Exhibit 10.3

Amendment No. 2

To The

Equity Commonwealth 2015 Omnibus Incentive Plan

Pursuant to Section 5.2 of the Equity Commonwealth 2015 Omnibus Incentive Plan (the “Plan”), the Board of Directors of Equity Commonwealth (the “Board”), at a meeting of the Board held on March 13, 2019, has duly adopted a resolution approving this Amendment No. 2 to the Plan (this “Amendment”) to amend the Plan as set forth below.  Unless otherwise defined herein, capitalized terms used in this Amendment shall have the meaning given to them in the Plan.

1.Section 4.1.  The first sentence of Section 4.1 of the Plan is hereby amended to read in its entirety as follows:

Subject to such additional shares of Stock as shall be available for issuance under the Plan pursuant to Section 4.2, and subject to adjustment pursuant to Section 18, the maximum number of shares of Stock available for issuance under the Plan shall be five million seven hundred fifty thousand (5,750,000) shares of Stock.

2.This Amendment shall be and is hereby incorporated into and forms a part of the Plan.

3.Except as modified by the Amendment, the terms of the Plan remain unmodified and in full force and effect.

IN WITNESS WHEREOF, this Amendment is made effective as of June 20, 2019.

EQUITY COMMONWEALTH
By:	/s/ Adam Markman
	Adam Markman
	Executive Vice President, CFO and Treasurer

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