ESS (ESS) CFO uses 206 shares for tax withholding on RSU vesting

Rhea-AI Filing Summary

ESSEX PROPERTY TRUST, INC. Executive Vice President & CFO Barbara Pak reported a tax-related share disposition. The company withheld 206 shares of common stock at $256.18 per share to cover tax obligations tied to restricted stock units that vested from a grant made on February 18, 2025. After this withholding, she directly holds 12,239 common shares.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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

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

1. Name and Address of Reporting Person^*

Pak Barbara

(Last) (First) (Middle)

C/O ESSEX PROPERTY TRUST, INC.

1100 PARK PLACE, SUITE 200

(Street)

SAN MATEO CA 94403

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ESSEX PROPERTY TRUST, INC. [ ESS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President & CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/18/2026		F		206(1)	D	$256.18	12,239	D

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

Explanation of Responses:

1. Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the release of restricted stock units that were granted on February 18, 2025.

Remarks:

	/s/ Brennan McGreevy, Attorney in Fact	02/20/2026
	** 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.
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FAQ

What insider transaction did ESS CFO Barbara Pak report on this Form 4?

Barbara Pak reported a tax-withholding disposition of 206 ESS common shares. The company withheld these shares to satisfy tax obligations triggered by the vesting of previously granted restricted stock units, rather than through an open-market sale or discretionary trading activity.

Was the ESS Form 4 transaction an open-market sale by the CFO?

No, the ESS Form 4 shows a tax-withholding disposition, not an open-market sale. The company withheld 206 shares at $256.18 each to cover tax liabilities arising from the release of restricted stock units granted on February 18, 2025.

How many ESS shares were involved in Barbara Pak’s tax-withholding transaction?

The filing reports 206 ESS common shares used for tax withholding. These shares were withheld by the company when restricted stock units vested, representing payment of tax obligations instead of a voluntary sale into the open market by the executive.

What price per share was used for the ESS tax-withholding disposition?

The Form 4 lists a price of $256.18 per ESS common share for the 206 withheld shares. This price is used solely for reporting the value of stock used to satisfy tax obligations tied to the vesting of restricted stock units, not for market trading.

How many ESS shares does CFO Barbara Pak hold after this Form 4 transaction?

After the tax-withholding disposition, the Form 4 shows Barbara Pak directly holds 12,239 ESS common shares. This post-transaction balance reflects her remaining ownership following the company’s withholding of shares to cover income tax obligations on vested restricted stock units.

What was the origin of the ESS restricted stock units related to this tax withholding?

The restricted stock units were originally granted on February 18, 2025. When those units vested and converted into ESS common shares, the company withheld 206 shares to satisfy associated tax obligations, which is reported as a tax-withholding disposition on this Form 4.