EQUITY RESIDENTIAL·4

Jun 23, 4:33 PM ET

SHAPIRO MARK S 4

4 · EQUITY RESIDENTIAL · Filed Jun 23, 2026

Research Summary

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Equity Residential (EQR) Director Mark S. Shapiro Receives Award

What Happened
Mark S. Shapiro, a director of Equity Residential (EQR), was granted 3,561 Series 2026C restricted limited partnership interests ("RUs") on June 18, 2026. The reported transaction shows an acquisition at $0.00 (award/grant), i.e., no cash paid by the insider. This is an equity award, not an open-market purchase or sale.

Key Details

  • Transaction type: Award/Grant (Report code A). Date of grant: 2026-06-18. Report filed: 2026-06-23.
  • Amount granted: 3,561 RUs; reported acquisition price: $0.00.
  • Vesting and holding: RUs are scheduled to vest on June 18, 2027, and are subject to a holding restriction until June 18, 2028.
  • Derivative mechanics: RUs convert automatically into OP Units when a tax-related capital account target is met (within 10 years); OP Units are exchangeable one-for-one for common shares or for cash at the company's option. The reported RU total includes any OP Units into which they automatically convert.
  • Shares owned after transaction: Not specified in the provided filing.
  • Timeliness: The Form 4 was filed five days after the grant (6/23/2026 for a 6/18/2026 grant), which is outside the typical 2-business-day Section 16 filing window.

Context
This was a compensation award tied to prospective service (annual long-term grant) and includes vesting and a subsequent holding restriction. As an award (not a purchase or sale), it reflects grant-based compensation rather than an immediate insider buy or sell.

Insider Transaction Report

Form 4
Period: 2026-06-18
Transactions
  • Award

    Restricted Units

    [F1][F2][F3]
    2026-06-18+3,5613,561 total
    Exp: 2036-06-18Common Shares Of Beneficial Interest (3,561 underlying)
Footnotes (3)
  • [F1]On June 18, 2026, the reporting person elected to receive a grant of Series 2026C restricted limited partnership interests ("RUs") in ERP Operating Limited Partnership (the "OP"), the OP of Equity Residential (the "Company"), in connection with the Company's annual grant of long-term compensation for prospective service from the 2026 Annual Meeting of Shareholders.
  • [F2]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.
  • [F3]The RUs are scheduled to vest on June 18, 2027. In addition, the RUs (including any OP Units into which they may automatically convert) are subject to a holding restriction until June 18, 2028.
Signature
/s/ Samantha Thompson, Attorney-in-fact|2026-06-23

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT