Equity Lifestyle Properties (NYSE: ELS) CFO reports tax withholdings and new stock awards

Rhea-AI Filing Summary

Equity Lifestyle Properties executive vice president and chief financial officer Paul Seavey reported several share movements in company common stock. On February 3, 2026, multiple transactions coded “F” reflected withholding of shares at $63.2 per share to cover taxes due on vesting of restricted stock.

That same day, Seavey received two new restricted stock awards of 23,680 and 4,682 shares at $64.07 per share. After these transactions, he directly held 99,283 shares of Equity Lifestyle Properties common stock, with future vesting dependent on continued service and performance conditions through dates in 2027, 2028, and 2029.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Seavey Paul

(Last) (First) (Middle)

C/O EQUITY LIFESTYLE PROPERTIES, INC.

TWO NORTH RIVERSIDE PLAZA, SUITE 800

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EQUITY LIFESTYLE PROPERTIES INC [ ELS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01	02/03/2026		F(1)		1,074	D	$63.2	77,088	D
Common Stock, par value $.01	02/03/2026		F(1)		968	D	$63.2	76,120	D
Common Stock, par value $.01	02/03/2026		F(1)		1,047	D	$63.2	75,073	D
Common Stock, par value $.01	02/03/2026		F(1)		1,356	D	$63.2	73,717	D
Common Stock, par value $.01	02/03/2026		F(1)		1,683	D	$63.2	72,034	D
Common Stock, par value $.01	02/03/2026		F(1)		1,113	D	$63.2	70,921	D
Common Stock, par value $.01	02/03/2026		A(2)		23,680	A	$64.07	94,601	D
Common Stock, par value $.01	02/03/2026		A(3)		4,682	A	$64.07	99,283	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the withholding of shares for the payment of tax liablity incurred upon vesting of restricted shares.

2. Restricted stock award, one-half of the award will vest in equal annual installments, subject to satisfaction of the service requirement, on February 2, 2027, February 1, 2028 and February 6, 2029; and one-half of the award will be subject to performance-based vesting conditions and will vest in equal annual installments, subject to satisfaction of such performance-based conditions and the service requirement, on February 2, 2027, February 1, 2028 and February 6, 2029.

3. Restricted stock award, one-half of the award will vest, subject to satisfaction of the service requirement, on February 2, 2027, and one-half of the award will be subject to performance-based vesting conditions and will vest, subject to satisfaction of such performance-based conditions and the service requirement, on February 2, 2027.

Remarks:

	Jennifer Krebs by Power of Attorney for Paul Seavey	02/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did ELS CFO Paul Seavey report on February 3, 2026?

ELS CFO Paul Seavey reported tax-related share withholdings and new restricted stock grants on February 3, 2026. Several transactions coded “F” covered tax liabilities on vesting, while new awards increased his direct common stock holdings in Equity Lifestyle Properties.

How many new restricted shares did ELS CFO Paul Seavey receive in this Form 4?

Paul Seavey received two new restricted stock awards of 23,680 and 4,682 Equity Lifestyle Properties common shares. Both grants were reported at a price of $64.07 per share and are subject to future service and performance-based vesting conditions through specified dates.

What do the transaction code F entries mean in the ELS Form 4 filing?

The transaction code F entries represent shares withheld to pay tax liabilities triggered by the vesting of restricted shares. Instead of selling shares on the market, the company withholds a portion at $63.2 per share to satisfy Seavey’s tax obligations.

How many ELS shares does CFO Paul Seavey directly own after these transactions?

After the reported transactions, Paul Seavey directly owns 99,283 shares of Equity Lifestyle Properties common stock. This figure reflects both the tax-related share withholdings and the newly granted restricted stock awards reported as of February 3, 2026.

When will Paul Seavey’s new ELS restricted stock awards potentially vest?

The new restricted stock awards have service-based and performance-based vesting schedules. Portions are scheduled to vest on February 2, 2027, February 1, 2028, and February 6, 2029, provided that the service requirement and any specified performance conditions are satisfied.

Is the ELS Form 4 for Paul Seavey a market sale of shares?

The filing does not show open-market sales. Instead, transactions coded F reflect share withholding to cover tax liabilities upon vesting of restricted stock, while additional entries report new restricted stock awards that increase Seavey’s overall direct shareholdings.