Equity Residential exec holds 65K Vivmark shares
EQUITY RESIDENTIAL (EQR), now operating as Vivmark Residential, reports the initial holdings of executive vice president of legal affairs Edward M. Schulman following a merger of equals between AvalonBay Communities, Inc. and Vivmark Residential.
Rhea-AI Filing Summary
EQUITY RESIDENTIAL (EQR), now operating as Vivmark Residential, reports the initial holdings of executive vice president of legal affairs Edward M. Schulman following a merger of equals between AvalonBay Communities, Inc. and Vivmark Residential. Schulman beneficially owns 65,371 common shares of beneficial interest of Vivmark Residential and holds non-qualified stock options covering 19,503 underlying common shares at an exercise price of $64.57 per share, expiring on February 25, 2031. These equity positions reflect the conversion mechanics and 2.793-for-1 exchange ratio applied to AVB equity awards at the merger’s effective time.
Positive
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Negative
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Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
SCHULMAN EDWARD M
Role
EVP, Legal Affairs
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Non-qualified Stock Option (Right to Buy) F4 | -- | -- | -- |
| holding | Common Shares Of Beneficial Interest F1, F2, F3 | -- | -- | -- |
Holdings After Transaction:
Non-qualified Stock Option (Right to Buy) — 19,503 contracts (Direct);
Common Shares Of Beneficial Interest — 65,371 shares (Direct)
Footnotes (4)
- F1. Pursuant to the Agreement and Plan of Merger, dated as of May 20, 2026 (the "Merger Agreement"), by and among AvalonBay Communities, Inc., a Maryland corporation ("AVB"), Vivmark Residential (f/k/a Equity Residential), a Maryland real estate investment trust ("VMRK"), ERP Operating Limited Partnership, an Illinois limited partnership (the "Operating Partnership"), and Canopy Merger Sub LLC, a Maryland limited liability company ("Merger Sub"), AVB and VMRK combined in a merger of equals on August 17, 2026, with AVB merging with and into Merger Sub, with Merger Sub surviving as a wholly owned subsidiary of VMRK (the "Merger"). Merger Sub subsequently merged with and into the Operating Partnership, with the Operating Partnership continuing as the surviving entity.
- F2. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of common stock, par value $0.01 per share (the "AVB Common Stock"), of AVB held by the Reporting Person was automatically converted into the right to receive 2.793 (the "Exchange Ratio") common shares of beneficial interest, $0.01 par value per share ("VMRK Common Shares"), of VMRK, plus the right to receive cash in lieu of fractional VMRK Common Shares, if any, into which such AVB Common Stock would have been converted.
- F3. Total reflects the Reporting Person's shares of AVB Common Stock that were converted into VMRK Common Shares pursuant to the Merger and includes restricted shares of VMRK scheduled to vest in the future.
- F4. Pursuant to the Merger Agreement, effective as of the Effective Time, the Reporting Person's options to acquire AVB Common Stock that were outstanding at the Effective Time were converted into the right to receive options to acquire VMRK Common Shares, where the number of VMRK Common Shares subject to such converted option is equal to (i) the number of shares of AVB Common Stock subject to the corresponding AVB option award immediately prior to the Effective Time multiplied by (ii) the Exchange Ratio (rounded down to the nearest whole number of shares), and the exercise price of each converted option award is equal to (A) the exercise price of the corresponding AVB option award immediately prior to the Effective Time divided by (B) the Exchange Ratio (rounded up to the nearest whole cent).
Key Figures
Common shares held: 65,371 shares
Option underlying shares: 19,503 shares
Option exercise price: $64.57 per share
+4 more
7 metrics
Common shares held
65,371 shares
Total Vivmark Residential common shares of beneficial interest held after the merger
Option underlying shares
19,503 shares
Underlying Vivmark common shares for reported non-qualified stock options
Option exercise price
$64.57 per share
Exercise price of Schulman’s converted Vivmark non-qualified stock options
Option expiration date
February 25, 2031
Expiration date of the reported Vivmark non-qualified stock options
Exchange Ratio
2.793
Number of Vivmark common shares received per AvalonBay common share in the merger
Merger Agreement date
May 20, 2026
Date of the Agreement and Plan of Merger among AVB, Vivmark and related entities
Merger effective date
August 17, 2026
Effective time of the merger-of-equals between AVB and Vivmark Residential
Key Terms
Agreement and Plan of Merger, Merger Agreement, Exchange Ratio, Non-qualified Stock Option, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of May 20, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Agreement regulatory
"Pursuant to the Merger Agreement, effective as of the Effective Time"
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
Exchange Ratio financial
"was automatically converted into the right to receive 2.793 (the "Exchange Ratio")"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
Non-qualified Stock Option financial
"Non-qualified Stock Option (Right to Buy)"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What does the Form 3 filing disclose for EQR (Vivmark Residential) executive Edward M. Schulman?
The Form 3 reports that Edward M. Schulman holds 65,371 Vivmark common shares and non-qualified stock options on 19,503 underlying shares. These positions represent his initial reported ownership after the merger-of-equals transaction.
What stock options in Vivmark Residential (EQR) does Edward M. Schulman report on Form 3?
Schulman reports non-qualified stock options to acquire 19,503 Vivmark common shares at an exercise price of $64.57 per share. These options expire on February 25, 2031 and result from conversion of prior AvalonBay options.
What did the merger-of-equals involving Vivmark Residential (EQR) and AvalonBay change for Schulman’s options?
Under the merger agreement, Schulman’s AVB options were converted into Vivmark options, adjusting the number of underlying shares by the 2.793 exchange ratio and the exercise price by dividing by 2.793, rounded as specified.
AI-generated analysis. How Rhea-AI works. Not financial advice.
