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Filing Details

Accession Number:: 0001127602-12-004360
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-02-07 15:30:39
Reporting Period:: 2012-02-03

Filing Date:: 2012-02-07
Accepted Time:: 2012-02-07 15:30:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
906107	Equity Residential	EQR	Real Estate Investment Trusts (6798)	363877868

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1219726	J David Neithercut	Two North Riverside Plaza, Suite 400 Chicago IL 60606	President & Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Shares Of Beneficial Interest	Disposition	2011-12-27	2,270	$0.00	38,097	No	5	G	Indirect	Grantor Trust (fbo daughter)
Common Shares Of Beneficial Interest	Acquisiton	2011-12-27	2,270	$0.00	103,807	No	5	G	Indirect	Trust (fbo wife)
Common Shares Of Beneficial Interest	Disposition	2011-12-27	260	$0.00	37,837	No	5	G	Indirect	Grantor Trust (fbo daughter)
Common Shares Of Beneficial Interest	Acquisiton	2011-12-27	260	$0.00	822	No	5	G	Indirect	Trust (fbo wife)
Common Shares Of Beneficial Interest	Disposition	2011-12-27	2,270	$0.00	38,097	No	5	G	Indirect	Grantor Trust (fbo son)
Common Shares Of Beneficial Interest	Acquisiton	2011-12-27	2,270	$0.00	106,077	No	5	G	Indirect	Trust (fbo wife)
Common Shares Of Beneficial Interest	Disposition	2011-12-27	260	$0.00	37,837	No	5	G	Indirect	Grantor Trust (fbo son)
Common Shares Of Beneficial Interest	Acquisiton	2011-12-27	260	$0.00	1,082	No	5	G	Indirect	Trust (fbo wife)
Common Shares Of Beneficial Interest	Acquisiton	2012-02-03	69,210	$31.76	69,210	No	4	M	Direct
Common Shares Of Beneficial Interest	Disposition	2012-02-03	69,210	$60.03	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	G	Indirect	Grantor Trust (fbo daughter)
No	5	G	Indirect	Trust (fbo wife)
No	5	G	Indirect	Grantor Trust (fbo daughter)
No	5	G	Indirect	Trust (fbo wife)
No	5	G	Indirect	Grantor Trust (fbo son)
No	5	G	Indirect	Trust (fbo wife)
No	5	G	Indirect	Grantor Trust (fbo son)
No	5	G	Indirect	Trust (fbo wife)
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Shares Of Beneficial Interest	Non-qualified Stock Option (Right to Buy)	Acquisiton	2012-02-03	235,269	$0.00	235,269	$60.25
Operating Partnership Units	LTIP Units	Acquisiton	2012-02-03	33,347	$0.00	33,347	$0.00
Common Shares Of Beneficial Interest	Non-qualified Stock Option (Right to Buy)	Disposition	2012-02-03	69,210	$0.00	69,210	$31.76

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
235,269	2022-02-03	No	4	A	Direct
33,347	2015-02-03	No	4	A	Direct
0	2015-02-03	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Shares Of Beneficial Interest	2,330	Indirect	401(k) Plan
Common Shares Of Beneficial Interest	2,874	Indirect	Family Limited Partnership
Common Shares Of Beneficial Interest	86,369	Indirect	SERP Account

Footnotes

Represents shares beneficially owned by a trust for the benefit of the reporting person's daughter. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person is the sole trustee of this trust and, as such, may be deemed the beneficial owner of these shares.
Represents shares beneficially owned by a trust for the benefit of the reporting person's son. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
The price represents the weighted average price of the shares sold. The shares were sold within a range of $60.01 to $60.10. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
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 January 13, 2012.
Represents shares beneficially owned by a family limited partnership, of which the reporting person is the general partner.
Represents shares owned by Principal Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan, for the benefit of the reporting person.
Represents share options scheduled to vest in three equal installments on February 3, 2013, February 3, 2014 and February 3, 2015.
On February 3, 2012, the reporting person received a grant of restricted limited partnership interests ("LTIP Units") in ERP Operating Limited Partnership (the "Operating Partnership"), the operating partnership of Equity Residential (the "Company"), in lieu of restricted shares of the Company as part of the Company's annual grant of long-term compensation. LTIP Units 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 LTIP Units reaches a specified target for federal income tax purposes (provided such target is reached within ten years of issuance). Subject to any vesting requirements of the grant, OP Units are redeemable by the holder for common shares of the Company on a one-for-one basis or the cash value of such shares, at the Company's option. The LTIPs reflected in this report also include any OP Units into which such LTIP Units automatically convert.
The LTIP Units are scheduled to vest on February 3, 2015.
Represents share options scheduled to vest in approximately three equal installments on February 3, 2006, February 3, 2007 and February 3, 2008.