Essex Property Trust (ESS) EVP reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

Essex Property Trust, Inc. reported that its officer serving as EVP, CAO & General Counsel acquired 7,441 shares of common stock on December 12, 2025 at a price of $0, when restricted stock units granted on December 9, 2022 became earned after meeting performance criteria tied to the issuer's relative total return to shareholders versus an industry-specific index through December 8, 2025.

The company withheld 3,780 shares of common stock at a price of $257.62 on the same date to satisfy tax withholding requirements related to this release, leaving the officer with 7,050 shares of common stock held directly.

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^*

Morrison Anne

(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)
	EVP, CAO & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

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 Stock	12/12/2025		A		7,441(1)	A	$0	10,830	D
Common Stock	12/12/2025		F		3,780(2)	D	$257.62	7,050	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. As determined on December 12, 2025, this amount represents all the restricted stock units originally granted on December 9, 2022 that are now earned following the achievement of certain performance criteria based on the Issuer's relative total return to shareholders measured against industry-specific index through December 8, 2025.

2. 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 December 9, 2022.

Remarks:

	/s/ Brennan McGreevy, Attorney in Fact	12/16/2025
	** 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.
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FAQ

What insider transaction did Essex Property Trust (ESS) report in this Form 4?

An officer of Essex Property Trust, Inc., serving as EVP, CAO & General Counsel, reported the acquisition of 7,441 shares of common stock on December 12, 2025 from the vesting of restricted stock units, and the withholding of 3,780 shares to cover taxes related to that vesting.

How many Essex Property Trust shares did the executive hold after these transactions?

After the reported transactions on December 12, 2025, the officer beneficially owned 7,050 shares of Essex Property Trust common stock, held directly.

What were the performance conditions for the Essex Property Trust restricted stock units?

The restricted stock units originally granted on December 9, 2022 became earned based on performance criteria tied to the issuer's relative total return to shareholders, measured against an industry-specific index through December 8, 2025.

Why were 3,780 Essex Property Trust shares reported as disposed of on the Form 4?

The 3,780 shares of common stock reported as disposed of on December 12, 2025 represent shares that the company withheld to satisfy tax withholding requirements in connection with the release of the restricted stock units granted on December 9, 2022.

At what prices were the Essex Property Trust transactions reported?

The acquisition of 7,441 shares of common stock from vested restricted stock units was reported at a price of $0, while the 3,780 shares withheld for taxes were reported at a price of $257.62 per share.

What role does the reporting person hold at Essex Property Trust?

The reporting person is an officer of Essex Property Trust, Inc. and serves as EVP, CAO & General Counsel, as indicated in the filing.