[10-Q] EQUITY RESIDENTIAL Quarterly Earnings Report
Equity Residential (EQR) reported combined Q3 results with ERP Operating Limited Partnership, reflecting a single operating business. For the nine months ended September 30, 2025, rental income was $2,312,048 thousand versus $2,213,329 thousand a year ago, while net income reached $760,451 thousand (up from $637,104 thousand). Q3 rental income was $782,411 thousand and net income was $296,868 thousand. Basic EPS was $1.94 for the nine months and $0.76 for Q3.
Results included a net gain on sales of real estate of $355,117 thousand year-to-date and $142,685 thousand in Q3. Operating expenses rose with higher depreciation ($752,292 thousand YTD) and real estate taxes and insurance ($335,917 thousand YTD). Cash flow from operating activities was $1,261,731 thousand; proceeds from real estate dispositions were $589,091 thousand.
At quarter-end, total assets were $21,065,063 thousand and total liabilities were $9,600,034 thousand. EQR had 380,474,721 common shares outstanding as of October 24, 2025. Distributions declared were $2.0775 per common share year-to-date. The portfolio comprised 318 properties with 86,320 apartment units across 10 states and D.C.
Equity Residential (EQR) ha riportato risultati combinati del Q3 insieme a ERP Operating Limited Partnership, riflettendo un’unica attività operativa. Per i nove mesi conclusi al 30 settembre 2025, reddito da affitti era $2,312,048 mila rispetto a $2,213,329 mila dell’anno precedente, mentre utile netto ha raggiunto $760,451 mila (in aumento rispetto a $637,104 mila). Il reddito da affitti del Q3 era $782,411 mila e l’utile netto era $296,868 mila. L’EPS base era $1.94 per i nove mesi e $0.76 per il Q3.
I risultati includevano un guadagno netto sulla vendita di immobili di $355,117 mila da inizio anno e $142,685 mila nel Q3. Le spese operative sono aumentate con un maggiore ammortamento ($752,292 mila da inizio anno) e imposte e assicurazioni immobiliari ($335,917 mila da inizio anno). Il flusso di cassa proveniente dalle attività operative è stato $1,261,731 mila; i proventi dalle cessioni di immobili sono stati $589,091 mila.
Alla chiusura del trimestre, le attività totali ammontavano a $21,065,063 mila e le passività totali a $9,600,034 mila. EQR aveva 380,474,721 azioni ordinarie in circolazione al 24 ottobre 2025. Le distribuzioni dichiarate ammontavano a $2.0775 per azione ordinaria da inizio anno. Il portafoglio comprendeva 318 proprietà con 86,320 unità abitative distribuite in 10 stati e DC.
Equity Residential (EQR) informó resultados combinados del Q3 junto con ERP Operating Limited Partnership, reflejando un único negocio operativo. Para los nueve meses terminados el 30 de septiembre de 2025, los ingresos por alquileres fueron $2,312,048 mil frente a $2,213,329 mil hace un año, mientras que el ingreso neto alcanzó $760,451 mil (superando $637,104 mil). Los ingresos por alquileres del Q3 fueron $782,411 mil y el ingreso neto fue $296,868 mil. Las ganancias básicas por acción (EPS) fueron $1.94 para los nueve meses y $0.76 para el Q3.
Los resultados incluyeron una ganancia neta por ventas de bienes raíces de $355,117 mil en lo que va del año y $142,685 mil en el Q3. Los gastos operativos aumentaron con una mayor depreciación ($752,292 mil en lo que va del año) y impuestos y seguros de bienes raíces ($335,917 mil en lo que va del año). El flujo de efectivo de las actividades operativas fue de $1,261,731 mil; los ingresos por ventas de bienes raíces fueron de $589,091 mil.
Al cierre del trimestre, los activos totales eran de $21,065,063 mil y las obligaciones totales eran de $9,600,034 mil. EQR tenía 380,474,721 acciones comunes en circulación al 24 de octubre de 2025. Las distribuciones declaradas fueron de $2.0775 por acción común en lo que va del año. La cartera comprendía 318 propiedades con 86,320 unidades de apartamentos en 10 estados y DC.
Equity Residential (EQR)은 ERP Operating Limited Partnership와 함께 3분기 결합 실적을 보고했으며 단일 운영 사업을 반영합니다. 2025년 9월 30일로 종료된 9개월간 임대 소득은 $2,312,048 천으로, 작년 동기의 $2,213,329 천에 비해 증가했고, 순이익은 $760,451 천에 달했습니다(전년 대비 $637,104 천에서 증가). Q3의 임대 소득은 $782,411 천, 순이익은 $296,868 천였습니다. 기본 EPS는 9개월 동안 $1.94, Q3는 $0.76이었습니다.
분석 결과에는 연간 누적 부동산 매각 순이익 $355,117 천과 Q3에는 $142,685 천이 포함되었습니다. 운영비는 더 높은 감가상각($752,292 천 누적)과 부동산 세금 및 보험($335,917 천 누적)으로 증가했습니다. 영업활동으로 인한 현금흐름은 $1,261,731 천였고 부동산 매각으로 인한 현금은 $589,091 천였습니다.
분기말 총자산은 $21,065,063 천이고 총부채는 $9,600,034 천였습니다. 2025년 10월 24일 기준으로 EQR의 보통주 발행주식 수는 380,474,721주였습니다. 연간 배당은 주당 $2.0775로 선언되었습니다. 포트폴리오는 318개 부동산으로, 86,320개의 아파트 유닛이 10개 주와 DC에 걸쳐 있습니다.
Equity Residential (EQR) a publié des résultats consolidés pour le T3 avec ERP Operating Limited Partnership, reflétant une seule activité opérationnelle. Sur les neuf mois clos au 30 septembre 2025, les revenus locatifs se sont élevés à $2,312,048 mille contre $2,213,329 mille l’année précédente, tandis que le résultat net a atteint $760,451 mille (en hausse par rapport à $637,104 mille). Les revenus locatifs du T3 s’élevaient à $782,411 mille et le résultat net à $296,868 mille. Le BPA de base était $1.94 pour les nine months et $0.76 pour le T3.
Les résultats incluaient un gain net sur ventes de biens immobiliers de $355,117 mille sur l’année et $142,685 mille au T3. Les dépenses d’exploitation ont augmenté avec une dépréciation plus élevée ($752,292 mille YTD) et les impôts et assurances immobiliers ($335,917 mille YTD). Le flux de trésorerie provenant des activités opérationnelles était de $1,261,731 mille; les produits des cessions immobilières étaient de $589,091 mille.
À la fin du trimestre, les actifs totaux s’élevaient à $21,065,063 mille et les passifs totaux à $9,600,034 mille. EQR détenait 380,474,721 actions ordinaires en circulation au 24 octobre 2025. Les distributions déclarées s’élevaient à $2.0775 par action ordinaire sur l’année. Le portefeuille comprenait 318 propriétés avec 86,320 unités d’appartements réparties sur 10 États et DC.
Equity Residential (EQR) meldete kombinierte Q3-Ergebnisse mit ERP Operating Limited Partnership, was auf ein einziges Betriebssegment hinweist. Für die in neun Monaten zum 30. September 2025 abgeschlossenen Periode betrug Mieterlöse $2,312,048 Tausend gegenüber $2,213,329 Tausend im Vorjahr, während Nettoeinkommen $760,451 Tausend erreichte (zuvor $637,104 Tausend). Die Q3-Mieterlöse betrugen $782,411 Tausend und das Nettoeinkommen $296,868 Tausend. Grundlegende EPS betrug $1.94 für die neun Monate und $0.76 für Q3.
Die Ergebnisse enthielten einen Netto-Gewinn aus dem Verkauf von Immobilien von $355,117 Tausend year-to-date und $142,685 Tausend im Q3. Die Betriebsausgaben stiegen durch höhere Abschreibungen ($752,292 Tausend YTD) sowie Grundsteuern und Versicherungen für Immobilien ($335,917 Tausend YTD). Der operative Cashflow betrug $1,261,731 Tausend; Erlöse aus Immobilien-Verkäufen betrugen $589,091 Tausend.
Zum Quartalsende betrugen die Gesamtaktiva $21,065,063 Tausend und die Gesamtverbindlichkeiten $9,600,034 Tausend. EQR hatte zum 24. Oktober 2025 380,474,721 ausstehende Stammaktien. Die ausgeschütteten Dividenden beliefen sich kumuliert auf $2.0775 pro Stammaktie. Das Portfolio umfasste 318 Immobilien mit 86,320 Wohneinheiten in 10 Bundesstaaten und DC.
Equity Residential (EQR) أبلغ عن نتائج ربع سنوية مجمعة للربع الثالث مع شراكة ERP Operating Limited Partnership، مما يعكس نشاطاً تشغيلياً واحداً. للأشهر التسعة المنتهية في 30 سبتمبر 2025، كان دخل الإيجار $2,312,048 ألف مقابل $2,213,329 ألف قبل عام، بينما وصل الدخل الصافي إلى $760,451 ألف (ارتفاع من $637,104 ألف). كان دخل الإيجار للربع الثالث $782,411 ألف والدخل الصافي $296,868 ألف. كان ربح السهم الأساسي $1.94 للسنوات التسع و $0.76 للربع الثالث.
شملت النتائج صافي الربح من مبيعات العقارات بمقدار $355,117 ألف حتى تاريخه السنوي و $142,685 ألف في الربع الثالث. ارتفعت المصروفات التشغيلية مع زيادة الاستهلاك ($752,292 ألف حتى تاريخه) والضرائب والتأمين على العقارات ($335,917 ألف حتى تاريخه). بلغ التدفق النقدي من الأنشطة التشغيلية $1,261,731 ألف؛ وصلت العوائد من التصرفات العقارية إلى $589,091 ألف.
في نهاية الربع، بلغت الأصول الإجمالية $21,065,063 ألف والالتزامات الإجمالية $9,600,034 ألف. كانت لدى EQR 380,474,721 سهماً عادياً قائماً اعتباراً من 24 أكتوبر 2025. كانت التوزيعات التي أُعلنت حتى تاريخه السنوي تبلغ $2.0775 للسهم العادي. تشكّل المحفظة 318 عقاراً مع 86,320 وحدة سكنية عبر 10 ولايات ومقاطعة كولومبيا.
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Insights
Steady rent growth with sizable property sale gains; neutral overall.
EQR posted year-to-date rental income of
Operating costs rose, notably depreciation (
Quarter metrics include EPS of
Equity Residential (EQR) ha riportato risultati combinati del Q3 insieme a ERP Operating Limited Partnership, riflettendo un’unica attività operativa. Per i nove mesi conclusi al 30 settembre 2025, reddito da affitti era $2,312,048 mila rispetto a $2,213,329 mila dell’anno precedente, mentre utile netto ha raggiunto $760,451 mila (in aumento rispetto a $637,104 mila). Il reddito da affitti del Q3 era $782,411 mila e l’utile netto era $296,868 mila. L’EPS base era $1.94 per i nove mesi e $0.76 per il Q3.
I risultati includevano un guadagno netto sulla vendita di immobili di $355,117 mila da inizio anno e $142,685 mila nel Q3. Le spese operative sono aumentate con un maggiore ammortamento ($752,292 mila da inizio anno) e imposte e assicurazioni immobiliari ($335,917 mila da inizio anno). Il flusso di cassa proveniente dalle attività operative è stato $1,261,731 mila; i proventi dalle cessioni di immobili sono stati $589,091 mila.
Alla chiusura del trimestre, le attività totali ammontavano a $21,065,063 mila e le passività totali a $9,600,034 mila. EQR aveva 380,474,721 azioni ordinarie in circolazione al 24 ottobre 2025. Le distribuzioni dichiarate ammontavano a $2.0775 per azione ordinaria da inizio anno. Il portafoglio comprendeva 318 proprietà con 86,320 unità abitative distribuite in 10 stati e DC.
Equity Residential (EQR) informó resultados combinados del Q3 junto con ERP Operating Limited Partnership, reflejando un único negocio operativo. Para los nueve meses terminados el 30 de septiembre de 2025, los ingresos por alquileres fueron $2,312,048 mil frente a $2,213,329 mil hace un año, mientras que el ingreso neto alcanzó $760,451 mil (superando $637,104 mil). Los ingresos por alquileres del Q3 fueron $782,411 mil y el ingreso neto fue $296,868 mil. Las ganancias básicas por acción (EPS) fueron $1.94 para los nueve meses y $0.76 para el Q3.
Los resultados incluyeron una ganancia neta por ventas de bienes raíces de $355,117 mil en lo que va del año y $142,685 mil en el Q3. Los gastos operativos aumentaron con una mayor depreciación ($752,292 mil en lo que va del año) y impuestos y seguros de bienes raíces ($335,917 mil en lo que va del año). El flujo de efectivo de las actividades operativas fue de $1,261,731 mil; los ingresos por ventas de bienes raíces fueron de $589,091 mil.
Al cierre del trimestre, los activos totales eran de $21,065,063 mil y las obligaciones totales eran de $9,600,034 mil. EQR tenía 380,474,721 acciones comunes en circulación al 24 de octubre de 2025. Las distribuciones declaradas fueron de $2.0775 por acción común en lo que va del año. La cartera comprendía 318 propiedades con 86,320 unidades de apartamentos en 10 estados y DC.
Equity Residential (EQR)은 ERP Operating Limited Partnership와 함께 3분기 결합 실적을 보고했으며 단일 운영 사업을 반영합니다. 2025년 9월 30일로 종료된 9개월간 임대 소득은 $2,312,048 천으로, 작년 동기의 $2,213,329 천에 비해 증가했고, 순이익은 $760,451 천에 달했습니다(전년 대비 $637,104 천에서 증가). Q3의 임대 소득은 $782,411 천, 순이익은 $296,868 천였습니다. 기본 EPS는 9개월 동안 $1.94, Q3는 $0.76이었습니다.
분석 결과에는 연간 누적 부동산 매각 순이익 $355,117 천과 Q3에는 $142,685 천이 포함되었습니다. 운영비는 더 높은 감가상각($752,292 천 누적)과 부동산 세금 및 보험($335,917 천 누적)으로 증가했습니다. 영업활동으로 인한 현금흐름은 $1,261,731 천였고 부동산 매각으로 인한 현금은 $589,091 천였습니다.
분기말 총자산은 $21,065,063 천이고 총부채는 $9,600,034 천였습니다. 2025년 10월 24일 기준으로 EQR의 보통주 발행주식 수는 380,474,721주였습니다. 연간 배당은 주당 $2.0775로 선언되었습니다. 포트폴리오는 318개 부동산으로, 86,320개의 아파트 유닛이 10개 주와 DC에 걸쳐 있습니다.
Equity Residential (EQR) a publié des résultats consolidés pour le T3 avec ERP Operating Limited Partnership, reflétant une seule activité opérationnelle. Sur les neuf mois clos au 30 septembre 2025, les revenus locatifs se sont élevés à $2,312,048 mille contre $2,213,329 mille l’année précédente, tandis que le résultat net a atteint $760,451 mille (en hausse par rapport à $637,104 mille). Les revenus locatifs du T3 s’élevaient à $782,411 mille et le résultat net à $296,868 mille. Le BPA de base était $1.94 pour les nine months et $0.76 pour le T3.
Les résultats incluaient un gain net sur ventes de biens immobiliers de $355,117 mille sur l’année et $142,685 mille au T3. Les dépenses d’exploitation ont augmenté avec une dépréciation plus élevée ($752,292 mille YTD) et les impôts et assurances immobiliers ($335,917 mille YTD). Le flux de trésorerie provenant des activités opérationnelles était de $1,261,731 mille; les produits des cessions immobilières étaient de $589,091 mille.
À la fin du trimestre, les actifs totaux s’élevaient à $21,065,063 mille et les passifs totaux à $9,600,034 mille. EQR détenait 380,474,721 actions ordinaires en circulation au 24 octobre 2025. Les distributions déclarées s’élevaient à $2.0775 par action ordinaire sur l’année. Le portefeuille comprenait 318 propriétés avec 86,320 unités d’appartements réparties sur 10 États et DC.
Equity Residential (EQR) meldete kombinierte Q3-Ergebnisse mit ERP Operating Limited Partnership, was auf ein einziges Betriebssegment hinweist. Für die in neun Monaten zum 30. September 2025 abgeschlossenen Periode betrug Mieterlöse $2,312,048 Tausend gegenüber $2,213,329 Tausend im Vorjahr, während Nettoeinkommen $760,451 Tausend erreichte (zuvor $637,104 Tausend). Die Q3-Mieterlöse betrugen $782,411 Tausend und das Nettoeinkommen $296,868 Tausend. Grundlegende EPS betrug $1.94 für die neun Monate und $0.76 für Q3.
