8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): October 31, 2023

EQUITY RESIDENTIAL

(Exact Name of Registrant as Specified in its Charter)

Maryland	1-12252	13-3675988
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

Two North Riverside Plaza Chicago, Illinois	60606
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (312) 474-1300

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares of Beneficial Interest, $0.01 Par Value	EQR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On October 31, 2023, Equity Residential issued a press release announcing its results of operations and financial condition as of September 30, 2023 and for the quarter and nine months then ended. The press release is furnished as Exhibit 99.1. The information contained in this Item 2.02 on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any registration statement or other document filed by Equity Residential under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

Item 9.01. Financial Statements and Exhibits.

Exhibit Number	Exhibit
99.1	Press Release dated October 31, 2023, announcing the results of operations and financial condition of Equity Residential as of September 30, 2023 and for the quarter and nine months then ended.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	EQUITY RESIDENTIAL
Date: October 31, 2023	By:	/s/ Ian S. Kaufman
	Name:	Ian S. Kaufman
	Its:	Senior Vice President and Chief Accounting Officer
		(Principal Accounting Officer)

EX-99.1

 

Third Quarter 2023 Results

Table of Contents

Earnings Release	1 - 5
Consolidated Statements of Operations	6
Consolidated Statements of Funds From Operations and Normalized Funds From Operations	7
Consolidated Balance Sheets	8
Portfolio Summary	9
Portfolio Rollforward	10
Same Store Results	11 - 18
Debt Summary	19 - 21
Capital Structure	22
Common Share and Unit Weighted Average Amounts Outstanding	23
Development and Lease-Up Projects	24
Capital Expenditures to Real Estate	25
Normalized EBITDAre Reconciliations	26
Adjustments from FFO to Normalized FFO	27
Normalized FFO Guidance and Assumptions	28
Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms	29 - 34

 

Corporate Headquarters:
Two North Riverside Plaza
Chicago, IL 60606
(312) 474-1300

Information included in this supplemental package is unaudited.

 

NEWS RELEASE - FOR IMMEDIATE RELEASE

October 31, 2023

Equity Residential Reports Third Quarter 2023 Results

Chicago, IL – October 31, 2023 - Equity Residential (NYSE: EQR) today reported results for the quarter and nine months ended September 30, 2023 and has posted a Q3 2023 Management Presentation to its website as referenced below.

Third Quarter 2023 Results

All per share results are reported as available to common shares/units on a diluted basis.

	Quarter Ended September 30,
	2023		2022		$ Change			% Change
Earnings Per Share (EPS)	$	0.45	$	0.86	$	(0.41	)		(47.7	%)
Funds from Operations (FFO) per share	$	0.96	$	0.90	$	0.06			6.7	%
Normalized FFO (NFFO) per share	$	0.96	$	0.92	$	0.04			4.3	%

	Nine Months Ended September 30,
	2023		2022		$ Change			% Change
Earnings Per Share (EPS)	$	1.38	$	1.63	$	(0.25	)		(15.3	%)
Funds from Operations (FFO) per share	$	2.74	$	2.56	$	0.18			7.0	%
Normalized FFO (NFFO) per share	$	2.78	$	2.58	$	0.20			7.8	%

Recent Highlights

•Same store revenue increased 4.1% for the third quarter of 2023 compared to the third quarter of 2022 and was negatively impacted by weaker than expected revenue performance in San Francisco and Seattle as well as the non-cash write-off of approximately $1.5 million in straight-line receivables due to the recent bankruptcy of Rite Aid. The Company revised its 2023 annual same store revenue growth guidance to 5.5% as further described in this release and in the Management Presentation referenced below.

•Bad debt before the application of governmental rental assistance has improved substantially for the nine months ended September 2023 as compared to the same period in 2022, albeit slightly less than our prior expectations due to the timing associated with current eviction proceedings. See page 13 for additional details.

