Essex Property Trust (ESS) CFO discloses RSU vesting and share withholding

Rhea-AI Filing Summary

Essex Property Trust, Inc.'s Executive Vice President & CFO reported changes in personal ownership of the company’s common stock. On December 12, 2025, the officer acquired 8,144 shares of common stock at $0 per share, reflecting performance-based restricted stock units granted on December 9, 2022 that became earned after meeting relative total shareholder return goals through December 8, 2025.

On the same date, 4,138 shares were withheld by the company at a price of $257.62 per share to cover tax obligations tied to that vesting. After these transactions, the officer directly beneficially owned 12,660 shares of Essex Property Trust common stock.

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

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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)
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		8,144(1)	A	$0	16,798	D
Common Stock	12/12/2025		F		4,138(2)	D	$257.62	12,660	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).
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FAQ

What insider stock transactions did Essex Property Trust (ESS) report for its CFO?

The Executive Vice President & CFO of Essex Property Trust (ESS) reported acquiring 8,144 shares of common stock on December 12, 2025 from performance-based restricted stock units that vested.

Why did Essex Property Trust (ESS) withhold 4,138 shares from the executive on December 12, 2025?

The company withheld 4,138 shares of common stock at $257.62 per share to satisfy tax withholding requirements related to the release of restricted stock units granted on December 9, 2022.

How many Essex Property Trust (ESS) shares does the executive beneficially own after these transactions?

Following the reported transactions on December 12, 2025, the Executive Vice President & CFO directly beneficially owned 12,660 shares of Essex Property Trust common stock.

What performance criteria triggered the vesting of Essex Property Trust (ESS) restricted stock units?

The 8,144 shares reflect restricted stock units originally granted on December 9, 2022 that became earned after the company achieved specified performance criteria based on its relative total return to shareholders versus an industry-specific index through December 8, 2025.

Was this Essex Property Trust (ESS) insider transaction a market purchase or sale?

The executive’s 8,144-share acquisition was from the vesting of performance-based restricted stock units at $0 per share, and the 4,138-share disposition was due to share withholding for taxes, not an open-market trade.