Die Ergebnisse enthielten einen Netto-Gewinn aus dem Verkauf von Immobilien von $355,117 Tausend year-to-date und $142,685 Tausend im Q3. Die Betriebsausgaben stiegen durch höhere Abschreibungen ($752,292 Tausend YTD) sowie Grundsteuern und Versicherungen für Immobilien ($335,917 Tausend YTD). Der operative Cashflow betrug $1,261,731 Tausend; Erlöse aus Immobilien-Verkäufen betrugen $589,091 Tausend.
Zum Quartalsende betrugen die Gesamtaktiva $21,065,063 Tausend und die Gesamtverbindlichkeiten $9,600,034 Tausend. EQR hatte zum 24. Oktober 2025 380,474,721 ausstehende Stammaktien. Die ausgeschütteten Dividenden beliefen sich kumuliert auf $2.0775 pro Stammaktie. Das Portfolio umfasste 318 Immobilien mit 86,320 Wohneinheiten in 10 Bundesstaaten und DC.
Equity Residential (EQR) أبلغ عن نتائج ربع سنوية مجمعة للربع الثالث مع شراكة ERP Operating Limited Partnership، مما يعكس نشاطاً تشغيلياً واحداً. للأشهر التسعة المنتهية في 30 سبتمبر 2025، كان دخل الإيجار $2,312,048 ألف مقابل $2,213,329 ألف قبل عام، بينما وصل الدخل الصافي إلى $760,451 ألف (ارتفاع من $637,104 ألف). كان دخل الإيجار للربع الثالث $782,411 ألف والدخل الصافي $296,868 ألف. كان ربح السهم الأساسي $1.94 للسنوات التسع و $0.76 للربع الثالث.
شملت النتائج صافي الربح من مبيعات العقارات بمقدار $355,117 ألف حتى تاريخه السنوي و $142,685 ألف في الربع الثالث. ارتفعت المصروفات التشغيلية مع زيادة الاستهلاك ($752,292 ألف حتى تاريخه) والضرائب والتأمين على العقارات ($335,917 ألف حتى تاريخه). بلغ التدفق النقدي من الأنشطة التشغيلية $1,261,731 ألف؛ وصلت العوائد من التصرفات العقارية إلى $589,091 ألف.
في نهاية الربع، بلغت الأصول الإجمالية $21,065,063 ألف والالتزامات الإجمالية $9,600,034 ألف. كانت لدى EQR 380,474,721 سهماً عادياً قائماً اعتباراً من 24 أكتوبر 2025. كانت التوزيعات التي أُعلنت حتى تاريخه السنوي تبلغ $2.0775 للسهم العادي. تشكّل المحفظة 318 عقاراً مع 86,320 وحدة سكنية عبر 10 ولايات ومقاطعة كولومبيا.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended |
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to |
Commission File Number:
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Equity Residential |
ERP Operating Limited Partnership |
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Equity Residential |
ERP Operating Limited Partnership |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Equity Residential:
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Emerging growth company |
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ERP Operating Limited Partnership:
Large accelerated filer |
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Accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Equity Residential ☐ |
ERP Operating Limited Partnership ☐ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Equity Residential Yes |
ERP Operating Limited Partnership Yes |
The number of EQR Common Shares of Beneficial Interest, $0.01 par value, outstanding on October 24, 2025 was
Table of Contents
EXPLANATORY NOTE
This report combines the reports on Form 10-Q for the quarterly period ended September 30, 2025 of Equity Residential and ERP Operating Limited Partnership. Unless stated otherwise or the context otherwise requires, references to “EQR” mean Equity Residential, a Maryland real estate investment trust (“REIT”), and references to “ERPOP” mean ERP Operating Limited Partnership, an Illinois limited partnership. References to the “Company,” “we,” “us” or “our” mean collectively EQR, ERPOP and those entities/subsidiaries owned or controlled by EQR and/or ERPOP. References to the “Operating Partnership” mean collectively ERPOP and those entities/subsidiaries owned or controlled by ERPOP. The following chart illustrates the Company’s and the Operating Partnership’s corporate structure:

EQR is the general partner of, and as of September 30, 2025 owned an approximate 97.5% ownership interest in, ERPOP. The remaining 2.5% interest is owned by limited partners. As the sole general partner of ERPOP, EQR has exclusive control of ERPOP’s day-to-day management. Management operates the Company and the Operating Partnership as one business. The management of EQR consists of the same members as the management of ERPOP.
The Company is structured as an umbrella partnership REIT (“UPREIT”) and EQR contributes all net proceeds from its various equity offerings to ERPOP. In return for those contributions, EQR receives a number of OP Units (see definition below) in ERPOP equal to the number of Common Shares it has issued in the equity offering. The Company may acquire properties in transactions that include the issuance of OP Units as consideration for the acquired properties. Such transactions may, in certain circumstances, enable the sellers to defer in whole or in part, the recognition of taxable income or gain that might otherwise result from the sales. This is one of the reasons why the Company is structured in the manner shown above. Based on the terms of ERPOP’s partnership agreement, OP Units can be exchanged with Common Shares on a one-for-one basis because the Company maintains a one-for-one relationship between the OP Units of ERPOP issued to EQR and the outstanding Common Shares.
The Company believes that combining the reports on Form 10-Q of EQR and ERPOP into this single report provides the following benefits:
enhances investors’ understanding of the Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure applies to both the Company and the Operating Partnership; and
creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
Table of Contents
The Company believes it is important to understand the few differences between EQR and ERPOP in the context of how EQR and ERPOP operate as a consolidated company. All of the Company’s property ownership, development and related business operations are conducted through the Operating Partnership and EQR has no material assets or liabilities other than its investment in ERPOP. EQR’s primary function is acting as the general partner of ERPOP. EQR also issues equity from time to time, the net proceeds of which it is obligated to contribute to ERPOP. EQR does not have any indebtedness as all debt is incurred by the Operating Partnership. The Operating Partnership holds substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures. The Operating Partnership conducts the operations of the business and is structured as a partnership with no publicly traded equity. Except for the net proceeds from equity offerings by EQR (which are contributed to the capital of ERPOP in exchange for additional partnership interests in ERPOP (“OP Units”) (on a one-for-one Common Share per OP Unit basis) or additional preference units in ERPOP (on a one-for-one preferred share per preference unit basis)), the Operating Partnership generates all remaining capital required by the Company’s business. These sources include the Operating Partnership’s working capital, net cash provided by operating activities, borrowings under its revolving credit facility and/or commercial paper program, the issuance of secured and unsecured debt and partnership interests, and proceeds received from disposition of certain properties and joint venture interests.
Shareholders’ equity, partners’ capital and noncontrolling interests are the main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership. The limited partners of the Operating Partnership are accounted for as partners’ capital in the Operating Partnership’s financial statements and as noncontrolling interests in the Company’s financial statements. The noncontrolling interests in the Operating Partnership’s financial statements include the interests of unaffiliated partners in various consolidated partnerships. The noncontrolling interests in the Company’s financial statements include the same noncontrolling interests at the Operating Partnership level and limited partner OP Unit holders of the Operating Partnership. The differences between shareholders’ equity and partners’ capital result from differences in the equity issued at the Company and Operating Partnership levels.
To help investors understand the differences between the Company and the Operating Partnership, this report provides separate consolidated financial statements for the Company and the Operating Partnership; a single set of consolidated notes to such financial statements that includes separate discussions of each entity’s debt, noncontrolling interests and shareholders’ equity or partners’ capital, as applicable; and a combined Management’s Discussion and Analysis of Financial Condition and Results of Operations section that includes discrete information related to each entity.
This report also includes separate Part I, Item 4, Controls and Procedures, sections and separate Exhibits 31 and 32 certifications for each of the Company and the Operating Partnership in order to establish that the requisite certifications have been made and that the Company and the Operating Partnership are compliant with Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and 18 U.S.C. §1350.
In order to highlight the differences between the Company and the Operating Partnership, the separate sections in this report for the Company and the Operating Partnership specifically refer to the Company and the Operating Partnership. In the sections that combine disclosure of the Company and the Operating Partnership, this report refers to actions or holdings as being actions or holdings of the Company. Although the Operating Partnership is generally the entity that directly or indirectly enters into contracts and joint ventures and holds assets and debt, reference to the Company is appropriate because the Company is one business and the Company operates that business through the Operating Partnership.
As general partner with control of ERPOP, EQR consolidates ERPOP for financial reporting purposes, and EQR essentially has no assets or liabilities other than its investment in ERPOP. Therefore, the assets and liabilities of the Company and the Operating Partnership are the same on their respective financial statements. The separate discussions of the Company and the Operating Partnership in this report should be read in conjunction with each other to understand the results of the Company on a consolidated basis and how management operates the Company.
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TABLE OF CONTENTS
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PART I. |
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Item 1. Financial Statements of Equity Residential: |
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Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024 |
2 |
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Consolidated Statements of Operations and Comprehensive Income for the nine months and quarters ended September 30, 2025 and 2024 |
3 |
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Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024 |
5 |
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Consolidated Statements of Changes in Equity for the nine months and quarters ended September 30, 2025 and 2024 |
9 |
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Financial Statements of ERP Operating Limited Partnership: |
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Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024 |
11 |
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Consolidated Statements of Operations and Comprehensive Income for the nine months and quarters ended September 30, 2025 and 2024 |
12 |
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Consolidated Statements of Cash Flows for the nine months ended September 30, 2025 and 2024 |
14 |
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Consolidated Statements of Changes in Capital for the nine months and quarters ended September 30, 2025 and 2024 |
18 |
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Notes to Consolidated Financial Statements of Equity Residential and ERP Operating Limited Partnership |
20 |
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations |
39 |
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Item 3. Quantitative and Qualitative Disclosures about Market Risk |
49 |
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Item 4. Controls and Procedures |
49 |
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PART II. |
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Item 1. Legal Proceedings |
50 |
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Item 1A. Risk Factors |
50 |
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds |
50 |
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Item 3. Defaults Upon Senior Securities |
51 |
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Item 4. Mine Safety Disclosures |
51 |
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Item 5. Other Information |
51 |
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Item 6. Exhibits |
51 |
1
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands except for share amounts)
(Unaudited)
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September 30, |
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December 31, |
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2025 |
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2024 |
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ASSETS |
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Land |
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$ |
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$ |
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Depreciable property |
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Projects under development |
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Land held for development |
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Investment in real estate |
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Accumulated depreciation |
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Investment in real estate, net |
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Investments in unconsolidated entities |
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Cash and cash equivalents |
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Restricted deposits |
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Right-of-use assets |
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Other assets |
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Total assets |
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$ |
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$ |
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LIABILITIES AND EQUITY |
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Liabilities: |
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Mortgage notes payable, net |
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$ |
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$ |
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Notes, net |
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Line of credit and commercial paper |
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Accounts payable and accrued expenses |
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Accrued interest payable |
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Lease liabilities |
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Other liabilities |
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Security deposits |
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Distributions payable |
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Total liabilities |
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Commitments and contingencies |
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Redeemable Noncontrolling Interests – Operating Partnership |
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Equity: |
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Shareholders' equity: |
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Preferred Shares of beneficial interest, $ |
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Common Shares of beneficial interest, $ |
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Paid in capital |
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Retained earnings |
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Accumulated other comprehensive income (loss) |
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Total shareholders’ equity |
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Noncontrolling Interests: |
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Operating Partnership |
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Partially Owned Properties |
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( |
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( |
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Total Noncontrolling Interests |
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Total equity |
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Total liabilities and equity |
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$ |
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$ |
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See accompanying notes
2
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Amounts in thousands except per share data)
(Unaudited)
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Nine Months Ended September 30, |
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Quarter Ended September 30, |
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2025 |
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2024 |
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2025 |
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2024 |
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REVENUES |
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Rental income |
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$ |
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$ |
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$ |
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$ |
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EXPENSES |
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Property and maintenance |
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Real estate taxes and insurance |
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Property management |
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General and administrative |
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Depreciation |
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Total expenses |
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Net gain (loss) on sales of real estate properties |
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Interest and other income |
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Other expenses |
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( |
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Interest: |
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Expense incurred, net |
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( |
) |
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( |
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( |
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( |
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Amortization of deferred financing costs |
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( |
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( |
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( |
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Income before income and other taxes, income (loss) from |
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Income and other tax (expense) benefit |
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( |
) |
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( |
) |
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( |
) |
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( |
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Income (loss) from investments in unconsolidated entities |
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( |
) |
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( |
) |
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( |
) |
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( |
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Net gain (loss) on sales of land parcels |
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( |
) |
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— |
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( |
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— |
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Net income |
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Net (income) loss attributable to Noncontrolling Interests: |
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Operating Partnership |
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( |
) |
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( |
) |
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( |
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( |
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Partially Owned Properties |
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( |
) |
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( |
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( |
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( |
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Net income attributable to controlling interests |
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Preferred distributions |
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( |
) |
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( |
) |
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( |
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( |
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Premium on redemption of Preferred Shares |
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— |
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( |
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— |
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— |
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Net income available to Common Shares |
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$ |
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$ |
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$ |
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$ |
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Earnings per share – basic: |
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Net income available to Common Shares |
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$ |
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$ |
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$ |
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$ |
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Weighted average Common Shares outstanding |
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Earnings per share – diluted: |
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Net income available to Common Shares |
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$ |
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$ |
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$ |
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$ |
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Weighted average Common Shares outstanding |
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See accompanying notes
3
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Continued)
(Amounts in thousands except per share data)
(Unaudited)
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Nine Months Ended September 30, |
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Quarter Ended September 30, |
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2025 |
