STOCK TITAN

Vivmark EVP gains 4,584 restricted shares

VIVMARK RESIDENTIAL (symbol: VMRK) is the issuer of record for a Form 4 filing submitted to the SEC.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

VIVMARK RESIDENTIAL (symbol: VMRK) is the issuer of record for a Form 4 filing submitted to the SEC. Fenster Scott reported acquisition or exercise transactions in this Form 4 filing.

VIVMARK RESIDENTIAL (VMRK) reported that EVP & General Counsel Scott Fenster received equity-based compensation on August 31, 2026. He was granted 4,584 restricted common shares, which are scheduled to vest on January 3, 2028, and now directly holds 23,022 common shares, including unvested restricted shares. He also received 9,233, 4,792 and 14,397 Restricted Units (RUs) in the operating partnership under the company’s 2024, 2025 and 2026 Long-Term Incentive Plans, scheduled to vest in 2027, 2028 and 2029, respectively, each ultimately exchangeable into an equal number of common shares or cash, at the company’s option. Indirect holdings include 360 common shares in a 401(k) plan and 28,514 common shares in a revocable trust, both beneficially owned by Fenster. No Rule 10b5-1 trading plan is reported for these awards.

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Insider Fenster Scott
Role EVP & General Counsel
Type Security Shares Price Value
Grant/Award Restricted Units F5, F6, F7 9,233 $0.00 $0.00
Grant/Award Restricted Units F8, F6, F9 4,792 $0.00 $0.00
Grant/Award Restricted Units F10, F6, F11 14,397 $0.00 $0.00
Grant/Award Common Shares Of Beneficial Interest F1, F2 4,584 $0.00 $0.00
holding Common Shares Of Beneficial Interest F3 -- -- --
holding Common Shares Of Beneficial Interest F4 -- -- --
Holdings After Transaction: Restricted Units — 28,422 contracts (Direct); Common Shares Of Beneficial Interest — 23,022 shares (Direct); Common Shares Of Beneficial Interest — 360 shares (Indirect, 401(k) Plan); Common Shares Of Beneficial Interest — 28,514 shares (Indirect, Revocable Trust)
Footnotes (11)
  1. F1. Represents restricted shares of Vivmark Residential (formerly known as Equity Residential) (the "Company") issued in connection with the settlement of an award under the Company's 2025 Long-Term Incentive Plan which are scheduled to vest on January 3, 2028.
  2. F2. Direct total includes restricted shares of the Company scheduled to vest in the future.
  3. F3. Represents shares acquired through profit sharing contributions and dividend reinvestment activity in the reporting person's account with the Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. Such shares represent acquisitions through July 16, 2026.
  4. F4. Represents shares beneficially owned by a trust for the benefit of the reporting person.
  5. F5. Represents restricted limited partnership interests ("RUs") in ERP Operating Limited Partnership (the "Operating Partnership"), the operating partnership of the Company, retained in connection with the settlement of an award under the Company's 2024 Long-Term Incentive Plan.
  6. F6. RUs are a class of partnership interest that automatically convert into an equal number of limited partnership interests of the Operating Partnership ("OP Units") when the capital account related to the RUs reaches a specified target for federal income tax purposes (provided such target is reached within ten years of issuance). Subject to the vesting requirements of the grant and certain other conditions, OP Units are exchangeable by the holder for common shares of the Company on a one-for-one basis or cash value of such shares, at the Company's option. The RUs reflected in this report also include any OP Units into which such RUs automatically convert.
  7. F7. The RUs are scheduled to vest on January 4, 2027.
  8. F8. Represents RUs in the Operating Partnership retained in connection with the settlement of an award under the Company's 2025 Long-Term Incentive Plan.
  9. F9. The RUs are scheduled to vest on January 3, 2028.
  10. F10. Represents RUs in the Operating Partnership retained in connection with the settlement of an award under the Company's 2026 Long-Term Incentive Plan.
  11. F11. The RUs are scheduled to vest on January 2, 2029.
Restricted common shares granted 4,584 shares Restricted common shares issued in settlement of a 2025 Long-Term Incentive Plan award, vesting January 3, 2028
Direct common shares after grant 23,022 shares Direct holdings of common shares of beneficial interest following August 31, 2026 grant, including unvested restricted shares
Restricted Units from 2024 LTIP 9,233 RUs Restricted Units in ERP Operating Limited Partnership retained under the 2024 Long-Term Incentive Plan, vesting January 4, 2027
Restricted Units from 2025 LTIP 4,792 RUs Restricted Units retained under the 2025 Long-Term Incentive Plan, vesting January 3, 2028
Restricted Units from 2026 LTIP 14,397 RUs Restricted Units retained under the 2026 Long-Term Incentive Plan, vesting January 2, 2029
Indirect 401(k) common shares 360 shares Common shares acquired in the Equity Residential Advantage 401(k) Retirement Savings Plan through July 16, 2026
Indirect revocable trust common shares 28,514 shares Common shares beneficially owned by a revocable trust for the benefit of the reporting person
Restricted Units financial
"Represents restricted limited partnership interests ("RUs") in ERP Operating Limited Partnership"
RUs financial
"RUs are a class of partnership interest that automatically convert into an equal"
OP Units financial
"convert into an equal number of limited partnership interests of the Operating Partnership ("OP Units")"
OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.
Common Shares Of Beneficial Interest financial
"OP Units are exchangeable by the holder for common shares of the Company"
Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.
401(k) Retirement Savings Plan financial
"Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k)"
Long-Term Incentive Plan financial
"settlement of an award under the Company's 2025 Long-Term Incentive Plan"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

FAQ

What equity awards did VMRK grant to Scott Fenster on August 31, 2026?