•Same store expense growth for the third quarter of 2023 compared to the third quarter of 2022 was 3.1%. The Company also reaffirmed its full year 2023 same store expense growth at 4.25%.

•During the third quarter of 2023, the Company acquired two suburban Atlanta apartment properties, consisting of 634 apartment units, for an aggregate acquisition price of approximately $179.7 million and sold a 166-unit apartment property in Seattle for approximately $60.1 million. Subsequent to the end of the quarter, the Company sold three operating properties for a total of approximately $184.6 million.

•The Company recently published its tenth annual Environmental, Social and Governance (ESG) report highlighting Equity Residential's goals and accomplishments.

“Our East Coast portfolio performed very well in the quarter. Strong demand combined with low supply in Boston and New York and rapid absorption of supply in Washington, D.C. position these markets favorably going forward. While the East Coast outperformed our expectations, the San Francisco and Seattle markets underperformed due to lower recent job growth in our target affluent renter demographic and, together with the Rite Aid bankruptcy, led us to adjust guidance,” said Mark J. Parrell, Equity Residential’s President and CEO. “We are pleased with our progress in reducing our COVID era delinquency but the legal process is lengthy and uneven and we will likely end the year with modestly more delinquency

1

than our previous goal. As we think about 2024 operating performance, continued demand from our well-employed renter demographic and limited new supply in most of our markets should lead to another year of solid same store revenue growth.”

Full Year 2023 Guidance

The Company has revised its guidance for its full year 2023 same store operating performance, EPS, FFO per share and Normalized FFO per share as listed below:

	Revised	Previous	Change at Midpoint
Same Store (includes Residential and Non-Residential):
Physical Occupancy	95.9%	96.0%	(0.1%)
Revenue change	5.5%	5.5% to 6.25%	(0.375%)
Expense change	4.25%	4.0% to 4.5%	0.00%
Net Operating Income (NOI) change	6.2%	6.3% to 7.0%	(0.45%)
EPS	$2.20 to $2.22	$1.95 to $2.01	$0.23
FFO per share	$3.74 to $3.76	$3.72 to $3.78	$0.00
Normalized FFO per share	$3.77 to $3.79	$3.77 to $3.83	($0.02)

The change in the full year 2023 EPS guidance range is due primarily to higher expected property sale gains, partially offset by lower expected Residential and Non-Residential same store NOI and higher expected depreciation expense.

The change in the full year 2023 Normalized FFO per share guidance range is due primarily to lower expected Residential and Non-Residential same store NOI.

The Company has a glossary of defined terms and related reconciliations of Non-GAAP financial measures on pages 29 through 34 of this release. Reconciliations and definitions of FFO and Normalized FFO are provided on pages 7, 31 and 32 of this release.

Results Per Share

The changes in EPS for the quarter and nine months ended September 30, 2023 compared to the same periods of 2022 are due primarily to lower property sale gains in the current periods, the various adjustment items listed on page 27 of this release and the items described below.

The per share changes in FFO for the quarter and nine months ended September 30, 2023 compared to the same periods of 2022 are due primarily to the various adjustment items listed on page 27 of this release and the items described below.

The per share changes in Normalized FFO are due primarily to:

	Positive/(Negative) Impact
	Third Quarter 2023 vs. Third Quarter 2022			September YTD 2023 vs. September YTD 2022
Residential same store NOI	$	0.06		$	0.22
Non-Residential same store NOI (1)		(0.01	)		—
Lease-Up NOI		—			0.02
2023 and 2022 transaction activity impact on NOI, net		—			(0.02	)
Interest expense, net		—			0.03
Corporate overhead (2)		(0.01	)		(0.02	)
Other items (3)		—			(0.03	)
Net	$	0.04		$	0.20

(1)During the third quarter of 2023, the Company recorded a non-cash write-off of approximately $1.5 million in straight-line receivables due to the recent bankruptcy of Rite Aid.

(2)Corporate overhead includes property management and general and administrative expenses.