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2024 |
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2025 |
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2024 |
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Comprehensive income: |
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Net income |
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$ |
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$ |
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$ |
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$ |
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Other comprehensive income (loss): |
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Other comprehensive income (loss) – derivative instruments: |
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Unrealized holding gains (losses) arising during the period |
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( |
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( |
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— |
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( |
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Losses reclassified into earnings from other comprehensive |
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Other comprehensive income (loss) |
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( |
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( |
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( |
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Comprehensive income |
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Comprehensive (income) attributable to Noncontrolling Interests |
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( |
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( |
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( |
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( |
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Comprehensive income attributable to controlling interests |
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$ |
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$ |
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$ |
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$ |
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See accompanying notes
4
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
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Nine Months Ended September 30, |
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2025 |
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2024 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation |
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Amortization of deferred financing costs |
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Amortization of discounts and premiums on debt |
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Amortization of deferred settlements on derivative instruments |
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Amortization of right-of-use assets |
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Write-off of pursuit costs |
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(Income) loss from investments in unconsolidated entities |
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Distributions from unconsolidated entities – return on capital |
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Net (gain) loss on sales of real estate properties |
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Net (gain) loss on sales of land parcels |
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— |
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Realized (gain) loss on investment securities |
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Unrealized (gain) loss on investment securities |
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( |
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Compensation paid with Company Common Shares |
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Changes in assets and liabilities: |
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(Increase) decrease in other assets |
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Increase (decrease) in accounts payable and accrued expenses |
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Increase (decrease) in accrued interest payable |
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( |
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( |
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Increase (decrease) in lease liabilities |
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( |
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( |
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Increase (decrease) in other liabilities |
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Increase (decrease) in security deposits |
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Net cash provided by operating activities |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Investment in real estate – acquisitions |
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( |
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( |
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Investment in real estate – development/other |
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( |
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( |
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Capital expenditures to real estate |
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( |
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( |
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Non-real estate capital additions |
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( |
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( |
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Interest capitalized for real estate and unconsolidated entities under development |
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( |
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( |
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Proceeds from disposition of real estate, net |
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Investments in unconsolidated entities – acquisitions |
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— |
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( |
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Investments in unconsolidated entities – development/other |
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( |
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( |
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Distributions from unconsolidated entities – return of capital |
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Proceeds from sale of investment securities |
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Mortgage receivables from unconsolidated entities |
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( |
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— |
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Consolidation of previously unconsolidated entities |
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( |
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— |
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Net cash provided by (used for) investing activities |
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( |
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( |
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See accompanying notes
5
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Amounts in thousands)
(Unaudited)
|
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Nine Months Ended September 30, |
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2025 |
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2024 |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Debt financing costs |
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$ |
( |
) |
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$ |
( |
) |
Mortgage notes payable, net: |
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Lump sum payoffs |
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( |
) |
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— |
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Scheduled principal repayments |
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( |
) |
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( |
) |
Notes, net: |
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Proceeds |
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|
||
Lump sum payoffs |
|
|
( |
) |
|
|
— |
|
Line of credit and commercial paper: |
|
|
|
|
|
|
||
Line of credit proceeds |
|
|
— |
|
|
|
|
|
Line of credit repayments |
|
|
— |
|
|
|
( |
) |
Commercial paper proceeds |
|
|
|
|
|
|
||
Commercial paper repayments |
|
|
( |
) |
|
|
( |
) |
Proceeds from (payments on) settlement of derivative instruments |
|
|
( |
) |
|
|
( |
) |
Finance ground lease principal payments |
|
|
( |
) |
|
|
( |
) |
Proceeds from Employee Share Purchase Plan (ESPP) |
|
|
|
|
|
|
||
Proceeds from exercise of options |
|
|
|
|
|
|
||
Common Shares repurchased and retired |
|
|
( |
) |
|
|
( |
) |
Redemption of Preferred Shares |
|
|
— |
|
|
|
( |
) |
Premium on redemption of Preferred Shares |
|
|
— |
|
|
|
( |
) |
Payment of offering costs |
|
|
( |
) |
|
|
— |
|
Other financing activities, net |
|
|
( |
) |
|
|
( |
) |
Contributions – Noncontrolling Interests – Partially Owned Properties |
|
|
— |
|
|
|
|
|
Contributions – Noncontrolling Interests – Operating Partnership |
|
|
|
|
|
|
||
Distributions: |
|
|
|
|
|
|
||
Common Shares |
|
|
( |
) |
|
|
( |
) |
Preferred Shares |
|
|
( |
) |
|
|
( |
) |
Noncontrolling Interests – Operating Partnership |
|
|
( |
) |
|
|
( |
) |
Noncontrolling Interests – Partially Owned Properties |
|
|
( |
) |
|
|
( |
) |
Net cash provided by (used for) financing activities |
|
|
( |
) |
|
|
|
|
Net increase (decrease) in cash and cash equivalents and restricted deposits |
|
|
|
|
|
( |
) |
|
Cash and cash equivalents and restricted deposits, beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents and restricted deposits, end of period |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Cash and cash equivalents and restricted deposits, end of period |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
|
|
$ |
|
||
Restricted deposits |
|
|
|
|
|
|
||
Total cash and cash equivalents and restricted deposits, end of period |
|
$ |
|
|
$ |
|
||
See accompanying notes
6
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Amounts in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
SUPPLEMENTAL INFORMATION: |
|
|
|
|
|
|
||
Cash paid for interest, net of amounts capitalized |
|
$ |
|
|
$ |
|
||
Net cash paid (received) for income and other taxes |
|
$ |
|
|
$ |
|
||
Amortization of deferred financing costs: |
|
|
|
|
|
|
||
Other assets |
|
$ |
|
|
$ |
|
||
Mortgage notes payable, net |
|
$ |
|
|
$ |
|
||
Notes, net |
|
$ |
|
|
$ |
|
||
Amortization of discounts and premiums on debt: |
|
|
|
|
|
|
||
Mortgage notes payable, net |
|
$ |
|
|
$ |
|
||
Notes, net |
|
$ |
|
|
$ |
|
||
Amortization of deferred settlements on derivative instruments: |
|
|
|
|
|
|
||
Other liabilities |
|
$ |
( |
) |
|
$ |
( |
) |
Accumulated other comprehensive income |
|
$ |
|
|
$ |
|
||
Write-off of pursuit costs: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
|
|
$ |
|
||
Investments in unconsolidated entities |
|
$ |
|
|
$ |
|
||
Other assets |
|
$ |
|
|
$ |
|
||
(Income) loss from investments in unconsolidated entities: |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
$ |
|
|
$ |
|
||
Other liabilities |
|
$ |
|
|
$ |
|
||
Realized/unrealized (gain) loss on derivative instruments: |
|
|
|
|
|
|
||
Other assets |
|
$ |
( |
) |
|
$ |
— |
|
Other liabilities |
|
$ |
|
|
$ |
|
||
Accumulated other comprehensive income |
|
$ |
( |
) |
|
$ |
( |
) |
Investment in real estate – acquisitions: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
( |
) |
|
$ |
( |
) |
Right-of-use assets |
|
$ |
— |
|
|
$ |
( |
) |
Interest capitalized for real estate and unconsolidated entities under development: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
( |
) |
|
$ |
( |
) |
Investments in unconsolidated entities |
|
$ |
( |
) |
|
$ |
( |
) |
Investments in unconsolidated entities – development/other: |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
$ |
( |
) |
|
$ |
( |
) |
Other liabilities |
|
$ |
( |
) |
|
$ |
( |
) |
Consolidation of previously unconsolidated entities: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
( |
) |
|
$ |
— |
|
Investments in unconsolidated entities |
|
$ |
|
|
$ |
— |
|
|
Other assets |
|
$ |
|
|
$ |
— |
|
|
Accounts payable and accrued expenses |
|
$ |
|
|
$ |
— |
|
|
Other liabilities |
|
$ |
|
|
$ |
— |
|
|
Security deposits |
|
$ |
|
|
$ |
— |
|
|
Debt financing costs: |
|
|
|
|
|
|
||
Notes, net |
|
$ |
( |
) |
|
$ |
( |
) |
Proceeds from (payments on) settlement of derivative instruments: |
|
|
|
|
|
|
||
Other assets |
|
$ |
|
|
$ |
— |
|
|
Other liabilities |
|
$ |
( |
) |
|
$ |
( |
) |
See accompanying notes
7
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Amounts in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Right-of-use assets and lease liabilities initial measurement and reclassifications: |
|
|
|
|
|
|
||
Right-of-use assets |
|
$ |
( |
) |
|
$ |
— |
|
Lease liabilities |
|
$ |
|
|
$ |
— |
|
|
Non-cash share distribution and other transfers from unconsolidated entities: |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
$ |
|
|
$ |
— |
|
|
Other assets |
|
$ |
( |
) |
|
$ |
— |
|
Non-cash change in Supplemental Executive Retirement Plan (SERP) balances: |
|
|
|
|
|
|
||
Other assets |
|
$ |
|
|
$ |
( |
) |
|
Other liabilities |
|
$ |
( |
) |
|
$ |
|
|
Paid in capital |
|
$ |
( |
) |
|
$ |
( |
) |
See accompanying notes
8
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Amounts in thousands except per share data)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
||||
PREFERRED SHARES |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Partial redemption of |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
COMMON SHARES, $ |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Conversion of OP Units into Common Shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Exercise of share options |
|
|
|
|
|
|
|
|
— |
|
|
|
|
|||
Employee Share Purchase Plan (ESPP) |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
Common Shares repurchased and retired |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
Share-based employee compensation expense: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Restricted shares |
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
||
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
PAID IN CAPITAL |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Common Share Issuance: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Conversion of OP Units into Common Shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Exercise of share options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Employee Share Purchase Plan (ESPP) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Share-based employee compensation expense: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Restricted shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Share options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
ESPP discount |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Offering costs |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
Supplemental Executive Retirement Plan (SERP) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
||
Change in market value of Redeemable Noncontrolling Interests – |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Adjustment for Noncontrolling Interests ownership in Operating |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
RETAINED EARNINGS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net income attributable to controlling interests |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Common Share distributions |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Preferred Share distributions |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Premium on redemption of Preferred Shares – cash charge |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Common Shares repurchased and retired |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Accumulated other comprehensive income (loss) – derivative |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unrealized holding gains (losses) arising during the period |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Losses reclassified into earnings from other comprehensive |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
DISTRIBUTIONS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Distributions declared per Common Share outstanding |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
See accompanying notes
9
Table of Contents
EQUITY RESIDENTIAL
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)
(Amounts in thousands except per share data)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
NONCONTROLLING INTERESTS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
OPERATING PARTNERSHIP |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Issuance of restricted units to Noncontrolling Interests |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|||
Conversion of OP Units held by Noncontrolling Interests into OP |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Equity compensation associated with Noncontrolling Interests |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income attributable to Noncontrolling Interests |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Distributions to Noncontrolling Interests |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Change in book value of Redeemable Noncontrolling Interests – |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjustment for Noncontrolling Interests ownership in Operating |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
PARTIALLY OWNED PROPERTIES |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
Net income attributable to Noncontrolling Interests |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contributions by Noncontrolling Interests |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
Distributions to Noncontrolling Interests |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Other |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Balance, end of period |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||
See accompanying notes
10
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
(Unaudited)
|
|
September 30, |
|
|
December 31, |
|
||
|
|
2025 |
|
|
2024 |
|
||
ASSETS |
|
|
|
|
|
|
||
Land |
|
$ |
|
|
$ |
|
||
Depreciable property |
|
|
|
|
|
|
||
Projects under development |
|
|
|
|
|
|
||
Land held for development |
|
|
|
|
|
|
||
Investment in real estate |
|
|
|
|
|
|
||
Accumulated depreciation |
|
|
( |
) |
|
|
( |
) |
Investment in real estate, net |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
|
|
|
|
|
||
Restricted deposits |
|
|
|
|
|
|
||
Right-of-use assets |
|
|
|
|
|
|
||
Other assets |
|
|
|
|
|
|
||
Total assets |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
LIABILITIES AND CAPITAL |
|
|
|
|
|
|
||
Liabilities: |
|
|
|
|
|
|
||
Mortgage notes payable, net |
|
$ |
|
|
$ |
|
||
Notes, net |
|
|
|
|
|
|
||
Line of credit and commercial paper |
|
|
|
|
|
|
||
Accounts payable and accrued expenses |
|
|
|
|
|
|
||
Accrued interest payable |
|
|
|
|
|
|
||
Lease liabilities |
|
|
|
|
|
|
||
Other liabilities |
|
|
|
|
|
|
||
Security deposits |
|
|
|
|
|
|
||
Distributions payable |
|
|
|
|
|
|
||
Total liabilities |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Commitments and contingencies |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Redeemable Limited Partners |
|
|
|
|
|
|
||
Capital: |
|
|
|
|
|
|
||
Partners’ Capital: |
|
|
|
|
|
|
||
Preference Units |
|
|
|
|
|
|
||
General Partner |
|
|
|
|
|
|
||
Limited Partners |
|
|
|
|
|
|
||
Accumulated other comprehensive income (loss) |
|
|
|
|
|
|
||
Total partners’ capital |
|
|
|
|
|
|
||
Noncontrolling Interests – Partially Owned Properties |
|
|
( |
) |
|
|
( |
) |
Total capital |
|
|
|
|
|
|
||
Total liabilities and capital |
|
$ |
|
|
$ |
|
||
See accompanying notes
11
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Amounts in thousands except per Unit data)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
REVENUES |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rental income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
EXPENSES |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Property and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Real estate taxes and insurance |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Property management |
|
|
|
|
|
|
|
|
|
|
|
|
||||
General and administrative |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net gain (loss) on sales of real estate properties |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|||
Interest and other income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other expenses |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Interest: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expense incurred, net |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Amortization of deferred financing costs |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Income before income and other taxes, income (loss) from |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income and other tax (expense) benefit |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Income (loss) from investments in unconsolidated entities |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Net gain (loss) on sales of land parcels |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net (income) loss attributable to Noncontrolling Interests – Partially Owned |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Net income attributable to controlling interests |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
ALLOCATION OF NET INCOME: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Preference Units |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Premium on redemption of Preference Units |
|
$ |
— |
|
|
$ |
|
|
$ |
— |
|
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
General Partner |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Limited Partners |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income available to Units |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Earnings per Unit – basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income available to Units |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Weighted average Units outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Earnings per Unit – diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income available to Units |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Weighted average Units outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
||||
See accompanying notes
12
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Continued)
(Amounts in thousands except per Unit data)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other comprehensive income (loss) – derivative instruments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unrealized holding gains (losses) arising during the period |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Losses reclassified into earnings from other comprehensive |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other comprehensive income (loss) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Comprehensive (income) attributable to Noncontrolling Interests – |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Comprehensive income attributable to controlling interests |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