On August 31, 2026, Scott Fenster received 4,584 restricted common shares of Vivmark Residential and grants of 9,233, 4,792, and 14,397 Restricted Units (RUs) in the operating partnership under the 2024, 2025 and 2026 Long-Term Incentive Plans.

When do Scott Fenster’s new Vivmark Residential (VMRK) restricted shares and units vest?

The 4,584 restricted common shares are scheduled to vest on January 3, 2028. The RU grants are scheduled to vest on January 4, 2027 (9,233 RUs), January 3, 2028 (4,792 RUs), and January 2, 2029 (14,397 RUs).

How many Vivmark Residential (VMRK) common shares does Scott Fenster hold directly after these transactions?

After the August 31, 2026 grant, Scott Fenster directly holds 23,022 common shares of Vivmark Residential. This direct total includes restricted shares that are scheduled to vest in the future, as disclosed in the filing footnotes.

What indirect Vivmark Residential (VMRK) holdings does Scott Fenster report?

Scott Fenster reports indirect ownership of 360 common shares through a 401(k) retirement savings plan and 28,514 common shares held by a revocable trust for his benefit. Both positions are disclosed as beneficially owned indirect holdings.

Can Scott Fenster’s Restricted Units (RUs) in Vivmark Residential be exchanged for common shares?

Yes. The filing states that RUs convert into OP Units when certain tax-related capital account targets are met, and, subject to vesting and conditions, the OP Units are exchangeable one-for-one into common shares or cash, at Vivmark Residential’s option.

Were Scott Fenster’s VMRK equity awards made under a Rule 10b5-1 trading plan?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for these August 31, 2026 equity awards to Scott Fenster.

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SEC Form 4
FORM 4UNITED 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*
Fenster Scott

(Last)(First)(Middle)
TWO NORTH RIVERSIDE PLAZA, SUITE 400

(Street)
CHICAGO ILLINOIS 60606

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
VIVMARK RESIDENTIAL [ VMRK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Shares Of Beneficial Interest08/31/2026A4,584(1)A$023,022(2)D
Common Shares Of Beneficial Interest360(3)I401(k) Plan
Common Shares Of Beneficial Interest28,514(4)IRevocable Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Units(5)(6)08/31/2026A9,233 (7)01/01/2034Common Shares Of Beneficial Interest9,233$09,233D
Restricted Units(8)(6)08/31/2026A4,792 (9)01/01/2035Common Shares Of Beneficial Interest4,792$04,792D
Restricted Units(10)(6)08/31/2026A14,397 (11)01/01/2036Common Shares Of Beneficial Interest14,397$014,397D
Explanation of Responses:
1. Represents restricted shares of Vivmark Residential (formerly known as Equity Residential) (the "Company") issued in connection with the settlement of an award under the Company's 2025 Long-Term Incentive Plan which are scheduled to vest on January 3, 2028.
2. Direct total includes restricted shares of the Company scheduled to vest in the future.
3. Represents shares acquired through profit sharing contributions and dividend reinvestment activity in the reporting person's account with the Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. Such shares represent acquisitions through July 16, 2026.
4. Represents shares beneficially owned by a trust for the benefit of the reporting person.
5. Represents restricted limited partnership interests ("RUs") in ERP Operating Limited Partnership (the "Operating Partnership"), the operating partnership of the Company, retained in connection with the settlement of an award under the Company's 2024 Long-Term Incentive Plan.
6. RUs are a class of partnership interest that automatically convert into an equal number of limited partnership interests of the Operating Partnership ("OP Units") when the capital account related to the RUs reaches a specified target for federal income tax purposes (provided such target is reached within ten years of issuance). Subject to the vesting requirements of the grant and certain other conditions, OP Units are exchangeable by the holder for common shares of the Company on a one-for-one basis or cash value of such shares, at the Company's option. The RUs reflected in this report also include any OP Units into which such RUs automatically convert.
7. The RUs are scheduled to vest on January 4, 2027.
8. Represents RUs in the Operating Partnership retained in connection with the settlement of an award under the Company's 2025 Long-Term Incentive Plan.
9. The RUs are scheduled to vest on January 3, 2028.
10. Represents RUs in the Operating Partnership retained in connection with the settlement of an award under the Company's 2026 Long-Term Incentive Plan.
11. The RUs are scheduled to vest on January 2, 2029.
/s/ Samantha Thompson, Attorney-in-fact09/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)