(3)Primarily represents the negative impact from property damage associated with the California rain storms that occurred earlier this year.

2

Same Store Results

The following table shows the total same store results for the periods presented.

	Third Quarter 2023 vs. Third Quarter 2022	Third Quarter 2023 vs. Second Quarter 2023	September YTD 2023 vs. September YTD 2022
Apartment Units	77,698	78,368	76,789
Physical Occupancy	96.0% vs. 96.4%	96.0% vs. 95.9%	95.9% vs. 96.5%
Revenues	4.1%	0.7%	6.2%
Expenses	3.1%	1.9%	5.3%
NOI	4.6%	0.1%	6.6%

On page 11 of this release, the Company has provided a breakout of Residential and Non-Residential same store results with definitions that can be found on page 33 of this release. Non-Residential operations account for approximately 3.6% of total revenues for the nine months ended September 30, 2023.

The following table reflects the detail of the change in Same Store Residential Revenues, which is presented on a GAAP basis showing Leasing Concessions on a straight-line basis.

	Third Quarter 2023 vs. Third Quarter 2022			Third Quarter 2023 vs. Second Quarter 2023			September YTD 2023 vs. September YTD 2022
	% Change			% Change			% Change
Same Store Residential Revenues-   comparable period
Lease rates		5.0	%		1.3	%		7.1	%
Leasing Concessions		(0.4	%)		(0.1	%)		(0.1	%)
Vacancy gain (loss)		(0.5	%)		(0.2	%)		(0.7	%)
Bad Debt, Net (1)		(0.3	%)		0.0	%		(0.7	%)
Other (2)		0.6	%		0.0	%		0.7	%
Same Store Residential Revenues-   current period		4.4	%		1.0	%		6.3	%

(1)Change in rental income due to bad debt write-offs and reserves, net of amounts (including governmental rental assistance payments) collected on previously written-off or reserved accounts. Comparable period changes in quarterly Bad Debt, Net will be volatile throughout 2023 primarily due to the timing of the current legal processes and governmental rental assistance received in 2022. See page 13 for more detail.

(2)Includes ancillary income, utility recoveries, early lease termination income, miscellaneous income and other items.

See page 12 for detail and reconciliations of Same Store Residential Revenues on a GAAP basis to Same Store Residential Revenues with Leasing Concessions on a cash basis.

Residential Same Store Operating Statistics

The following table includes select operating metrics for Residential Same Store Properties (for 76,789 same store apartment units):

	October 2023 (1)	Q3 2023	Q2 2023
Physical Occupancy	96.0%	96.0%	95.9%
Percentage of Residents Renewing by quarter/month	59.0%	54.0%	57.0%
New Lease Change (2)	(3.1%)	0.5%	2.3%
Renewal Rate Achieved	5.0%	5.5%	5.9%
Blended Rate	1.6%	3.1%	4.3%

(1)October 2023 results are preliminary as of October 27th.

(2)Excluding the impact of San Francisco and Seattle, New Lease Change would have been (0.3%), 2.1% and 3.6% for October 2023, Q3 2023 and Q2 2023, respectively, which is in line with the Company's expectations and consistent with normal seasonal patterns.

3

Investment Activity

The Company acquired two operating properties, both in suburban Atlanta, during the third quarter of 2023 - a recently completed 344-unit apartment property in Suwanee, which is currently in lease up, for approximately $98.0 million at a stabilized Acquisition Cap Rate of 5.4% and a 290-unit property in Decatur built in 2019, for approximately $81.7 million at an Acquisition Cap Rate of 5.1%. During the first nine months of 2023, the Company has acquired four operating properties, consisting of 1,183 apartment units, for an aggregate purchase price of approximately $366.3 million at a weighted average Acquisition Cap Rate of 5.5%.

Also during the third quarter of 2023, the Company sold a 166-unit property in Seattle for approximately $60.1 million at a Disposition Yield of 5.4%, generating an Unlevered IRR of 7.5%. During the first nine months of 2023, the Company sold eight properties, consisting of 413 apartment units, for an aggregate sale price of approximately $195.4 million at a weighted average Disposition Yield of 5.3%, generating an Unlevered IRR of 8.5%. Subsequent to the end of the quarter, the Company sold three properties located in our West Coast markets (San Francisco, Seattle and Los Angeles), consisting of 499 apartment units, for an aggregate sale price of approximately $184.6 million at a weighted average Disposition Yield of 5.8%.

Capital Markets Activity

In August 2023, the Company closed on secured loans totaling $550.0 million. The Company previously disclosed the rate lock on these loans in July 2023. After the effect of the Company’s hedges, the economic rate on these ten-year loans is approximately 4.7%. The proceeds from these loans were used, along with funding from the Company’s Commercial Paper Program, to paydown the $800.0 million secured debt pool that was due to mature in November 2023 and carried an interest rate of 4.21%. After this paydown, the Company has no significant debt maturities, other than commercial paper, which is supported by its revolving credit facility due 2027, until June 2025.

Fourth Quarter 2023 Guidance

The Company has established guidance ranges for the fourth quarter of 2023 EPS, FFO per share and Normalized FFO per share as listed below:

	Q4 2023 Guidance
EPS	$0.82 to $0.84
FFO per share	$1.00 to $1.02
Normalized FFO per share	$0.99 to $1.01

The difference between the third quarter of 2023 actual EPS of $0.45 and the fourth quarter of 2023 EPS guidance midpoint of $0.83 is due primarily to higher expected property sale gains and the items described below.

The difference between the third quarter of 2023 actual FFO of $0.96 per share and the fourth quarter of 2023 FFO guidance midpoint of $1.01 per share is due primarily to the items described below.

The difference between the third quarter of 2023 actual Normalized FFO of $0.96 per share and the fourth quarter of 2023 Normalized FFO guidance midpoint of $1.00 per share is due primarily to:

	Positive/(Negative) Impact
	Fourth Quarter 2023 vs. Third Quarter 2023
Residential same store NOI	$	0.02
Non-Residential same store NOI		0.01
Corporate overhead		0.01
Net	$	0.04

About Equity Residential

Equity Residential is committed to creating communities where people thrive. The Company, a member of the S&P 500, is focused on the acquisition, development and management of residential properties located in and around dynamic cities that attract affluent long-term renters. Equity Residential owns or has investments in 305 properties consisting of 80,683 apartment units, with an established presence in Boston, New York, Washington, D.C., Seattle, San Francisco and Southern California, and an expanding presence in Denver, Atlanta, Dallas/Ft. Worth and Austin. For more information on Equity Residential, please visit our website at www.equityapartments.com.

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Forward-Looking Statements

In addition to historical information, this press release contains forward-looking statements and information within the meaning of the federal securities laws. These statements are based on current expectations, estimates, projections and assumptions made by management. While Equity Residential’s management believes the assumptions underlying its forward-looking statements are reasonable, such information is inherently subject to uncertainties and may involve certain risks, including, without limitation, changes in general market conditions, including the rate of job growth and cost of labor and construction material, the level of new multifamily construction and development, government regulations and competition. These and other risks and uncertainties are described under the heading “Risk Factors” in our Annual Report on Form 10-K and subsequent periodic reports filed with the Securities and Exchange Commission (SEC) and available on our website,www.equityapartments.com. Many of these uncertainties and risks are difficult to predict and beyond management’s control. Forward-looking statements are not guarantees of future performance, results or events. Equity Residential assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

A live web cast of the Company’s conference call discussing these results will take place tomorrow, Wednesday, November 1, 2023 at 10:00 a.m. CT. In connection with the conference call, the Company is also providing a Management Presentation on its website. Please visit the Investor section of the Company’s website at www.equityapartments.com for the webcast link.

5

Equity Residential

Consolidated Statements of Operations

(Amounts in thousands except per share data)

(Unaudited)

	Nine Months Ended September 30,						Quarter Ended September 30,
	2023			2022			2023			2022
REVENUES
Rental income	$	2,146,464		$	2,035,477		$	724,067		$	695,099
EXPENSES
Property and maintenance		391,437			365,277			129,087			124,048
Real estate taxes and insurance		312,607			302,899			102,858			100,361
Property management		90,314			83,035			28,169			25,729
General and administrative		49,135			47,033			14,094			13,372
Depreciation		661,921			667,896			224,736			214,129
Total expenses		1,505,414			1,466,140			498,944			477,639
Net gain (loss) on sales of real estate properties		127,034			304,346			26,912			196,551
Operating income		768,084			873,683			252,035			414,011
Interest and other income		11,296			4,844			7,627			720
Other expenses		(20,517	)		(9,191	)		(4,958	)		(3,755	)
Interest:
Expense incurred, net		(200,882	)		(217,093	)		(68,891	)		(72,412	)
Amortization of deferred financing costs		(7,023	)		(6,421	)		(3,027	)		(2,220	)
Income before income and other taxes, income (loss) from    investments in unconsolidated entities and net gain (loss)    on sales of land parcels		550,958			645,822			182,786			336,344
Income and other tax (expense) benefit		(892	)		(725	)		(258	)		(152	)
Income (loss) from investments in unconsolidated entities		(3,847	)		(3,456	)		(1,242	)		(1,027	)
Net income		546,219			641,641			181,286			335,165
Net (income) loss attributable to Noncontrolling Interests:
Operating Partnership		(17,174	)		(21,024	)		(5,561	)		(10,997	)
Partially Owned Properties		(5,299	)		(2,726	)		(3,217	)		(1,143	)
Net income attributable to controlling interests		523,746			617,891			172,508			323,025
Preferred distributions		(2,318	)		(2,318	)		(773	)		(773	)
Net income available to Common Shares	$	521,428		$	615,573		$	171,735		$	322,252
Earnings per share – basic:
Net income available to Common Shares	$	1.38		$	1.64		$	0.45		$	0.86
Weighted average Common Shares outstanding		378,614			375,710			378,853			375,850
Earnings per share – diluted:
Net income available to Common Shares	$	1.38		$	1.63		$	0.45		$	0.86
Weighted average Common Shares outstanding		391,135			389,394			391,351			389,300
Distributions declared per Common Share outstanding	$	1.9875		$	1.875		$	0.6625		$	0.625

6

Equity Residential

Consolidated Statements of Funds From Operations and Normalized Funds From Operations

(Amounts in thousands except per share and Unit data)

(Unaudited)

	Nine Months Ended September 30,						Quarter Ended September 30,
	2023			2022			2023			2022
Net income	$	546,219		$	641,641		$	181,286		$	335,165
Net (income) loss attributable to Noncontrolling Interests – Partially    Owned Properties		(5,299	)		(2,726	)		(3,217	)		(1,143	)
Preferred distributions		(2,318	)		(2,318	)		(773	)		(773	)
Net income available to Common Shares and Units		538,602			636,597			177,296			333,249
Adjustments:
Depreciation		661,921			667,896			224,736			214,129
Depreciation – Non-real estate additions		(3,291	)		(3,189	)		(1,032	)		(1,075	)
Depreciation – Partially Owned Properties		(1,599	)		(2,097	)		(544	)		(543	)
Depreciation – Unconsolidated Properties		1,921			1,897			695			657
Net (gain) loss on sales of unconsolidated entities - operating    assets		—			(9	)		—			—
Net (gain) loss on sales of real estate properties		(127,034	)		(304,346	)		(26,912	)		(196,551	)
Noncontrolling Interests share of gain (loss) on sales    of real estate properties		2,336			—			2,336			—
FFO available to Common Shares and Units		1,072,856			996,749			376,575			349,866
Adjustments (see note for additional detail):
Write-off of pursuit costs		2,739			3,296			746			781
Debt extinguishment and preferred share redemption (gains)    losses		1,143			4,316			1,096			3,847
Non-operating asset (gains) losses		(4,735	)		(1,174	)		(5,766	)		156
Other miscellaneous items		14,831			1,832			3,488			2,017
Normalized FFO available to Common Shares and Units	$	1,086,834		$	1,005,019		$	376,139		$	356,667
FFO	$	1,075,174		$	999,067		$	377,348		$	350,639
Preferred distributions		(2,318	)		(2,318	)		(773	)		(773	)
FFO available to Common Shares and Units	$	1,072,856		$	996,749		$	376,575		$	349,866
FFO per share and Unit – basic	$	2.75		$	2.57		$	0.97		$	0.90
FFO per share and Unit – diluted	$	2.74		$	2.56		$	0.96		$	0.90
Normalized FFO	$	1,089,152		$	1,007,337		$	376,912		$	357,440
Preferred distributions		(2,318	)		(2,318	)		(773	)		(773	)
Normalized FFO available to Common Shares and Units	$	1,086,834		$	1,005,019		$	376,139		$	356,667
Normalized FFO per share and Unit – basic	$	2.79		$	2.59		$	0.96		$	0.92
Normalized FFO per share and Unit – diluted	$	2.78		$	2.58		$	0.96		$	0.92
Weighted average Common Shares and Units outstanding – basic		389,991			387,603			390,087			387,745
Weighted average Common Shares and Units outstanding – diluted		391,135			389,394			391,351			389,300

Note: See Adjustments from FFO to Normalized FFO for additional detail regarding the adjustments from FFO to Normalized FFO. See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for the definitions of non-GAAP financial measures and other terms as well as the reconciliations of EPS to FFO per share and Normalized FFO per share.

7

Equity Residential

Consolidated Balance Sheets

(Amounts in thousands except for share amounts)

(Unaudited)

	September 30,			December 31,
	2023			2022
ASSETS
Land	$	5,593,425		$	5,580,878
Depreciable property		22,911,464			22,334,369
Projects under development		61,411			112,940
Land held for development		62,533			60,567
Investment in real estate		28,628,833			28,088,754
Accumulated depreciation		(9,634,013	)		(9,027,850	)
Investment in real estate, net		18,994,820			19,060,904
Investments in unconsolidated entities1		313,225			279,024
Cash and cash equivalents		39,250			53,869
Restricted deposits		87,477			83,303
Right-of-use assets		460,489			462,956
Other assets		213,714			278,206
Total assets	$	20,108,975		$	20,218,262
LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable, net	$	1,634,726		$	1,953,438
Notes, net		5,346,895			5,342,329
Line of credit and commercial paper		497,636			129,955
Accounts payable and accrued expenses		164,975			96,028
Accrued interest payable		47,519			66,310
Lease liabilities		312,781			308,748
Other liabilities		231,652			306,941
Security deposits		69,498			68,940
Distributions payable		259,624			244,621
Total liabilities		8,565,306			8,517,310
Commitments and contingencies
Redeemable Noncontrolling Interests – Operating Partnership		277,782			318,273
Equity:
Shareholders' equity:
Preferred Shares of beneficial interest, $0.01 par value;    100,000,000 shares authorized; 745,600 shares issued and    outstanding as of September 30, 2023 and December 31, 2022		37,280			37,280
Common Shares of beneficial interest, $0.01 par value;    1,000,000,000 shares authorized; 379,723,838 shares issued    and outstanding as of September 30, 2023 and 378,429,708    shares issued and outstanding as of December 31, 2022		3,797			3,784
Paid in capital		9,589,057			9,476,085
Retained earnings		1,426,632			1,658,837
Accumulated other comprehensive income (loss)		5,099			(2,547	)
Total shareholders’ equity		11,061,865			11,173,439
Noncontrolling Interests:
Operating Partnership		205,845			209,961
Partially Owned Properties		(1,823	)		(721	)
Total Noncontrolling Interests		204,022			209,240
Total equity		11,265,887			11,382,679
Total liabilities and equity	$	20,108,975		$	20,218,262

1 Includes $250.9 million and $218.0 million in unconsolidated development projects as of September 30, 2023 and December 31, 2022, respectively. See Development and Lease-Up Projects for additional detail on unconsolidated projects.