See accompanying notes
13
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
||
Net income |
|
$ |
|
|
$ |
|
||
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation |
|
|
|
|
|
|
||
Amortization of deferred financing costs |
|
|
|
|
|
|
||
Amortization of discounts and premiums on debt |
|
|
|
|
|
|
||
Amortization of deferred settlements on derivative instruments |
|
|
|
|
|
|
||
Amortization of right-of-use assets |
|
|
|
|
|
|
||
Write-off of pursuit costs |
|
|
|
|
|
|
||
(Income) loss from investments in unconsolidated entities |
|
|
|
|
|
|
||
Distributions from unconsolidated entities – return on capital |
|
|
|
|
|
|
||
Net (gain) loss on sales of real estate properties |
|
|
( |
) |
|
|
( |
) |
Net (gain) loss on sales of land parcels |
|
|
|
|
|
— |
|
|
Realized (gain) loss on investment securities |
|
|
|
|
|
|
||
Unrealized (gain) loss on investment securities |
|
|
( |
) |
|
|
( |
) |
Compensation paid with Company Common Shares |
|
|
|
|
|
|
||
Changes in assets and liabilities: |
|
|
|
|
|
|
||
(Increase) decrease in other assets |
|
|
|
|
|
|
||
Increase (decrease) in accounts payable and accrued expenses |
|
|
|
|
|
|
||
Increase (decrease) in accrued interest payable |
|
|
( |
) |
|
|
( |
) |
Increase (decrease) in lease liabilities |
|
|
( |
) |
|
|
( |
) |
Increase (decrease) in other liabilities |
|
|
|
|
|
|
||
Increase (decrease) in security deposits |
|
|
|
|
|
|
||
Net cash provided by operating activities |
|
|
|
|
|
|
||
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
||
Investment in real estate – acquisitions |
|
|
( |
) |
|
|
( |
) |
Investment in real estate – development/other |
|
|
( |
) |
|
|
( |
) |
Capital expenditures to real estate |
|
|
( |
) |
|
|
( |
) |
Non-real estate capital additions |
|
|
( |
) |
|
|
( |
) |
Interest capitalized for real estate and unconsolidated entities under development |
|
|
( |
) |
|
|
( |
) |
Proceeds from disposition of real estate, net |
|
|
|
|
|
|
||
Investments in unconsolidated entities – acquisitions |
|
|
— |
|
|
|
( |
) |
Investments in unconsolidated entities – development/other |
|
|
( |
) |
|
|
( |
) |
Distributions from unconsolidated entities – return of capital |
|
|
|
|
|
|
||
Proceeds from sale of investment securities |
|
|
|
|
|
|
||
Mortgage receivables from unconsolidated entities |
|
|
( |
) |
|
|
— |
|
Consolidation of previously unconsolidated entities |
|
|
( |
) |
|
|
— |
|
Net cash provided by (used for) investing activities |
|
|
( |
) |
|
|
( |
) |
See accompanying notes
14
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Amounts in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
||
Debt financing costs |
|
$ |
( |
) |
|
$ |
( |
) |
Mortgage notes payable, net: |
|
|
|
|
|
|
||
Lump sum payoffs |
|
|
( |
) |
|
|
— |
|
Scheduled principal repayments |
|
|
( |
) |
|
|
( |
) |
Notes, net: |
|
|
|
|
|
|
||
Proceeds |
|
|
|
|
|
|
||
Lump sum payoffs |
|
|
( |
) |
|
|
— |
|
Line of credit and commercial paper: |
|
|
|
|
|
|
||
Line of credit proceeds |
|
|
— |
|
|
|
|
|
Line of credit repayments |
|
|
— |
|
|
|
( |
) |
Commercial paper proceeds |
|
|
|
|
|
|
||
Commercial paper repayments |
|
|
( |
) |
|
|
( |
) |
Proceeds from (payments on) settlement of derivative instruments |
|
|
( |
) |
|
|
( |
) |
Finance ground lease principal payments |
|
|
( |
) |
|
|
( |
) |
Proceeds from EQR’s Employee Share Purchase Plan (ESPP) |
|
|
|
|
|
|
||
Proceeds from exercise of EQR options |
|
|
|
|
|
|
||
OP Units repurchased and retired |
|
|
( |
) |
|
|
( |
) |
Redemption of Preference Units |
|
|
— |
|
|
|
( |
) |
Premium on redemption of Preference Units |
|
|
— |
|
|
|
( |
) |
Payment of offering costs |
|
|
( |
) |
|
|
— |
|
Other financing activities, net |
|
|
( |
) |
|
|
( |
) |
Contributions – Noncontrolling Interests – Partially Owned Properties |
|
|
— |
|
|
|
|
|
Contributions – Limited Partners |
|
|
|
|
|
|
||
Distributions: |
|
|
|
|
|
|
||
OP Units – General Partner |
|
|
( |
) |
|
|
( |
) |
Preference Units |
|
|
( |
) |
|
|
( |
) |
OP Units – Limited Partners |
|
|
( |
) |
|
|
( |
) |
Noncontrolling Interests – Partially Owned Properties |
|
|
( |
) |
|
|
( |
) |
Net cash provided by (used for) financing activities |
|
|
( |
) |
|
|
|
|
Net increase (decrease) in cash and cash equivalents and restricted deposits |
|
|
|
|
|
( |
) |
|
Cash and cash equivalents and restricted deposits, beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents and restricted deposits, end of period |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Cash and cash equivalents and restricted deposits, end of period |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
|
|
$ |
|
||
Restricted deposits |
|
|
|
|
|
|
||
Total cash and cash equivalents and restricted deposits, end of period |
|
$ |
|
|
$ |
|
||
See accompanying notes
15
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Amounts in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
SUPPLEMENTAL INFORMATION: |
|
|
|
|
|
|
||
Cash paid for interest, net of amounts capitalized |
|
$ |
|
|
$ |
|
||
Net cash paid (received) for income and other taxes |
|
$ |
|
|
$ |
|
||
Amortization of deferred financing costs: |
|
|
|
|
|
|
||
Other assets |
|
$ |
|
|
$ |
|
||
Mortgage notes payable, net |
|
$ |
|
|
$ |
|
||
Notes, net |
|
$ |
|
|
$ |
|
||
Amortization of discounts and premiums on debt: |
|
|
|
|
|
|
||
Mortgage notes payable, net |
|
$ |
|
|
$ |
|
||
Notes, net |
|
$ |
|
|
$ |
|
||
Amortization of deferred settlements on derivative instruments: |
|
|
|
|
|
|
||
Other liabilities |
|
$ |
( |
) |
|
$ |
( |
) |
Accumulated other comprehensive income |
|
$ |
|
|
$ |
|
||
Write-off of pursuit costs: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
|
|
$ |
|
||
Investments in unconsolidated entities |
|
$ |
|
|
$ |
|
||
Other assets |
|
$ |
|
|
$ |
|
||
(Income) loss from investments in unconsolidated entities: |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
$ |
|
|
$ |
|
||
Other liabilities |
|
$ |
|
|
$ |
|
||
Realized/unrealized (gain) loss on derivative instruments: |
|
|
|
|
|
|
||
Other assets |
|
$ |
( |
) |
|
$ |
— |
|
Other liabilities |
|
$ |
|
|
$ |
|
||
Accumulated other comprehensive income |
|
$ |
( |
) |
|
$ |
( |
) |
Investment in real estate – acquisitions: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
( |
) |
|
$ |
( |
) |
Right-of-use assets |
|
$ |
— |
|
|
$ |
( |
) |
Interest capitalized for real estate and unconsolidated entities under development: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
( |
) |
|
$ |
( |
) |
Investments in unconsolidated entities |
|
$ |
( |
) |
|
$ |
( |
) |
Investments in unconsolidated entities – development/other: |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
$ |
( |
) |
|
$ |
( |
) |
Other liabilities |
|
$ |
( |
) |
|
$ |
( |
) |
Consolidation of previously unconsolidated entities: |
|
|
|
|
|
|
||
Investment in real estate, net |
|
$ |
( |
) |
|
$ |
— |
|
Investments in unconsolidated entities |
|
$ |
|
|
$ |
— |
|
|
Other assets |
|
$ |
|
|
$ |
— |
|
|
Accounts payable and accrued expenses |
|
$ |
|
|
$ |
— |
|
|
Other liabilities |
|
$ |
|
|
$ |
— |
|
|
Security deposits |
|
$ |
|
|
$ |
— |
|
|
Debt financing costs: |
|
|
|
|
|
|
||
Notes, net |
|
$ |
( |
) |
|
$ |
( |
) |
Proceeds from (payments on) settlement of derivative instruments: |
|
|
|
|
|
|
||
Other assets |
|
$ |
|
|
$ |
— |
|
|
Other liabilities |
|
$ |
( |
) |
|
$ |
( |
) |
See accompanying notes
16
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Amounts in thousands)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Right-of-use assets and lease liabilities initial measurement and reclassifications: |
|
|
|
|
|
|
||
Right-of-use assets |
|
$ |
( |
) |
|
$ |
— |
|
Lease liabilities |
|
$ |
|
|
$ |
— |
|
|
Non-cash share distribution and other transfers from unconsolidated entities: |
|
|
|
|
|
|
||
Investments in unconsolidated entities |
|
$ |
|
|
$ |
— |
|
|
Other assets |
|
$ |
( |
) |
|
$ |
— |
|
Non-cash change in Supplemental Executive Retirement Plan (SERP) balances: |
|
|
|
|
|
|
||
Other assets |
|
$ |
|
|
$ |
( |
) |
|
Other liabilities |
|
$ |
( |
) |
|
$ |
|
|
Paid in capital |
|
$ |
( |
) |
|
$ |
( |
) |
See accompanying notes
17
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL
(Amounts in thousands except per Unit data)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
PARTNERS’ CAPITAL |
|
|
|
|
|
|
|
|
|
|
|
|
||||
PREFERENCE UNITS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Partial redemption of |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
GENERAL PARTNER |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
OP Unit Issuance: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Conversion of OP Units held by Limited Partners into OP Units |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Exercise of EQR share options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
EQR’s Employee Share Purchase Plan (ESPP) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Share-based employee compensation expense: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
EQR restricted shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
EQR share options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
EQR ESPP discount |
|
|
|
|
|
|
|
|
|
|
|
|
||||
OP Units repurchased and retired |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
Net income available to Units – General Partner |
|
|
|
|
|
|
|
|
|
|
|
|
||||
OP Units – General Partner distributions |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Offering costs |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
Supplemental Executive Retirement Plan (SERP) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
||
Change in market value of Redeemable Limited Partners |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Adjustment for Limited Partners ownership in Operating Partnership |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
LIMITED PARTNERS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Issuance of restricted units to Limited Partners |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|||
Conversion of OP Units held by Limited Partners into OP Units held |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Equity compensation associated with Units – Limited Partners |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income available to Units – Limited Partners |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Units – Limited Partners distributions |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Change in book value of Redeemable Limited Partners |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjustment for Limited Partners ownership in Operating Partnership |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Accumulated other comprehensive income (loss) – derivative |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unrealized holding gains (losses) arising during the period |
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Losses reclassified into earnings from other comprehensive |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
DISTRIBUTIONS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Distributions declared per Unit outstanding |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
See accompanying notes
18
Table of Contents
ERP OPERATING LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL (Continued)
(Amounts in thousands except per Unit data)
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
NONCONTROLLING INTERESTS |
|
|
|
|
|
|
|
|
|
|
|
|
||||
NONCONTROLLING INTERESTS – PARTIALLY OWNED |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance, beginning of period |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
Net income attributable to Noncontrolling Interests |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contributions by Noncontrolling Interests |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
Distributions to Noncontrolling Interests |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Other |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Balance, end of period |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||
See accompanying notes
19
Table of Contents
EQUITY RESIDENTIAL
ERP OPERATING LIMITED PARTNERSHIP
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Equity Residential (“EQR”) is an S&P 500 company that owns and manages rental properties in dynamic metro areas across the U.S., a business that is conducted on its behalf by ERP Operating Limited Partnership (“ERPOP”). EQR is a Maryland real estate investment trust (“REIT”) formed in March 1993 and ERPOP is an Illinois limited partnership formed in May 1993. References to the “Company,” “we,” “us” or “our” mean collectively EQR, ERPOP and those entities/subsidiaries owned or controlled by EQR and/or ERPOP. References to the “Operating Partnership” mean collectively ERPOP and those entities/subsidiaries owned or controlled by ERPOP. Unless otherwise indicated, the notes to consolidated financial statements apply to both the Company and the Operating Partnership.
EQR is the general partner of, and as of September 30, 2025 owned an approximate
As of September 30, 2025, the Company, directly or indirectly through investments in title holding entities, owned all or a portion of
|
|
Properties |
|
|
Apartment Units |
|
||
Wholly Owned Properties |
|
|
|
|
|
|
||
Partially Owned Properties – Consolidated |
|
|
|
|
|
|
||
Partially Owned Properties – Unconsolidated |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) and certain reclassifications considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
In preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.
The balance sheets at December 31, 2024 have been derived from the audited financial statements at that date but do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.
For further information, including definitions of capitalized terms not defined herein, refer to the consolidated financial statements and footnotes thereto included in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
20
Table of Contents
Income and Other Taxes
EQR has elected to be taxed as a REIT. This, along with the nature of the operations of its operating properties, resulted in
Recent Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board (“FASB”) issued a new standard on disaggregation of income statement expenses, which requires an entity to disclose, on an annual and interim basis, disaggregated information about certain income statement expense line items in a tabular format in the notes to the financial statements. The standard will be effective for annual reporting periods beginning after December 15, 2026 and for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of the new rules on its disclosures.
In March 2024, the Securities and Exchange Commission ("SEC") adopted final rules that will require certain climate-related information in registration statements and annual reports. In April 2024, the SEC voluntarily stayed the new rules as a result of pending legal challenges. In March 2025, the SEC voted to end its defense of the rules. The new rules include a requirement to disclose material climate-related risks, descriptions of board and management oversight and risk management activities, the material impacts of these risks on a registrant’s strategy, business model and outlook, and any material climate-related targets or goals, as well as material effects and costs of severe weather events and other natural conditions and greenhouse gas emissions. Prior to the stay of the new rules, they would have been effective for annual periods beginning January 1, 2025, except for the greenhouse gas emissions disclosures, which would have been effective for annual periods beginning January 1, 2026. The Company is currently monitoring the legal challenges and evaluating the potential impact of the new rules on its disclosures.
In December 2023, the FASB issued an amendment to the income tax standards which requires disclosure enhancements and further transparency to certain income tax disclosures, most notably the tax rate reconciliation and income taxes paid. The new standard will be effective for annual periods beginning January 1, 2025 and will be applied on a prospective basis with the option to apply the standard retrospectively. Due to the nature of the Company's operations and the immaterial amount of income taxes incurred/paid due to its status as a REIT, we expect the adoption of the standard to have no impact on its disclosures. See the Income and Other Taxes section above for additional discussion.
In November 2023, the FASB issued an amendment to the segment reporting standards which requires disclosure for each reportable segment, on an interim and annual basis, of the significant expense categories and amounts that are regularly provided to the chief operating decision maker and included in each reported measure of a segment’s profit or loss. Additionally, it requires disclosure of the title and position of the individual or the name of the group or committee identified as the chief operating decision maker. The Company adopted the standard when effective for annual periods beginning January 1, 2024 and interim periods beginning January 1, 2025 on a retrospective basis. See Note 12 for further discussion.
In March 2020, the FASB issued an amendment to the reference rate reform standard which provides the option for a limited period of time to ease the potential burden in accounting for, or recognizing the effects of, reference rate reform on contract modifications and hedge accounting. The new standard was effective for the Company upon issuance and elections could be made through December 31, 2024. The Company elected to apply the hedge accounting expedients and application of these expedients preserves the presentation of derivatives consistent with past presentation.
21
Table of Contents
The Company refers to “Common Shares” and “Units” (which refer to both OP Units and restricted units) as equity securities for EQR and “General Partner Units” and “Limited Partner Units” as equity securities for ERPOP. To provide a streamlined and more readable presentation of the disclosures for the Company and the Operating Partnership, several sections below refer to the respective terminology for each with the same financial information and separate sections are provided, where needed, to further distinguish any differences in financial information and terminology.
The following table presents the changes in the Company’s issued and outstanding Common Shares and Units for the nine months ended September 30, 2025 and 2024:
|
|
2025 |
|
|
2024 |
|
||
Common Shares |
|
|
|
|
|
|
||
Common Shares outstanding at January 1, |
|
|
|
|
|
|
||
Common Shares Issued: |
|
|
|
|
|
|
||
Conversion of OP Units |
|
|
|
|
|
|
||
Exercise of share options |
|
|
|
|
|
|
||
Employee Share Purchase Plan (ESPP) |
|
|
|
|
|
|
||
Restricted share grants, net |
|
|
|
|
|
|
||
Common Shares Other: |
|
|
|
|
|
|
||
Repurchased and retired |
|
|
( |
) |
|
|
( |
) |
Common Shares outstanding at September 30, |
|
|
|
|
|
|
||
Units |
|
|
|
|
|
|
||
Units outstanding at January 1, |
|
|
|
|
|
|
||
Restricted unit grants, net |
|
|
|
|
|
|
||
Conversion of OP Units to Common Shares |
|
|
( |
) |
|
|
( |
) |
Units outstanding at September 30, |
|
|
|
|
|
|
||
Total Common Shares and Units outstanding at September 30, |
|
|
|
|
|
|
||
Units Ownership Interest in Operating Partnership |
|
|
% |
|
|
% |
||
The following table presents the changes in the Operating Partnership’s issued and outstanding General Partner Units and Limited Partner Units for the nine months ended September 30, 2025 and 2024:
|
|
2025 |
|
|
2024 |
|
||
General and Limited Partner Units |
|
|
|
|
|
|
||
General and Limited Partner Units outstanding at January 1, |
|
|
|
|
|
|
||
Issued to General Partner: |
|
|
|
|
|
|
||
Exercise of EQR share options |
|
|
|
|
|
|
||
EQR’s Employee Share Purchase Plan (ESPP) |
|
|
|
|
|
|
||
EQR’s restricted share grants, net |
|
|
|
|
|
|
||
Issued to Limited Partners: |
|
|
|
|
|
|
||
Restricted unit grants, net |
|
|
|
|
|
|
||
General Partner Other: |
|
|
|
|
|
|
||
OP Units repurchased and retired |
|
|
( |
) |
|
|
( |
) |
General and Limited Partner Units outstanding at September 30, |
|
|
|
|
|
|
||
Limited Partner Units |
|
|
|
|
|
|
||
Limited Partner Units outstanding at January 1, |
|
|
|
|
|
|
||
Limited Partner restricted unit grants, net |
|
|
|
|
|
|
||
Conversion of Limited Partner OP Units to EQR Common Shares |
|
|
( |
) |
|
|
( |
) |
Limited Partner Units outstanding at September 30, |
|
|
|
|
|
|
||
Limited Partner Units Ownership Interest in Operating Partnership |
|
|
% |
|
|
% |
||
The equity positions of various individuals and entities that contributed their properties to the Operating Partnership in exchange for OP Units, as well as the equity positions of the holders of restricted units, are collectively referred to as the “Noncontrolling Interests – Operating Partnership” and “Limited Partners Capital,” respectively, for the Company and the Operating Partnership. Subject to certain exceptions (including the “book-up” requirements of restricted units), the Noncontrolling Interests – Operating Partnership/Limited Partners Capital may exchange their Units with EQR for Common Shares on a one-for-one basis. The book value of the Noncontrolling Interests – Operating Partnership/Limited Partners Capital (including redeemable interests) is allocated based on
22
Table of Contents
the number of Noncontrolling Interests – Operating Partnership/Limited Partners Capital in total in proportion to the number of Noncontrolling Interests – Operating Partnership/Limited Partners Capital in total plus the total number of Common Shares/General Partner Units. Net income is allocated to the Noncontrolling Interests – Operating Partnership/Limited Partners Capital based on the weighted average ownership percentage during the period.
The Operating Partnership has the right but not the obligation to make a cash payment instead of issuing Common Shares to any and all holders of Noncontrolling Interests – Operating Partnership/Limited Partners Capital requesting an exchange of their Noncontrolling Interests – Operating Partnership/Limited Partners Capital with EQR. Once the Operating Partnership elects not to redeem the Noncontrolling Interests – Operating Partnership/Limited Partners Capital for cash, EQR is obligated to deliver Common Shares to the exchanging holder of the Noncontrolling Interests – Operating Partnership/Limited Partners Capital.
The Noncontrolling Interests – Operating Partnership/Limited Partners Capital are classified as either mezzanine equity or permanent equity. If EQR is required, either by contract or securities law, to deliver registered Common Shares, such Noncontrolling Interests – Operating Partnership/Limited Partners Capital are differentiated and referred to as “Redeemable Noncontrolling Interests – Operating Partnership” and “Redeemable Limited Partners,” respectively. Instruments that require settlement in registered shares cannot be classified in permanent equity as it is not always completely within an issuer’s control to deliver registered shares. Therefore, settlement in cash is assumed and that responsibility for settlement in cash is deemed to fall to the Operating Partnership as the primary source of cash for EQR, resulting in presentation in the mezzanine section of the balance sheet. The Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners are adjusted to the greater of book value or fair market value based on the Common Share price of EQR at the end of each respective reporting period. EQR has the ability to deliver unregistered Common Shares for the remaining portion of the Noncontrolling Interests – Operating Partnership/Limited Partners Capital that are classified in permanent equity at September 30, 2025 and December 31, 2024.
The book value of the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners is allocated based on the number of Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners in proportion to the number of Noncontrolling Interests – Operating Partnership/Limited Partners Capital in total. Such percentage of the total book value of Units/Limited Partner Units which is ascribed to the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners is then adjusted to the greater of book value or fair market value as described above. As of September 30, 2025 and 2024, the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners have a redemption value of approximately $
The following table presents the changes in the redemption value of the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners for the nine months ended September 30, 2025 and 2024, respectively (amounts in thousands):
|
|
2025 |
|
|
2024 |
|
||
Balance at January 1, |
|
$ |
|
|
$ |
|
||
Change in market value (1) |
|
|
( |
) |
|
|
|
|
Change in book value (1) |
|
|
( |
) |
|
|
( |
) |
Balance at September 30, |
|
$ |
|
|
$ |
|
||
Net proceeds from EQR Common Share and Preferred Share (see definition below) offerings and proceeds from exercise of options for Common Shares are contributed by EQR to ERPOP. In return for those contributions, EQR receives a number of OP Units in ERPOP equal to the number of Common Shares it has issued in the equity offering (or in the case of a preferred equity offering, a number of preference units in ERPOP equal in number and having the same terms as the Preferred Shares issued in the equity offering). As a result, the net proceeds from Common Shares and Preferred Shares are allocated for the Company between shareholders’ equity and Noncontrolling Interests – Operating Partnership and for the Operating Partnership between General Partner’s Capital and Limited Partners Capital to account for the change in their respective percentage ownership of the underlying equity.
The Company’s declaration of trust authorizes it to issue up to
23
Table of Contents
The following table presents the Company’s issued and outstanding Preferred Shares/Preference Units as of September 30, 2025 and December 31, 2024:
|
|
|
|
|
|
|
Amounts in thousands |
|
||||||
|
|
|
|
Annual |
|
|
|
|
|
|
|
|||
|
|
Call |
|
Dividend Per |
|
|
September 30, |
|
|
December 31, |
|
|||
|
|
Date (1) |
|
Share/Unit (2) |
|
|
2025 |
|
|
2024 |
|
|||
Preferred Shares/Preference Units of beneficial interest, $ |
|
|
|
|
|
|
|
|
|
|
|
|||
|
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|||
Other
EQR and ERPOP currently have an active universal shelf registration statement for the issuance of equity and debt securities that automatically became effective upon filing with the SEC in May 2025 and expires in May 2028. Per the terms of ERPOP’s partnership agreement, EQR contributes the net proceeds of all equity offerings to the capital of ERPOP in exchange for additional OP Units (on a one-for-one Common Share per OP Unit basis) or preference units (on a one-for-one preferred share per preference unit basis).
The Company has an At-The-Market (“ATM”) share offering program which allows EQR to issue Common Shares from time to time into the existing trading market at current market prices or through negotiated transactions, including under forward sale arrangements. In May 2025, the Company replaced the prior program (which had expired) with a new program that matures in May 2028 and gives us the authority to issue up to
During the nine months ended September 30, 2025, the Company repurchased and subsequently retired approximately $
The following table summarizes the carrying amounts for the Company’s investment in real estate (at cost) as of September 30, 2025 and December 31, 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||
Land |
|
$ |
|
|
$ |
|
||
Depreciable property: |
|
|
|
|
|
|
||
Buildings and improvements |
|
|
|
|
|
|
||
Furniture, fixtures and equipment |
|
|
|
|
|
|
||
In-Place lease intangibles |
|
|
|
|
|
|
||
Projects under development: |
|
|
|
|
|
|
||
Land |
|
|
|
|
|
|
||
Construction-in-progress |
|
|
|
|
|
|
||
Land held for development: |
|
|
|
|
|
|
||
Land |
|
|
|
|
|
|
||
Construction-in-progress |
|
|
|
|
|
|
||
Investment in real estate |
|
|
|
|
|
|
||
Accumulated depreciation |
|
|
( |
) |
|
|
( |
) |
Investment in real estate, net |
|
$ |
|
|
$ |
|
||
24
Table of Contents
During the nine months ended September 30, 2025, the Company acquired the following from unaffiliated parties (purchase price and purchase price allocation in thousands):
|
|
|
|
|
|
|
|
|
|
|
Purchase Price Allocation (1) |
|
||||||||
|
|
Properties |
|
|
Apartment Units |
|
|
Purchase Price |
|
|
Land |
|
|
Depreciable Property |
|
|||||
Rental Properties – Consolidated |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
During the nine months ended September 30, 2025, the Company also acquired its joint venture partner's
During the nine months ended September 30, 2025, the Company disposed of the following to unaffiliated parties (sales price and net gain (loss) in thousands):
|
|
Properties |
|
|
Apartment Units |
|
|
Sales Price |
|
|
Net Gain (Loss) |
|
||||
Rental Properties – Consolidated |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
||||
Land Parcel (one) – Consolidated |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
Total |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
||||
The Company has invested in various entities with unrelated third parties which are either consolidated or accounted for under the equity method of accounting (unconsolidated).
Consolidated Variable Interest Entities (“VIEs”)
In accordance with accounting standards for consolidation of VIEs, the Company consolidates ERPOP on EQR’s financial statements. As the sole general partner of ERPOP, EQR has exclusive control of ERPOP’s day-to-day management. The limited partners are not able to exercise substantive kick-out or participating rights. As a result, ERPOP qualifies as a VIE. EQR has a controlling financial interest in ERPOP and, thus, is ERPOP’s primary beneficiary. EQR has the power to direct the activities of ERPOP that most significantly impact ERPOP’s economic performance as well as the obligation to absorb losses or the right to receive benefits from ERPOP that could potentially be significant to ERPOP.
The Company has various equity interests in certain joint ventures that have been deemed to be VIEs, and the Company is the VIEs’ primary beneficiary. As a result, the joint ventures are required to be consolidated on the Company’s financial statements.
|
|
Consolidated Joint Ventures (VIE) |
|
||
|
|
Properties/Projects |
|
Apartment Units |
|
Operating Properties |
|
|
|
||
Projects Under Development (1) |
|
|
(2) |
||
Total |
|
|
|
||
25
Table of Contents
The following table provides consolidated assets and liabilities related to the Company's VIEs as of September 30, 2025 and December 31, 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||
Consolidated Assets |
|
$ |
|
|
$ |
|
||
Consolidated Liabilities |
|
$ |
|
|
$ |
|
||
Investments in Unconsolidated Entities
The Company has various equity interests in certain joint ventures that are unconsolidated and accounted for using the equity method of accounting. Most of these have been deemed to be VIEs and the Company is not the VIEs' primary beneficiary. The remaining have been deemed not to be VIEs and the Company does not have a controlling voting interest.
The following table summarizes the Company’s investments in unconsolidated entities as of September 30, 2025 and December 31, 2024 (amounts in thousands except for ownership percentage):
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
|
Ownership Percentage |
||
Investments in Unconsolidated Entities: |
|
|
|
|
|
|
|
|
||
Various Real Estate Holdings (VIE) |
|
$ |
|
|
$ |
|
|
Varies |
||
Development and Lease-Up Projects and Land Held for Development (VIE) |
|
|
|
|
|
|
|
|||
Real Estate Technology Funds/Companies (VIE) |
|
|
|
|
|
|
|
Varies |
||
Other |
|
|
( |
) |
|
|
( |
) |
|
Varies |
Investments in Unconsolidated Entities |
|
$ |
|
|
$ |
|
|
|
||
The following table summarizes the Company’s unconsolidated joint ventures that were deemed to be VIEs as of September 30, 2025:
|
|
Unconsolidated Joint Ventures (VIE) |
|
||
|
|
Properties/Projects/Entities |
|
Apartment Units |
|
Operating Properties |
|
|
|
||
Development Lease-Up Projects (1) |
|
|
|
||
Real Estate Holdings (2) |
|
|
— |
|
|
Projects Under Development (3) |
|
|
(5) |
||
Projects Held for Development (4) |
|
|
(5) |
||
Total |
|
|
|
||
During the nine months ended September 30, 2025, the Company repaid $
During the nine months ended September 30, 2025, the Company acquired its joint venture partner's
26
Table of Contents
The following table presents the Company’s restricted deposits as of September 30, 2025 and December 31, 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||
Mortgage escrow deposits: |
|
|
|
|
|
|
||
Real estate taxes and insurance |
|
$ |
|
|
$ |
|
||
Mortgage principal reserves/sinking funds |
|
|
|
|
|
|
||
Mortgage escrow deposits |
|
|
|
|
|
|
||
Restricted cash: |
|
|
|
|
|
|
||
Tax-deferred (1031) exchange proceeds |
|
|
|
|
|
— |
|
|
Restricted deposits on real estate investments |
|
|
|
|
|
|
||
Resident security and utility deposits |
|
|
|
|
|
|
||
Replacement reserves |
|
|
|
|
|
|
||
Other |
|
|
|
|
|
|
||
Restricted cash |
|
|
|
|
|
|
||
Restricted deposits |
|
$ |
|
|
$ |
|
||
Lessor Accounting
The Company is the lessor for its residential and non-residential leases and these leases are accounted for as operating leases under the lease standard.
The following table presents the lease income types relating to lease payments for residential and non-residential leases along with the total other rental income for the nine months ended September 30, 2025 and 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
September 30, 2024 |
|
||||||||||||||||||
Income Type |
|
Residential |
|
|
Non-Residential |
|
|
Total |
|
|
Residential |
|
|
Non-Residential |
|
|
Total |
|
||||||
Residential and non-residential rent |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Utility recoveries (RUBS income) (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Parking rent |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other lease revenue, net (2) |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
||
Total lease revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Parking revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total other rental income (3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Rental income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
27
Table of Contents
The following table presents the lease income types relating to lease payments for residential and non-residential leases along with the total other rental income for the quarters ended September 30, 2025 and 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
September 30, 2024 |
|
||||||||||||||||||
Income Type |
|
Residential |
|
|
Non-Residential |
|
|
Total |
|
|
Residential |
|
|
Non-Residential |
|
|
Total |
|
||||||
Residential and non-residential rent |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Utility recoveries (RUBS income) (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Parking rent |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other lease revenue, net (2) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|||
Total lease revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Parking revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total other rental income (3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Rental income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
The following table presents residential accounts receivable and straight-line receivable balances for the Company’s properties as of September 30, 2025 and December 31, 2024 (amounts in thousands):
Balance Sheet (Other assets): |
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||
Residential accounts receivable balances |
|
$ |
|
|
$ |
|
||
Allowance for doubtful accounts |
|
|
( |
) |
|
|
( |
) |
Net receivable balances |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Straight-line receivable balances |
|
$ |
|
|
$ |
|
||
The following table presents residential bad debt for the Company’s properties for the nine months and quarters ended September 30, 2025 and 2024 (amounts in thousands):
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
Income Statement (Rental income): |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Bad debt, net |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
% of residential rental income |
|
|
% |
|
|
% |
|
|
% |
|
|
% |
||||
28
Table of Contents
EQR does not have any indebtedness as all debt is incurred by the Operating Partnership. Weighted average interest rates noted below for the nine months ended September 30, 2025 include the effect of any derivative instruments and amortization of premiums/discounts/OCI (other comprehensive income) on debt and derivatives.
Mortgage Notes Payable
The following table summarizes the Company’s mortgage notes payable activity for the nine months ended September 30, 2025 (amounts in thousands):
|
|
Mortgage notes |
|
|
Proceeds |
|
|
Lump sum |
|
|
Scheduled |
|
|
Amortization |
|
|
Amortization |
|
|
Mortgage notes |
|
|||||||
Fixed Rate Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Secured – Conventional |
|
$ |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Floating Rate Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Secured – Tax Exempt |
|
|
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
||||
Total |
|
$ |
|
|
$ |
— |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
||||
The following table summarizes certain interest rate and maturity date information as of and for the nine months ended September 30, 2025:
|
|
September 30, 2025 |
Interest Rate Ranges (ending) |
|
|
Weighted Average Interest Rate |
|
|
Maturity Date Ranges |
|
As of September 30, 2025, the Company had $
Notes
The following table summarizes the Company’s notes activity for the nine months ended September 30, 2025 (amounts in thousands):
|
|
Notes, net as of |
|
|
Proceeds |
|
|
Lump sum |
|
|
Amortization |
|
|
Amortization |
|
|
Notes, net as of |
|
||||||
Fixed Rate Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Unsecured – Public |
|
$ |
|
|
$ |
|
(2) |
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
The following table summarizes certain interest rate and maturity date information as of and for the nine months ended September 30, 2025:
|
|
September 30, 2025 |
Interest Rate Ranges (ending) |
|
|
Weighted Average Interest Rate |
|
|
Maturity Date Ranges |
|
The Company’s unsecured public notes contain certain financial and operating covenants including, among other things, maintenance of certain financial ratios. The Company was in compliance with its unsecured public debt covenants for the nine months ended September 30, 2025.
29
Table of Contents
Line of Credit and Commercial Paper
The Company has a $
The Company has an unsecured commercial paper note program under which it may borrow up to a maximum of $
The following table summarizes certain weighted average interest rate, maturity and amount outstanding information for the commercial paper program as of and for the nine months ended September 30, 2025:
|
|
September 30, 2025 |
|
Weighted Average Interest Rate (1) |
|
|
|
Weighted Average Maturity (in days) |
|
|
|
Weighted Average Amount Outstanding |
|
$ |
|
The Company limits its utilization of the revolving credit facility in order to maintain liquidity to support its $
|
|
September 30, 2025 |
|
|
Unsecured revolving credit facility commitment |
|
$ |
|
|
Commercial paper balance outstanding |
|
|
( |
) |
Unsecured revolving credit facility balance outstanding |
|
|
— |
|
Other restricted amounts |
|
|
( |
) |
Unsecured revolving credit facility availability |
|
$ |
|
|
The valuation of financial instruments requires the Company to make estimates and judgments that affect the fair value of the instruments. The Company, where possible, bases the fair values of its financial instruments on listed market prices and third-party quotes. Where these are not available, the Company bases its estimates on current instruments with similar terms and maturities or on other factors relevant to the financial instruments.
In the normal course of business, the Company is exposed to the effect of interest rate changes. The Company may seek to manage these risks by following established risk management policies and procedures including the use of derivatives to hedge interest rate risk on debt instruments. The Company may also use derivatives to manage commodity prices in the daily operations of the business.
A three-level valuation hierarchy exists for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows:
30
Table of Contents
The following table summarizes the inputs to the valuations for each type of fair value measurement:
Fair Value Measurement Type |
|
Valuation Inputs |
|
||
|
||
|
||
|
||
|
The fair values of the Company’s financial instruments (other than the items listed above and the investments disclosed below) approximate their carrying or contract value.
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||||||||||
|
|
Carrying Value |
|
|
Estimated Fair |
|
|
Carrying Value |
|
|
Estimated Fair |
|
||||
Mortgage notes payable, net |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Unsecured debt, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total debt, net |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
The following tables provide a summary of the fair value measurements for each major category of assets and liabilities measured at fair value on a recurring basis and the location within the accompanying consolidated balance sheets at September 30, 2025 and December 31, 2024, respectively (amounts in thousands):
|
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using |
|
||||||||||
Description |
|
Balance Sheet |
|
9/30/2025 |
|
|
Quoted Prices in |
|
|
Significant Other |
|
|
Significant |
|
||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Supplemental Executive Retirement Plan |
|
Other Assets |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Supplemental Executive Retirement Plan |
|
Other Liabilities |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Redeemable Noncontrolling Interests – |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating Partnership/Redeemable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Limited Partners |
|
Mezzanine |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using |
|
||||||||||
Description |
|
Balance Sheet |
|
12/31/2024 |
|
|
Quoted Prices in |
|
|
Significant Other |
|
|
Significant |
|
||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Supplemental Executive Retirement Plan |
|
Other Assets |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Supplemental Executive Retirement Plan |
|
Other Liabilities |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Redeemable Noncontrolling Interests – |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating Partnership/Redeemable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Limited Partners |
|
Mezzanine |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
31
Table of Contents
The following tables provide a summary of the effect of cash flow hedges on the Company’s accompanying consolidated statements of operations and comprehensive income for the nine months ended September 30, 2025 and 2024, respectively (amounts in thousands):
September 30, 2025 |
|
Amount of |
|
|
Location of |
|
Amount of |
|
||
Derivatives designated as hedging instruments: |
|
|
|
|
|
|
|
|
||
Interest Rate Contracts: |
|
|
|
|
|
|
|
|
||
Forward Starting Swaps |
|
$ |
( |
) |
|
Interest expense |
|
$ |
( |
) |
Total |
|
$ |
( |
) |
|
|
|
$ |
( |
) |
September 30, 2024 |
|
Amount of |
|
|
Location of |
|
Amount of |
|
||
Derivatives designated as hedging instruments: |
|
|
|
|
|
|
|
|
||
Interest Rate Contracts: |
|
|
|
|
|
|
|
|
||
Forward Starting Swaps |
|
$ |
( |
) |
|
Interest expense |
|
$ |
( |
) |
Total |
|
$ |
( |
) |
|
|
|
$ |
( |
) |
As of September 30, 2025 and December 31, 2024, there were approximately $
During the nine months ended September 30, 2025, the Company paid approximately $
Other
The Company has invested in various equity securities without readily determinable fair values and has elected to measure them using the measurement alternative in accordance with the applicable accounting standards for equity securities. These investments are carried at cost less any impairment and adjusted to fair value if there are observable price changes for an identical or similar investment of the same issuer.
The following table summarizes the Company’s real estate technology investment securities included in other assets as of September 30, 2025 and December 31, 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||
Real Estate Technology Investments |
|
$ |
|
|
$ |
|
||
During the nine months ended September 30, 2025, the Company sold a portion of one of these investment securities for proceeds of approximately $
32
Table of Contents
Equity Residential
The following tables set forth the computation of net income per share – basic and net income per share – diluted for the Company (amounts in thousands except per share amounts):
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Numerator for net income per share – basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Allocation to Noncontrolling Interests – Operating Partnership |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Net (income) loss attributable to Noncontrolling |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Preferred distributions |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Premium on redemption of Preferred Shares |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Numerator for net income per share – basic |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Numerator for net income per share – diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net (income) loss attributable to Noncontrolling |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Preferred distributions |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Premium on redemption of Preferred Shares |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Numerator for net income per share – diluted |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Denominator for net income per share – basic and diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Denominator for net income per share – basic |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
OP Units |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Long-term compensation shares/units |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Denominator for net income per share – diluted |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income per share – basic |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net income per share – diluted |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
ERP Operating Limited Partnership
The following tables set forth the computation of net income per Unit – basic and net income per Unit – diluted for the Operating Partnership (amounts in thousands except per Unit amounts):
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Numerator for net income per Unit – basic and diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net (income) loss attributable to Noncontrolling |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Allocation to Preference Units |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Allocation to premium on redemption of Preference Units |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
Numerator for net income per Unit – basic and diluted |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Denominator for net income per Unit – basic and diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Denominator for net income per Unit – basic |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Dilution for Units issuable upon assumed exercise/vesting |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Denominator for net income per Unit – diluted |
|
|
391,127 |
|
|
|
|
|
|
|
|
|
|
|||
Net income per Unit – basic |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net income per Unit – diluted |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
33
Table of Contents
Commitments
Real Estate Development Commitments
As of September 30, 2025, the Company has both consolidated and unconsolidated real estate projects under development.
|
|
Projects |
|
|
Apartment Units |
|
|
Total Project Costs Remaining (1) |
|
|||
Projects Under Development |
|
|
|
|
|
|
|
|
|
|||
Consolidated |
|
|
|
|
|
|
|
$ |
|
|||
Unconsolidated |
|
|
|
|
|
|
|
|
|
|||
Total Projects Under Development |
|
|
|
|
|
|
|
$ |
|
|||
We have entered into, and may continue in the future to enter into, joint venture agreements with third-party partners for the development of multifamily rental properties. The joint venture agreements with each development partner include buy-sell provisions that provide the right, but not the obligation, for the Company to acquire each respective partner’s interests or sell its interests at any time following the occurrence of certain pre-defined events described in the joint venture agreements. See Note 5 for additional discussion.
Other Commitments
We have entered into, and may continue in the future to enter into, real estate technology and other real estate fund investments. As of September 30, 2025, the Company has invested in
Contingencies
Litigation and Legal Matters
The Company, as an owner of real estate, is subject to various federal, state and local laws. Compliance by the Company with existing laws has not had a material adverse effect on the Company. However, the Company cannot predict the impact of new or changed laws or regulations on its current properties or on properties that it may acquire in the future.
The Company is involved in various pending and threatened legal proceedings which arise in the ordinary course of business. The Company evaluates these litigation matters on an ongoing basis, but in no event less than quarterly, in assessing the adequacy of its accruals and disclosures. For legal proceedings in which it has been determined that a loss is both probable and reasonably estimable, the Company records new accruals and/or adjusts existing accruals that represent its best estimate of the loss incurred based on the facts and circumstances known at that time. As of September 30, 2025 and December 31, 2024, the Company’s litigation accruals approximated $
The Company has been named as a defendant in a number of cases filed in late 2022 and 2023 alleging antitrust violations by RealPage, Inc., a seller of revenue management software products, and various owners and/or operators of multifamily housing, including us, that have utilized these products. The complaints allege collusion among the defendants to illegally fix and inflate the pricing of multifamily rents and seek monetary damages, injunctive relief, fees and costs. All of the cases except for one have been consolidated into a single putative class action in the United States District Court for the Middle District of Tennessee. On December 28, 2023, motions to dismiss this consolidated action, filed by RealPage, Inc. as well as us and our multifamily co-defendants, were denied by the Court and the case is proceeding. Another case with similar allegations has been filed by the District of Columbia against RealPage, Inc. and a number of multifamily owners and/or operators, including us, and no assurance can be given that similar additional cases will not be filed in the future. We continue to believe these various lawsuits are without merit and we intend to vigorously defend
34
Table of Contents
against them. These proceedings continue to be in relatively early stages, the resolution of which cannot be predicted with certainty.
The Company is named as a defendant in a class action in the United States District Court for the Northern District of California filed in 2016 which alleges that the amount of late fees charged by the Company were improperly determined under California law. The plaintiffs are seeking monetary damages and other relief. On April 8, 2024, the Court issued certain findings of facts and conclusions of law that are adverse to the Company’s legal position. At this time, the Company is continuing to defend the action and the resolution of this matter cannot be predicted with certainty.
Operating segments are defined as components of an enterprise that engage in business activities from which they may earn revenues and incur expenses and about which discrete financial information is available that is evaluated regularly by the chief operating decision maker. The chief operating decision maker, who is the Company’s chief executive officer, decides how resources are allocated and assesses performance on a recurring basis at least quarterly.
The Company’s primary business is the acquisition, development and management of multifamily residential properties, which includes the generation of rental and other related income through the leasing of apartment units to residents. The chief operating decision maker evaluates the Company’s operating performance of our apartment communities geographically by market on a same store basis and in total on a non-same store basis, which represent our operating segments.
The Company has aggregated its geographic same store operating segments into
The Company has non-residential activities included in each of its reportable segments, which account for less than
The primary financial measure for the Company’s reportable segments is net operating income (“NOI”), which represents rental income less: 1) property and maintenance expense and 2) real estate taxes and insurance expense (all as reflected in the accompanying consolidated statements of operations and comprehensive income). The Company believes that NOI is helpful to investors as a supplemental measure of its operating performance because it is a direct measure of the actual operating results of the Company’s apartment properties. Revenues for all leases are reflected on a straight-line basis in accordance with GAAP for the current and comparable periods.
35
Table of Contents
The following table presents a reconciliation of net income per the consolidated statements of operations to NOI for the nine months and quarters ended September 30, 2025 and 2024, respectively (amounts in thousands):
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Net income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Property management |
|
|
|
|
|
|
|
|
|
|
|
|
||||
General and administrative |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net (gain) loss on sales of real estate properties |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
Interest and other income |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Other expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expense incurred, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of deferred financing costs |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income and other tax expense (benefit) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
(Income) loss from investments in |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net (gain) loss on sales of land parcels |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
||
Total NOI |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
The following tables present NOI from our rental real estate for the nine months and quarters ended September 30, 2025 and 2024, respectively (amounts in thousands):
|
|
Nine Months Ended September 30, 2025 |
|
|
Nine Months Ended September 30, 2024 |
|
||||||||||||||||||
|
|
Rental |
|
|
Operating |
|
|
NOI |
|
|
Rental |
|
|
Operating |
|
|
NOI |
|
||||||
Same store (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Los Angeles |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Orange County |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
San Diego |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Subtotal - Southern California |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
San Francisco |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
New York |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Washington, D.C. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Boston |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Seattle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Denver |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other Expansion Markets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total same store |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-same store |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total reportable segments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Totals |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
36
Table of Contents
|
|
Quarter Ended September 30, 2025 |
|
|
Quarter Ended September 30, 2024 |
|
||||||||||||||||||
|
|
Rental |
|
|
Operating |
|
|
NOI |
|
|
Rental |
|
|
Operating |
|
|
NOI |
|
||||||
Same store (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Los Angeles |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Orange County |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
San Diego |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Subtotal - Southern California |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
San Francisco |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
New York |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Washington, D.C. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Boston |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Seattle |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Denver |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other Expansion Markets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total same store |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-same store |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total reportable segments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Totals |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
The following tables present reconciliations of operating expenses for each reportable segment for the nine months and quarters ended September 30, 2025 and 2024, respectively (amounts in thousands):
|
|
Nine Months Ended September 30, 2025 |
|
|
Nine Months Ended September 30, 2024 |
|
||||||||||||||||||
|
|
Same Store (1) |
|
|
Non-Same Store |
|
|
Total |
|
|
Same Store (1) |
|
|
Non-Same Store |
|
|
Total |
|
||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Real estate taxes |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
On-site payroll |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Utilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Repairs and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
|
|
Quarter Ended September 30, 2025 |
|
|
Quarter Ended September 30, 2024 |
|
||||||||||||||||||
|
|
Same Store (1) |
|
|
Non-Same Store |
|
|
Total |
|
|
Same Store (1) |
|
|
Non-Same Store |
|
|
Total |
|
||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Real estate taxes |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
On-site payroll |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Utilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Repairs and maintenance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Other (2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
37
Table of Contents
The following table presents a reconciliation of total assets and capital expenditures as of and for the nine months ended September 30, 2025 (amounts in thousands):
|
|
September 30, 2025 |
|
|||||||||||||
|
|
Same Store (1) |
|
|
Non-Same Store |
|
|
Other (2) |
|
|
Total |
|
||||
Total assets |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Capital expenditures |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Subsequent to September 30, 2025, the Company:
|
|
Properties |
|
|
Apartment Units |
|
|
Sales Price |
|
|||
Rental Properties – Consolidated |
|
|
|
|
|
|
|
$ |
|
|||
38
Table of Contents
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
For further information including definitions for capitalized terms not defined herein, refer to the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
Forward-Looking Statements
Forward-looking statements are intended to be made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates, projections and assumptions made by management. While the Company’s management believes the assumptions underlying its forward-looking statements are reasonable, such information is inherently subject to uncertainties and may involve certain risks, which could cause actual results, performance or achievements of the Company to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements. Many of these uncertainties and risks are difficult to predict and beyond management’s control. Additional factors that might cause such differences are discussed in Part I of the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024, particularly those under Item 1A, Risk Factors. Forward-looking statements and related uncertainties are also included in the Notes to Consolidated Financial Statements in this report. Forward-looking statements are not guarantees of future performance, results or events. The forward-looking statements contained herein are made as of the date hereof and the Company undertakes no obligation to update or supplement these forward-looking statements.
Overview
Equity Residential (“EQR”) is committed to creating communities where people thrive. The Company, a member of the S&P 500, owns and manages rental properties in dynamic metro areas across the U.S. ERP Operating Limited Partnership (“ERPOP”) is focused on conducting the multifamily property business of EQR. EQR is a Maryland real estate investment trust (“REIT”) formed in March 1993 and ERPOP is an Illinois limited partnership formed in May 1993. References to the “Company,” “we,” “us” or “our” mean collectively EQR, ERPOP and those entities/subsidiaries owned or controlled by EQR and/or ERPOP. References to the “Operating Partnership” mean collectively ERPOP and those entities/subsidiaries owned or controlled by ERPOP.
EQR is the general partner of, and as of September 30, 2025 owned an approximate 97.5% ownership interest in, ERPOP. All of the Company’s property ownership, development and related business operations are conducted through the Operating Partnership and EQR has no material assets or liabilities other than its investment in ERPOP. EQR issues equity from time to time, the net proceeds of which it is obligated to contribute to ERPOP, but does not have any indebtedness as all debt is incurred by the Operating Partnership. The Operating Partnership holds substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures. The Operating Partnership conducts the operations of the business and is structured as a partnership with no publicly traded equity.
The Company’s corporate headquarters is located in Chicago, Illinois and the Company also operates regional property management offices in most of its markets.
Available Information
You may access our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K, our proxy statements and any amendments to any of those reports/statements we file with or furnish to the Securities and Exchange Commission (“SEC”) free of charge on our website, www.equityapartments.com. These reports/statements are made available on our website as soon as reasonably practicable after we file them with or furnish them to the SEC. The information contained on our website, including any information referred to in this report as being available on our website, is not a part of or incorporated into this report.
Business Objectives and Operating and Investing Strategies
The Company’s and the Operating Partnership’s overall business objectives and operating and investing strategies have not changed from the information included in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
39
Table of Contents
Results of Operations
2025 Transactions
In conjunction with our business objectives and operating and investing strategies, the following table provides a rollforward of the transactions that occurred during the nine months ended September 30, 2025:
Portfolio Rollforward
($ in thousands)
|
|
Properties |
|
|
Apartment |
|
|
Purchase Price |
|
|
Acquisition Cap Rate |
|
||||
12/31/2024 |
|
|
311 |
|
|
|
84,249 |
|
|
|
|
|
|
|
||
Acquisitions: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Consolidated Rental Properties |
|
|
9 |
|
|
|
2,439 |
|
|
$ |
636,843 |
|
|
|
5.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
Sales Price |
|
|
Disposition |
|
||||
Dispositions: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Consolidated Rental Properties |
|
|
(5 |
) |
|
|
(1,330 |
) |
|
$ |
(594,450 |
) |
|
|
(5.1 |
%) |
Consolidated Land Parcels |
|
|
— |
|
|
|
— |
|
|
$ |
(4,300 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Completed Developments – Consolidated |
|
|
2 |
|
|
|
495 |
|
|
|
|
|
|
|
||
Completed Developments – Unconsolidated |
|
|
1 |
|
|
|
450 |
|
|
|
|
|
|
|
||
Configuration Changes |
|
|
— |
|
|
|
17 |
|
|
|
|
|
|
|
||
9/30/2025 |
|
|
318 |
|
|
|
86,320 |
|
|
|
|
|
|
|
||
Acquisitions
Dispositions
Developments
40
Table of Contents
See Notes 4 and 5 in the Notes to Consolidated Financial Statements for additional discussion regarding the Company’s real estate investments and investments in partially owned entities.
Comparison of the nine months and quarter ended September 30, 2025 to the nine months and quarter ended September 30, 2024
The following table presents a reconciliation of diluted earnings per share/unit for the nine months and quarter ended September 30, 2025 as compared to the same periods in 2024:
|
|
Nine Months Ended |
|
Quarter Ended |
|
||
Diluted earnings per share/unit for period ended 2024 |
|
$ |
1.62 |
|
$ |
0.38 |
|
Property NOI |
|
|
0.13 |
|
|
0.05 |
|
Interest expense |
|
|
(0.05 |
) |
|
(0.02 |
) |
Corporate overhead (1) |
|
|
(0.01 |
) |
|
— |
|
Net gain/loss on property sales |
|
|
0.32 |
|
|
0.37 |
|
Depreciation expense |
|
|
(0.19 |
) |
|
(0.05 |
) |
Other |
|
|
0.11 |
|
|
0.03 |
|
Diluted earnings per share/unit for period ended 2025 |
|
$ |
1.93 |
|
$ |
0.76 |
|
The Company’s primary financial measure for evaluating each of its apartment communities is net operating income (“NOI”). NOI represents rental income less direct property operating expenses (including real estate taxes and insurance). The Company believes that NOI is helpful to investors as a supplemental measure of its operating performance because it is a direct measure of the actual operating results of the Company’s apartment properties.
41
Table of Contents
The following tables present reconciliations of net income per the consolidated statements of operations to NOI, along with rental income, operating expenses and NOI per the consolidated statements of operations allocated between same store and non-same store/other results (amounts in thousands):
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||||||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
|
2025 |
|
|
2024 |
|
|
$ |
|
|
% |
|
||||||||
Net income |
|
$ |
760,451 |
|
|
$ |
637,104 |
|
|
$ |
123,347 |
|
|
|
19.4 |
% |
|
$ |
296,868 |
|
|
$ |
148,517 |
|
|
$ |
148,351 |
|
|
|
99.9 |
% |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Property management |
|
|
100,691 |
|
|
|
100,381 |
|
|
|
310 |
|
|
|
0.3 |
% |
|
|
30,089 |
|
|
|
31,412 |
|
|
|
(1,323 |
) |
|
|
(4.2 |
)% |
General and administrative |
|
|
51,450 |
|
|
|
48,902 |
|
|
|
2,548 |
|
|
|
5.2 |
% |
|
|
14,664 |
|
|
|
14,551 |
|
|
|
113 |
|
|
|
0.8 |
% |
Depreciation |
|
|
752,292 |
|
|
|
688,041 |
|
|
|
64,251 |
|
|
|
9.3 |
% |
|
|
254,657 |
|
|
|
237,948 |
|
|
|
16,709 |
|
|
|
7.0 |
% |
Net (gain) loss on sales of real |
|
|
(355,117 |
) |
|
|
(227,829 |
) |
|
|
(127,288 |
) |
|
|
55.9 |
% |
|
|
(142,685 |
) |
|
|
165 |
|
|
|
(142,850 |
) |
|
|
(86,575.8 |
)% |
Interest and other income |
|
|
(49,040 |
) |
|
|
(26,501 |
) |
|
|
(22,539 |
) |
|
|
85.0 |
% |
|
|
(45,219 |
) |
|
|
(15,844 |
) |
|
|
(29,375 |
) |
|
|
185.4 |
% |
Other expenses |
|
|
39,903 |
|
|
|
59,094 |
|
|
|
(19,191 |
) |
|
|
(32.5 |
)% |
|
|
30,942 |
|
|
|
13,971 |
|
|
|
16,971 |
|
|
|
121.5 |
% |
Interest: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Expense incurred, net |
|
|
227,572 |
|
|
|
205,762 |
|
|
|
21,810 |
|
|
|
10.6 |
% |
|
|
80,141 |
|
|
|
72,722 |
|
|
|
7,419 |
|
|
|
10.2 |
% |
Amortization of deferred |
|
|
6,369 |
|
|
|
5,784 |
|
|
|
585 |
|
|
|
10.1 |
% |
|
|
2,122 |
|
|
|
1,948 |
|
|
|
174 |
|
|
|
8.9 |
% |
Income and other tax expense |
|
|
1,224 |
|
|
|
925 |
|
|
|
299 |
|
|
|
32.3 |
% |
|
|
395 |
|
|
|
290 |
|
|
|
105 |
|
|
|
36.2 |
% |
(Income) loss from investments in |
|
|
15,388 |
|
|
|
4,865 |
|
|
|
10,523 |
|
|
|
216.3 |
% |
|
|
3,981 |
|
|
|
1,493 |
|
|
|
2,488 |
|
|
|
166.6 |
% |
Net (gain) loss on sales of land |
|
|
80 |
|
|
|
— |
|
|
|
80 |
|
|
|
100.0 |
% |
|
|
2 |
|
|
|
— |
|
|
|
2 |
|
|
|
100.0 |
% |
Total NOI |
|
$ |
1,551,263 |
|
|
$ |
1,496,528 |
|
|
$ |
54,735 |
|
|
|
3.7 |
% |
|
$ |
525,957 |
|
|
$ |
507,173 |
|
|
$ |
18,784 |
|
|
|
3.7 |
% |
Rental income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Same store |
|
$ |
2,145,055 |
|
|
$ |
2,090,438 |
|
|
$ |
54,617 |
|
|
|
2.6 |
% |
|
$ |
727,555 |
|
|
$ |
706,135 |
|
|
$ |
21,420 |
|
|
|
3.0 |
% |
Non-same store/other |
|
|
166,993 |
|
|
|
122,891 |
|
|
|
44,102 |
|
|
|
35.9 |
% |
|
|
54,856 |
|
|
|
42,213 |
|
|
|
12,643 |
|
|
|
30.0 |
% |
Total rental income |
|
|
2,312,048 |
|
|
|
2,213,329 |
|
|
|
98,719 |
|
|
|
4.5 |
% |
|
|
782,411 |
|
|
|
748,348 |
|
|
|
34,063 |
|
|
|
4.6 |
% |
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Same store |
|
|
691,712 |
|
|
|
665,731 |
|
|
|
25,981 |
|
|
|
3.9 |
% |
|
|
234,572 |
|
|
|
226,494 |
|
|
|
8,078 |
|
|
|
3.6 |
% |
Non-same store/other |
|
|
69,073 |
|
|
|
51,070 |
|
|
|
18,003 |
|
|
|
35.3 |
% |
|
|
21,882 |
|
|
|
14,681 |
|
|
|
7,201 |
|
|
|
49.0 |
% |
Total operating expenses |
|
|
760,785 |
|
|
|
716,801 |
|
|
|
43,984 |
|
|
|
6.1 |
% |
|
|
256,454 |
|
|
|
241,175 |
|
|
|
15,279 |
|
|
|
6.3 |
% |
NOI: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Same store |
|
|
1,453,343 |
|
|
|
1,424,707 |
|
|
|
28,636 |
|
|
|
2.0 |
% |
|
|
492,983 |
|
|
|
479,641 |
|
|
|
13,342 |
|
|
|
2.8 |
% |
Non-same store/other |
|
|
97,920 |
|
|
|
71,821 |
|
|
|
26,099 |
|
|
|
36.3 |
% |
|
|
32,974 |
|
|
|
27,532 |
|
|
|
5,442 |
|
|
|
19.8 |
% |
Total NOI |
|
$ |
1,551,263 |
|
|
$ |
1,496,528 |
|
|
$ |
54,735 |
|
|
|
3.7 |
% |
|
$ |
525,957 |
|
|
$ |
507,173 |
|
|
$ |
18,784 |
|
|
|
3.7 |
% |
See Note 12 in the Notes to Consolidated Financial Statements for our disclosure of reportable segments.
The comparison discussions provided below detail the changes in results for the nine months ended September 30, 2025 as compared to the prior year period.
42
Table of Contents
See the Same Store Results section below for additional discussion of those results. See the reconciliation table of net income per the consolidated statements of operations to NOI above for the dollar and percentage changes related to the comparison discussions provided below.
Property management expenses include off-site expenses associated with the self-management of the Company’s properties as well as management fees paid to any third-party management companies. The increase during the nine months ended September 30, 2025 as compared to the prior year period is primarily attributable to increases in training and marketing expenses and information technology expenses, partially offset by decreases in workforce/contractors costs. Property management expenses decreased during the quarter ended September 30, 2025 as compared to the prior year period, primarily due to decreases in payroll-related costs, legal and professional fees and workforce/contractor costs, partially offset by increases in information technology expenses.
General and administrative expenses, which include corporate operating expenses, increased during the nine months and quarter ended September 30, 2025 as compared to the prior year periods, primarily due to increases in payroll-related costs, workforce/contractor costs and other public company costs.
Depreciation expense increased during the nine months and quarter ended September 30, 2025 as compared to the prior year periods, primarily as a result of additional depreciation expense on properties acquired in 2024 and 2025 and development properties placed in service during 2024 and 2025, partially offset by lower depreciation from properties sold in 2024 and 2025.
Net gain on sales of real estate properties increased during the nine months and quarter ended September 30, 2025 as compared to the prior year periods, primarily as a result of the mix of properties sold in 2025 vs. 2024.
Interest and other income increased during the nine months and quarter ended September 30, 2025 as compared to the prior year periods, primarily due to a net increase in realized/unrealized gains on various investment securities, interest income on mortgages receivable and an employment tax refund received in 2025 but not in 2024, partially offset by lower insurance/litigation settlement proceeds received during 2025 as compared to 2024.
Other expenses decreased during the nine months ended September 30, 2025 as compared to the prior year period, primarily due to decreases in litigation accruals and advocacy contributions, partially offset by increases in the write-off of development pursuit costs and overhead. Other expenses increased during the quarter ended September 30, 2025 as compared to the prior year period, primarily due to increases in litigation accruals and the write-off of development pursuit costs and overhead, partially offset by decreases in advocacy contributions.
Interest expense, including amortization of deferred financing costs, increased during the nine months and quarter ended September 30, 2025 as compared to the prior year periods, primarily due to higher overall debt balances outstanding and higher overall rates. The effective interest cost on all indebtedness, excluding debt extinguishment costs/prepayment penalties, for the nine months ended September 30, 2025 was 3.94% as compared to 3.90% for the prior year period, and for the quarter ended September 30, 2025 was 3.96% as compared to 3.92% for the prior year period. The Company capitalized interest of approximately $9.6 million and $10.7 million during the nine months ended September 30, 2025 and 2024, respectively, and $2.9 million and $3.8 million during the quarters ended September 30, 2025 and 2024, respectively.
Loss from investments in unconsolidated entities increased during the nine months and quarter ended September 30, 2025 as compared to the prior year periods, primarily as a result of losses incurred on our unconsolidated development properties which recently started lease-up activities as well as those that recently stabilized and on our real estate technology and other real estate fund investments.
43
Table of Contents
Same Store Results
Properties that the Company owned and were stabilized for all of both of the nine months ended September 30, 2025 and 2024, which represented 74,595 apartment units, drove the Company’s results of operations. Properties are considered “stabilized” when they have achieved 90% Physical Occupancy for three consecutive months.
The following table provides results and statistics related to our Residential same store operations for the nine months ended September 30, 2025 and 2024:
September YTD 2025 vs. September YTD 2024
Same Store Residential Results/Statistics by Market
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) from Prior Year |
|
|||||||||||||||
Markets/Metro Areas |
|
Apartment |
|
|
Sept. YTD 25 |
|
|
Sept. YTD 25 |
|
|
Sept. YTD 25 |
|
|
Sept. YTD 25 |
|
|
Average |
|
|
Physical |
|
|
Turnover |
|
||||||||
Los Angeles |
|
|
14,136 |
|
|
|
17.7 |
% |
|
$ |
2,969 |
|
|
|
95.8 |
% |
|
|
31.8 |
% |
|
|
1.3 |
% |
|
|
0.2 |
% |
|
|
(1.9 |
%) |
Orange County |
|
|
3,718 |
|
|
|
5.3 |
% |
|
|
2,979 |
|
|
|
96.3 |
% |
|
|
28.8 |
% |
|
|
2.1 |
% |
|
|
0.3 |
% |
|
|
(0.1 |
%) |
San Diego |
|
|
2,209 |
|
|
|
3.5 |
% |
|
|
3,310 |
|
|
|
96.4 |
% |
|
|
31.9 |
% |
|
|
2.1 |
% |
|
|
0.4 |
% |
|
|
(0.6 |
%) |
Subtotal – Southern California |
|
|
20,063 |
|
|
|
26.5 |
% |
|
|
3,009 |
|
|
|
95.9 |
% |
|
|
31.3 |
% |
|
|
1.5 |
% |
|
|
0.2 |
% |
|
|
(1.4 |
%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
San Francisco |
|
|
11,111 |
|
|
|
16.6 |
% |
|
|
3,425 |
|
|
|
96.9 |
% |
|
|
30.3 |
% |
|
|
3.4 |
% |
|
|
0.7 |
% |
|
|
(3.5 |
%) |
Washington, D.C. |
|
|
13,241 |
|
|
|
15.8 |
% |
|
|
2,830 |
|
|
|
96.8 |
% |
|
|
32.2 |
% |
|
|
4.1 |
% |
|
|
(0.1 |
%) |
|
|
(0.5 |
%) |
New York |
|
|
8,536 |
|
|
|
15.0 |
% |
|
|
4,781 |
|
|
|
97.7 |
% |
|
|
27.9 |
% |
|
|
3.4 |
% |
|
|
0.4 |
% |
|
|
0.8 |
% |
Boston |
|
|
6,874 |
|
|
|
11.1 |
% |
|
|
3,703 |
|
|
|
96.3 |
% |
|
|
33.4 |
% |
|
|
2.4 |
% |
|
|
0.1 |
% |
|
|
(0.2 |
%) |
Seattle |
|
|
8,458 |
|
|
|
9.9 |
% |
|
|
2,676 |
|
|
|
96.3 |
% |
|
|
33.3 |
% |
|
|
3.0 |
% |
|
|
0.2 |
% |
|
|
(2.7 |
%) |
Denver |
|
|
2,792 |
|
|
|
2.8 |
% |
|
|
2,340 |
|
|
|
95.5 |
% |
|
|
42.6 |
% |
|
|
(2.9 |
%) |
|
|
(0.8 |
%) |
|
|
0.3 |
% |
Other Expansion Markets |
|
|
3,520 |
|
|
|
2.3 |
% |
|
|
1,883 |
|
|
|
95.1 |
% |
|
|
39.6 |
% |
|
|
(3.6 |
%) |
|
|
(0.1 |
%) |
|
|
(5.7 |
%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total |
|
|
74,595 |
|
|
|
100.0 |
% |
|
$ |
3,194 |
|
|
|
96.5 |
% |
|
|
32.1 |
% |
|
|
2.6 |
% |
|
|
0.3 |
% |
|
|
(1.5 |
%) |
Note: The above table reflects Residential same store results only. Residential operations account for more than 96.0% of total revenues for the nine months ended September 30, 2025.
During the nine months ended September 30, 2025, the Company's operating business performed well, driven by sustained demand across most of our markets and supported by high resident retention, continued low levels of unemployment and solid wage growth among our target renter demographic. Competitive new supply was modest in most of our Established Markets, but remains elevated in our Expansion Markets in 2025, resulting in a more challenging pricing environment. On a positive note, portions of our portfolio in Atlanta, particularly our suburban assets, have shown continued stability, with indications of potential improvement in market conditions as supply is beginning to abate.
San Francisco and New York continue to be our best performing markets. Each of these markets has experienced healthy demand as evidenced by strong Physical Occupancy, healthy pricing, low Turnover and modest new supply. The Seattle market also continued to improve due to large employers’ return to office policies and continued investment from technology companies, particularly around artificial intelligence, though higher supply levels mean the recovery in Seattle is occurring at a slower pace than in San Francisco. We did begin to see weakness in traffic during the second half of September 2025, particularly in Washington D.C., but also in other markets. Washington, D.C. experienced a market slowdown late in the third quarter of 2025, a result of several factors including uncertainty from government cuts, national guard deployment and an impending government shutdown. Los Angeles continues to face ongoing challenges as growth from the entertainment industry remains muted, limiting pricing power, despite an improving quality of life.
Overall, the fundamentals of our business are healthy and remain resilient despite recent macroeconomic uncertainty. Long-term, we expect continued positive secular tailwinds for our business due to elevated single family home ownership costs, positive household formation trends, historically low competitive new supply in our Established Markets and moderating competitive new supply in our Expansion Markets. With an overall deficit in housing across the country, we believe our business is well positioned for the future. We also see our resident base as being more resilient to economic uncertainty, including elevated inflation, due to higher levels of disposable income and lower relative rent-to-income ratios.
44
Table of Contents
Liquidity and Capital Resources
With approximately $1.7 billion in readily available liquidity, a strong balance sheet, well-staggered debt maturities, very strong credit metrics and ample access to capital markets, the Company believes it is well positioned to meet its future obligations and take advantage of opportunities. See further discussion below.
Statements of Cash Flows
The following table sets forth our sources and uses of cash flows for the nine months ended September 30, 2025 and 2024 (amounts in thousands):
|
|
September 30, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Cash flows provided by (used for): |
|
|
|
|
|
|
||
Operating activities |
|
$ |
1,261,731 |
|
|
$ |
1,219,382 |
|
Investing activities |
|
$ |
(623,098 |
) |
|
$ |
(1,363,616 |
) |
Financing activities |
|
$ |
(599,297 |
) |
|
$ |
130,798 |
|
The following provides information regarding the Company’s cash flows from operating, investing and financing activities for the nine months ended September 30, 2025.
Operating Activities
Our operating cash flows are primarily impacted by NOI and its components, such as Average Rental Rates, Physical Occupancy levels and operating expenses related to our properties. Cash provided by operating activities for the nine months ended September 30, 2025 as compared to the prior year period increased by approximately $42.3 million primarily as a result of the NOI and other changes discussed above in Results of Operations.
Investing Activities
Our investing cash flows are primarily impacted by our transaction activity (acquisitions/dispositions), development spend and capital expenditures. For the nine months ended September 30, 2025, key drivers were:
45
Table of Contents
Financing Activities
Our financing cash flows primarily relate to our borrowing activity (debt proceeds or repayment), distributions/dividends to shareholders/unitholders and other Common Share activity. For the nine months ended September 30, 2025, key drivers were:
Short-Term Liquidity and Cash Proceeds
The Company generally expects to meet its short-term liquidity requirements, including capital expenditures related to maintaining its existing properties and scheduled unsecured note and mortgage note repayments, through its working capital, net cash provided by operating activities and borrowings under the Company’s revolving credit facility and commercial paper program. Currently, the Company considers its cash provided by operating activities to be adequate to meet operating requirements and payments of distributions.
The following table presents the Company’s balances for cash and cash equivalents, restricted deposits and the available borrowing capacity on its revolving credit facility as of September 30, 2025 and December 31, 2024 (amounts in thousands):
|
|
September 30, 2025 |
|
|
December 31, 2024 |
|
||
Cash and cash equivalents |
|
$ |
93,092 |
|
|
$ |
62,302 |
|
Restricted deposits |
|
$ |
106,410 |
|
|
$ |
97,864 |
|
Unsecured revolving credit facility availability |
|
$ |
1,650,052 |
|
|
$ |
1,952,067 |
|
Credit Facility and Commercial Paper Program
The Company has a $2.5 billion unsecured revolving credit facility maturing October 26, 2027. The Company has the ability to increase available borrowings by an additional $750.0 million by adding lenders to the facility, obtaining the agreement of existing lenders to increase their commitments or incurring one or more term loans. The interest rate on advances under the facility will generally be the Secured Overnight Financing Rate (“SOFR”) plus a spread (currently 0.725%), or based on bids received from the lending group, and the Company pays an annual facility fee (currently 0.125%). Both the spread and the facility fee are dependent on the Company’s senior unsecured credit rating and other terms and conditions per the agreement. See Note 8 in the Notes to Consolidated Financial Statements for additional discussion of the Company’s credit facility.
The Company has an unsecured commercial paper note program under which it may borrow up to a maximum of $1.5 billion subject to market conditions. The notes will be sold under customary terms in the United States commercial paper note market and will rank pari passu with all of the Company’s other unsecured senior indebtedness.
The Company limits its utilization of the revolving credit facility in order to maintain liquidity to support its $1.5 billion commercial paper program along with certain other obligations. The following table presents the availability on the Company’s unsecured revolving credit facility as of October 24, 2025 (amounts in thousands):
|
|
October 24, 2025 |
|
|
Unsecured revolving credit facility commitment |
|
$ |
2,500,000 |
|
Commercial paper balance outstanding |
|
|
(821,500 |
) |
Unsecured revolving credit facility balance outstanding |
|
|
— |
|
Other restricted amounts |
|
|
(3,448 |
) |
Unsecured revolving credit facility availability |
|
$ |
1,675,052 |
|
46
Table of Contents
Dividend Policy
The Company declared a dividend/distribution for the first, second and third quarters of 2025 of $0.6925 per share/unit in each quarter, an annualized increase of 2.6% over the amount paid in 2024. All future dividends/distributions remain subject to the discretion of the Company’s Board of Trustees.
Total dividends/distributions paid in October 2025 amounted to $269.9 million (excluding distributions on Partially Owned Properties), which consisted of certain distributions declared during the quarter ended September 30, 2025.
Long-Term Financing and Capital Needs
The Company expects to meet its long-term liquidity requirements, such as lump sum unsecured note and mortgage debt maturities, property acquisitions and financing of development activities, through the issuance of secured and unsecured debt and equity securities (including additional OP Units), proceeds received from the disposition of certain properties and joint ventures, along with cash generated from operations after all distributions. The Company has a significant number of unencumbered properties available to secure additional mortgage borrowings should unsecured capital be unavailable or the cost of alternative sources of capital be too high. The value of and cash flow from these unencumbered properties are in excess of the requirements the Company must maintain in order to comply with covenants under its unsecured notes and line of credit. Of the $30.6 billion in investment in real estate on the Company’s balance sheet at September 30, 2025, $27.6 billion or 90.2% was unencumbered. However, there can be no assurances that these sources of capital will be available to the Company in the future on acceptable terms or otherwise. For additional details, see Item 1A, Risk Factors, of the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
EQR issues equity and guarantees certain debt of the Operating Partnership from time to time. EQR does not have any indebtedness as all debt is incurred by the Operating Partnership.
The Company’s total debt summary schedule as of September 30, 2025 is as follows:
Debt Summary as of September 30, 2025
($ in thousands)
|
|
Debt |
|
|
% of Total |
|
||
Secured |
|
$ |
1,592,935 |
|
|
|
18.9 |
% |
Unsecured |
|
|
6,842,852 |
|
|
|
81.1 |
% |
Total |
|
$ |
8,435,787 |
|
|
|
100.0 |
% |
Fixed Rate Debt: |
|
|
|
|
|
|
||
Secured – Conventional |
|
$ |
1,403,050 |
|
|
|
16.6 |
% |
Unsecured – Public |
|
|
5,996,686 |
|
|
|
71.1 |
% |
Fixed Rate Debt |
|
|
7,399,736 |
|
|
|
87.7 |
% |
Floating Rate Debt: |
|
|
|
|
|
|
||
Secured – Tax Exempt |
|
|
189,885 |
|
|
|
2.3 |
% |
Unsecured – Revolving Credit Facility |
|
|
— |
|
|
|
— |
|
Unsecured – Commercial Paper Program |
|
|
846,166 |
|
|
|
10.0 |
% |
Floating Rate Debt |
|
|
1,036,051 |
|
|
|
12.3 |
% |
Total |
|
$ |
8,435,787 |
|
|
|
100.0 |
% |
The Company’s long-term financing and capital needs and sources have not changed materially from the information included in the Company's and the Operating Partnership's Annual Report on Form 10-K for the year ended December 31, 2024.
47
Table of Contents
Critical Accounting Policies and Estimates
The Company’s and the Operating Partnership’s critical accounting policies and estimates have not changed from the information included in the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
Funds From Operations and Normalized Funds From Operations
The following is the Company’s and the Operating Partnership’s reconciliation of net income to FFO available to Common Shares and Units / Units and Normalized FFO available to Common Shares and Units / Units for the nine months and quarters ended September 30, 2025 and 2024:
Funds From Operations and Normalized Funds From Operations
(Amounts in thousands)
|
|
Nine Months Ended September 30, |
|
|
Quarter Ended September 30, |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Net income |
|
$ |
760,451 |
|
|
$ |
637,104 |
|
|
$ |
296,868 |
|
|
$ |
148,517 |
|
Net (income) loss attributable to Noncontrolling |
|
|
(3,408 |
) |
|
|
(3,098 |
) |
|
|
(1,101 |
) |
|
|
(1,059 |
) |
Preferred/preference distributions |
|
|
(1,067 |
) |
|
|
(1,258 |
) |
|
|
(356 |
) |
|
|
(356 |
) |
Premium on redemption of Preferred Shares/Preference Units |
|
|
— |
|
|
|
(1,444 |
) |
|
|
— |
|
|
|
— |
|
Net income available to Common Shares and Units / Units |
|
|
755,976 |
|
|
|
631,304 |
|
|
|
295,411 |
|
|
|
147,102 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation |
|
|
752,292 |
|
|
|
688,041 |
|
|
|
254,657 |
|
|
|
237,948 |
|
Depreciation – Non-real estate additions |
|
|
(2,697 |
) |
|
|
(2,839 |
) |
|
|
(863 |
) |
|
|
(942 |
) |
Depreciation – Partially Owned Properties |
|
|
(1,467 |
) |
|
|
(1,645 |
) |
|
|
(504 |
) |
|
|
(556 |
) |
Depreciation – Unconsolidated Properties |
|
|
12,918 |
|
|
|
3,881 |
|
|
|
4,183 |
|
|
|
2,429 |
|
Net (gain) loss on sales of unconsolidated entities - operating assets |
|
|
(138 |
) |
|
|
(710 |
) |
|
|
— |
|
|
|
(710 |
) |
Net (gain) loss on sales of real estate properties |
|
|
(355,117 |
) |
|
|
(227,829 |
) |
|
|
(142,685 |
) |
|
|
165 |
|
FFO available to Common Shares and Units / Units (1) (3) (4) |
|
|
1,161,767 |
|
|
|
1,090,203 |
|
|
|
410,199 |
|
|
|
385,436 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Write-off of pursuit costs |
|
|
6,122 |
|
|
|
1,905 |
|
|
|
4,074 |
|
|
|
536 |
|
Debt extinguishment and preferred share/preference unit redemption |
|
|
97 |
|
|
|
1,444 |
|
|
|
— |
|
|
|
— |
|
Non-operating asset (gains) losses |
|
|
(23,717 |
) |
|
|
(17,452 |
) |
|
|
(24,341 |
) |
|
|
(14,236 |
) |
Other miscellaneous items |
|
|
14,189 |
|
|
|
53,432 |
|
|
|
9,218 |
|
|
|
12,758 |
|
Normalized FFO available to Common Shares and Units / Units (2) (3) (4) |
|
$ |
1,158,458 |
|
|
$ |
1,129,532 |
|
|
$ |
399,150 |
|
|
$ |
384,494 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
FFO (1) (3) |
|
$ |
1,162,834 |
|
|
$ |
1,092,905 |
|
|
$ |
410,555 |
|
|
$ |
385,792 |
|
Preferred/preference distributions |
|
|
(1,067 |
) |
|
|
(1,258 |
) |
|
|
(356 |
) |
|
|
(356 |
) |
Premium on redemption of Preferred Shares/Preference Units |
|
|
— |
|
|
|
(1,444 |
) |
|
|
— |
|
|
|
— |
|
FFO available to Common Shares and Units / Units (1) (3) (4) |
|
$ |
1,161,767 |
|
|
$ |
1,090,203 |
|
|
$ |
410,199 |
|
|
$ |
385,436 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Normalized FFO (2) (3) |
|
$ |
1,159,525 |
|
|
$ |
1,130,790 |
|
|
$ |
399,506 |
|
|
$ |
384,850 |
|
Preferred/preference distributions |
|
|
(1,067 |
) |
|
|
(1,258 |
) |
|
|
(356 |
) |
|
|
(356 |
) |
Normalized FFO available to Common Shares and Units / Units (2) (3) (4) |
|
$ |
1,158,458 |
|
|
$ |
1,129,532 |
|
|
$ |
399,150 |
|
|
$ |
384,494 |
|
the impact of any expenses relating to non-operating real estate asset impairment;
pursuit cost write-offs;
gains and losses from early debt extinguishment and preferred share/preference unit redemptions;
gains and losses from non-operating assets; and
48
Table of Contents
other miscellaneous items.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company’s and the Operating Partnership’s market risk has not changed materially from the amounts and information reported in Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk, to the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
Item 4. Controls and Procedures
Equity Residential
Effective as of September 30, 2025, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures pursuant to Exchange Act Rules 13a-15 and 15d-15. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in its Exchange Act filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
There were no changes to the internal control over financial reporting of the Company identified in connection with the Company’s evaluation referred to above that occurred during the third quarter of 2025 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
ERP Operating Limited Partnership
Effective as of September 30, 2025, the Operating Partnership carried out an evaluation, under the supervision and with the participation of the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of EQR, of the effectiveness of the Operating Partnership’s disclosure controls and procedures pursuant to Exchange Act Rules 13a-15 and 15d-15. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective to ensure that information required to be disclosed by the Operating Partnership in its Exchange Act filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
49
Table of Contents
There were no changes to the internal control over financial reporting of the Operating Partnership identified in connection with the Operating Partnership’s evaluation referred to above that occurred during the third quarter of 2025 that have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
There have been no material changes to the legal proceedings discussed in Part I, Item 3 of the Company's and the Operating Partnership's Annual Report on Form 10-K for the year ended December 31, 2024. As of September 30, 2025, the Company does not believe there is any litigation pending or threatened against it that, either individually or in the aggregate, may reasonably be expected to have a material adverse effect on the Company and its financial condition. See Note 11 in the Notes to Consolidated Financial Statements for further discussion.
Item 1A. Risk Factors
There have been no material changes to the risk factors that were discussed in Part I, Item 1A of the Company’s and the Operating Partnership’s Annual Report on Form 10-K for the year ended December 31, 2024.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Unregistered Common Shares Issued in the Quarter Ended September 30, 2025 (Equity Residential)
During the quarter ended September 30, 2025, EQR issued 1,986,900 Common Shares in exchange for 1,986,900 OP Units held by various limited partners of ERPOP. OP Units are generally exchangeable into Common Shares on a one-for-one basis or, at the option of ERPOP, the cash equivalent thereof, at any time one year after the date of issuance. These shares were either registered under the Securities Act of 1933, as amended (the “Securities Act”), or issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act and the rules and regulations promulgated thereunder, as these were transactions by an issuer not involving a public offering. In light of the manner of the sale and information obtained by EQR from the limited partners in connection with these transactions, EQR believes it may rely on these exemptions.
Common Shares Repurchased in the Quarter Ended September 30, 2025
The Company repurchased and retired the following Common Shares during the quarter ended September 30, 2025:
Period |
|
Total Number of Common Shares Purchased (1) |
|
|
Weighted Average Price Paid Per Share (1), (2) |
|
|
Total Number of Common Shares Purchased as Part of Publicly Announced Plans or Programs (1) |
|
|
Maximum Number of Common Shares that May Yet Be Purchased Under the Plans or Programs (1), (3) |
|
||||
July 1, 2025 - July 31, 2025 |
|
|
— |
|
|
$ |
— |
|
|
|
— |
|
|
|
13,000,000 |
|
August 1, 2025 - August 31, 2025 |
|
|
743,279 |
|
|
$ |
64.00 |
|
|
|
743,279 |
|
|
|
12,256,721 |
|
September 1, 2025 - September 30, 2025 |
|
|
723,539 |
|
|
$ |
64.53 |
|
|
|
723,539 |
|
|
|
11,533,182 |
|
Total |
|
|
1,466,818 |
|
|
$ |
64.26 |
|
|
|
1,466,818 |
|
|
|
|
|
50
Table of Contents
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
During the quarter ended September 30, 2025, no trustee or officer of the Company
Item 6. Exhibits – See the Exhibit Index.
51
Table of Contents
EXHIBIT INDEX
The exhibits listed below are filed as part of this report. References to exhibits or other filings under the caption “Location” indicate that the exhibit or other filing has been filed, that the indexed exhibit and the exhibit referred to are the same and that the exhibit referred to is incorporated by reference. The Commission file numbers for our Exchange Act filings referenced below are 1-12252 (Equity Residential) and 0-24920 (ERP Operating Limited Partnership).
Exhibit |
|
Description |
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Location |
31.1 |
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Equity Residential – Certification of Mark J. Parrell, Chief Executive Officer. |
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Attached herein. |
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31.2 |
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Equity Residential – Certification of Bret D. McLeod, Chief Financial Officer. |
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Attached herein. |
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31.3 |
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ERP Operating Limited Partnership – Certification of Mark J. Parrell, Chief Executive Officer of Registrant’s General Partner. |
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Attached herein. |
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31.4 |
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ERP Operating Limited Partnership – Certification of Bret D. McLeod, Chief Financial Officer of Registrant’s General Partner. |
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Attached herein. |
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32.1 |
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Equity Residential – Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Mark J. Parrell, Chief Executive Officer of the Company. |
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Attached herein. |
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32.2 |
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Equity Residential – Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Bret D. McLeod, Chief Financial Officer of the Company. |
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Attached herein. |
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32.3 |
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ERP Operating Limited Partnership – Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Mark J. Parrell, Chief Executive Officer of Registrant’s General Partner. |
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Attached herein. |
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32.4 |
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ERP Operating Limited Partnership – Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Bret D. McLeod, Chief Financial Officer of Registrant’s General Partner. |
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Attached herein. |
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101.INS |
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Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. |
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101.SCH |
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Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents. |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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52
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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EQUITY RESIDENTIAL |
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Date: |
October 30, 2025 |
By: |
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/s/ Bret D. McLeod |
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Bret D. McLeod |
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Executive Vice President and Chief Financial Officer |
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(Principal Financial Officer) |
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Date: |
October 30, 2025 |
By: |
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/s/ Ian S. Kaufman |
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Ian S. Kaufman |
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Senior Vice President and Chief Accounting Officer |
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(Principal Accounting Officer) |
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ERP OPERATING LIMITED PARTNERSHIP ITS GENERAL PARTNER |
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Date: |
October 30, 2025 |
By: |
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/s/ Bret D. McLeod |
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Bret D. McLeod |
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Executive Vice President and Chief Financial Officer |
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(Principal Financial Officer) |
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Date: |
October 30, 2025 |
By: |
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/s/ Ian S. Kaufman |
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Ian S. Kaufman |
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Senior Vice President and Chief Accounting Officer |
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(Principal Accounting Officer) |