Equity Residential insider award: 19,564 shares to EVP & CFO Bret McLeod

Rhea-AI Filing Summary

Equity Residential (EQR) reported that Bret McLeod, the company's EVP & Chief Financial Officer, acquired 19,564 restricted common shares on 08/07/2025 as a retention award recorded at a $0 purchase price. The filing shows these shares are held directly and are scheduled to vest on August 7, 2028, meaning McLeod will not have full ownership until the vesting date.

This disclosure reflects a compensation-related equity grant rather than an open-market purchase or sale. The award increases McLeod's reported direct holdings of Equity Residential common shares and represents a multi-year retention incentive tied to future vesting.

Insights

Corporate Governance Expert

Routine executive retention award; aligns CFO incentives with shareholders but appears non-material to company capitalization.

The Form 4 documents a 19,564-share retention grant to Bret McLeod, EVP & CFO, acquired at $0 and scheduled to vest on Aug 7, 2028. As a governance matter, restricted-share awards with multi-year vesting are a standard tool to promote retention and align executive interests with long-term shareholder value. The filing indicates direct ownership; there is no cash consideration and no immediate stock sale or purchase that would affect market liquidity. Given the size shown and absence of additional material terms in the form, this is a routine compensation disclosure rather than a governance concern.

Securities Analyst

Insider award reported; likely immaterial to EQR valuation but worth noting for insider holdings and future dilution timing.

The report records an award of 19,564 restricted common shares to the company's CFO with a $0 price and vesting in three years. This is compensation-related and not an open-market trade, so it does not reflect immediate insider sentiment about current valuation. The award will create potential future outstanding shares upon vesting, but the Form 4 does not indicate that the amount is large enough to materially affect capitalization. Investors tracking insider holdings should note the vesting date and that the shares are currently not freely tradable.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

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

1. Name and Address of Reporting Person^*

McLeod Bret

(Last) (First) (Middle)

TWO N. RIVERSIDE PLAZA

SUITE 400

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EQUITY RESIDENTIAL [ EQR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares Of Beneficial Interest	08/07/2025		A		19,564(1)	A	$0	19,564(2)	D

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

Explanation of Responses:

1. Represents a retention award of restricted shares scheduled to vest on August 7, 2028.

2. Direct total includes restricted shares of Equity Residential scheduled to vest in the future.

	/s/ Samantha Thompson, Attorney-in-fact	08/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction was reported for EQR on this Form 4?

Retention award of 19,564 restricted common shares acquired on 08/07/2025 and recorded at a $0 price.

Who is the reporting person on the EQR Form 4?

Bret McLeod, identified as EVP & Chief Financial Officer of Equity Residential.

How many shares does Bret McLeod beneficially own following the transaction?

The filing reports 19,564 restricted shares beneficially owned following the reported transaction.

What is the nature and vesting schedule of the awarded shares?

The shares are a retention award of restricted shares scheduled to vest on August 7, 2028.

Was the Form 4 filed by a single reporting person or jointly?

The form indicates it was filed by one reporting person (not jointly).

Did the transaction involve cash consideration or an exercise price?

No cash consideration was reported; the award is shown at a $0 price.