
Garechana Robert
EVP & Chief Investment Officer
Transactions
  • Sale

    Common Shares Of Beneficial Interest

    [F1]
    2026-02-10$65.13/sh3,637$236,87818,740 total
  • Award

    Restricted Units

    [F4][F5][F6]
    2026-02-09+23,06523,065 total
    Exp: 2036-02-09Common Shares Of Beneficial Interest (23,065 underlying)
Holdings
  • Common Shares Of Beneficial Interest

    [F2]
    (indirect: By 401(k))
    169
  • Common Shares Of Beneficial Interest

    [F3]
    (indirect: SERP Account)
    9,848
Footnotes (6)
  • [F1]Represents the sale of shares for the payment of tax liability incurred upon the vesting of restricted shares.
  • [F2]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 16, 2026.
  • [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]On February 9, 2026, the reporting person received a grant of Series 2026B 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.
  • [F5]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.
  • [F6]The Restricted Units are scheduled to vest on February 9, 2029.
Signature
/s/ Samantha Thompson, Attorney-in-fact|2026-02-11

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT