Equity Residential (EQR) holders re-elect full board and approve 2026 auditor, executive pay

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Equity Residential reported results from its 2026 Annual Meeting of Shareholders. All ten trustee nominees were elected for one-year terms ending at the 2027 annual meeting. Each nominee received over 318 million votes in favor, with broker non-votes of 15,241,514 recorded for the election proposal.

Shareholders ratified Ernst & Young LLP as independent registered public accounting firm for 2026, with 334,272,653 votes for and 19,247,519 against. On an advisory basis, shareholders approved the executive compensation described in the proxy statement, with 303,275,382 votes for and 34,423,665 against, plus 15,241,514 broker non-votes.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Votes for highest-supported trustee: 336,402,370 votes Votes for lowest-supported trustee: 318,084,389 votes Broker non-votes on trustee elections: 15,241,514 shares +5 more

8 metrics

Votes for highest-supported trustee 336,402,370 votes For election of trustee nominee Ann C. Hoff

Votes for lowest-supported trustee 318,084,389 votes For election of trustee nominee Mary Kay Haben

Broker non-votes on trustee elections 15,241,514 shares Election of trustees proposal

Auditor ratification for-votes 334,272,653 votes Ratification of Ernst & Young LLP for 2026

Auditor ratification against-votes 19,247,519 votes Ratification of Ernst & Young LLP for 2026

Executive pay for-votes 303,275,382 votes Advisory approval of executive compensation

Executive pay against-votes 34,423,665 votes Advisory approval of executive compensation

Executive pay broker non-votes 15,241,514 shares Advisory approval of executive compensation

Key Terms

Annual Meeting of Shareholders, broker non-votes, independent registered public accounting firm, advisory basis, +1 more

5 terms

Annual Meeting of Shareholders financial

"On June 18, 2026, Equity Residential held its 2026 Annual Meeting of Shareholders"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

broker non-votes financial

"There were 15,241,514 broker non-votes with respect to Proposal 1"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"The selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026 was ratified"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

advisory basis financial

"The shareholders approved, on an advisory basis, the executive compensation disclosed in the Proxy Statement"

executive compensation financial

"The shareholders approved, on an advisory basis, the executive compensation disclosed in the Proxy Statement"

Payments and benefits given to a company's top leaders — including base salary, cash bonuses, stock awards, options and retirement or perquisites — designed to compensate and motivate them. Investors care because these packages affect a company’s costs, influence executives’ decisions and signal how well management’s interests line up with shareholders’; like a captain’s contract, the structure of pay can encourage safe navigation toward long-term gains or risky short-term moves that hurt returns.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Understanding 8-K Material Events →

06/22/2026 - 04:48 PM

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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     Date of Report (Date of earliest event reported): June 18, 2026

    

EQUITY RESIDENTIAL

(Exact name of Registrant as Specified in Its Charter)


Maryland	1-12252	13-3675988
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two North Riverside Plaza
Chicago, Illinois		60606
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 312 474-1300

    

     Not applicable

    

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares of Beneficial Interest, $0.01 Par Value	EQR	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 18, 2026, Equity Residential (the "Company") held its 2026 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, the Company’s shareholders were asked to consider and vote upon the proposals described in the Company’s Proxy Statement for the Annual Meeting (the "Proxy Statement"). The final voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows:

Proposal 1 – Election of Trustees

All ten of the nominees for Trustees were elected to serve for a one-year term which expires at the Company’s 2027 annual meeting of shareholders and until their respective successors are duly elected and qualified, by the votes set forth below.


Nominee	For	Against	Abstain
Angela M. Aman	333,960,226	4,317,821	127,826
Chris Carr	335,162,934	3,115,397	127,542
Mary Kay Haben	318,084,389	20,195,307	126,177
Ann C. Hoff	336,402,370	1,876,589	126,914
Tahsinul Zia Huque	331,073,012	6,594,980	737,881
Nina P. Jones	331,880,618	6,396,918	128,337
David J. Neithercut	326,009,321	12,241,643	154,909
Mark J. Parrell	335,595,693	2,710,521	99,659
Mark S. Shapiro	323,394,266	14,891,087	120,520
Stephen E. Sterrett	332,502,029	5,774,379	129,465

There were 15,241,514 broker non-votes with respect to Proposal 1.

Proposal 2 – Ratification of Independent Registered Public Accounting Firm for 2026

The selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026 was ratified by the shareholders, by the votes set forth below.


For	334,272,653
Against	19,247,519
Abstain	127,215

Proposal 3 – Advisory Approval of Executive Compensation

The shareholders approved, on an advisory basis, the executive compensation disclosed in the Proxy Statement, by the votes set forth below.


For	303,275,382
Against	34,423,665
Abstain	706,826
Broker Non-Votes	15,241,514

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


		EQUITY RESIDENTIAL
Date: June 22, 2026		By: /s/ Scott J. Fenster
		Name: Scott J. Fenster
		Its: Executive Vice President, General Counsel and Corporate Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What happened at Equity Residential (EQR)'s 2026 Annual Meeting?

Equity Residential shareholders elected all ten trustee nominees, ratified Ernst & Young LLP as auditor for 2026, and approved executive compensation on an advisory basis. The results confirm the existing board slate, auditor selection, and pay programs described in the company’s proxy statement.

Did Equity Residential (EQR) shareholders re-elect all board trustees?

Yes. All ten trustee nominees were elected for one-year terms ending at the 2027 annual meeting. Each nominee received strong majority support, with for-votes ranging from 318,084,389 to 336,402,370 and broker non-votes of 15,241,514 recorded on the election proposal.

Was Ernst & Young LLP ratified as Equity Residential (EQR)'s auditor for 2026?

Yes. Shareholders ratified Ernst & Young LLP as Equity Residential’s independent registered public accounting firm for 2026. The proposal received 334,272,653 votes for, 19,247,519 against, and 127,215 abstentions, indicating clear shareholder support for continuing with the same audit firm.

How did Equity Residential (EQR) shareholders vote on executive compensation?

Shareholders approved the advisory vote on executive compensation disclosed in the proxy statement. The pay proposal received 303,275,382 votes for, 34,423,665 against, and 706,826 abstentions, with 15,241,514 broker non-votes, signaling majority support for the company’s current executive pay practices.

What are broker non-votes in Equity Residential (EQR)'s 2026 meeting results?

Broker non-votes are shares held by brokers that were not voted on certain proposals. For the trustee elections and the advisory compensation vote, there were 15,241,514 broker non-votes, meaning those shares were not counted as for, against, or abstain on those specific items.

Filing Exhibits & Attachments

1 document