8

Equity Residential

Portfolio Summary

As of September 30, 2023

					% of Stabilized			Average
			Apartment		Budgeted			Rental
Markets/Metro Areas	Properties		Units		NOI			Rate
Established Markets:
Los Angeles		59		15,012		17.6	%	$	2,911
Orange County		13		4,028		5.2	%		2,826
San Diego		12		2,878		4.0	%		3,063
Subtotal – Southern California		84		21,918		26.8	%		2,915
San Francisco		44		11,790		15.8	%		3,304
Washington, D.C.		48		15,028		15.6	%		2,647
New York		34		8,536		13.9	%		4,531
Boston		27		7,170		11.4	%		3,525
Seattle		45		9,363		10.7	%		2,571
Subtotal – Established Markets		282		73,805		94.2	%		3,126
Expansion Markets:
Denver		9		2,785		2.8	%		2,409
Atlanta		7		2,111		1.9	%		2,160
Dallas/Ft. Worth		4		1,241		0.7	%		1,897
Austin		3		741		0.4	%		1,855
Subtotal – Expansion Markets		23		6,878		5.8	%		2,182
Total		305		80,683		100.0	%	$	3,046

	Properties	Apartment Units
Wholly Owned Properties	291	77,623
Partially Owned Properties – Consolidated	14	3,060
	305	80,683

Note: Projects under development are not included in the Portfolio Summary until construction has been completed.

3rd Quarter 2023 Earnings Release 9

Equity Residential

Portfolio Rollforward Q3 2023

($ in thousands)

	Properties			Apartment Units			Purchase Price			Acquisition Cap Rate
6/30/2023		304			80,212
Acquisitions:
Consolidated Rental Properties		1			290		$	81,734			5.1	%
Consolidated Rental Properties – Not Stabilized (1)		1			344		$	98,000			5.4	%
							Sales Price			Disposition Yield
Dispositions:
Consolidated Rental Properties		(1	)		(166	)	$	(60,100	)		(5.4	%)
Configuration Changes		—			3
9/30/2023		305			80,683

Portfolio Rollforward 2023

($ in thousands)

	Properties			Apartment Units			Purchase Price			Acquisition Cap Rate
12/31/2022		308			79,597
Acquisitions:
Consolidated Rental Properties		2			577		$	189,734			5.1	%
Consolidated Rental Properties – Not Stabilized (1)		2			606		$	176,600			5.9	%
							Sales Price			Disposition Yield
Dispositions:
Consolidated Rental Properties		(8	)		(413	)	$	(195,400	)		(5.3	%)
Completed Developments – Consolidated		1			312
Configuration Changes		—			4
9/30/2023		305			80,683

(1)The Company acquired two properties in the Atlanta market during the nine months ended September 30, 2023, including a property in the third quarter of 2023, that are in lease-up and are expected to stabilize in their second year of ownership at the weighted average Acquisition Cap Rates listed above.

3rd Quarter 2023 Earnings Release 10

Equity Residential

Third Quarter 2023 vs. Third Quarter 2022

Same Store Results/Statistics Including 77,698 Same Store Apartment Units

($ in thousands except for Average Rental Rate)

Third Quarter 2023													Third Quarter 2022
	Residential				% Change	Non- Residential			% Change	Total		% Change		Residential			Non- Residential		Total
Revenues	$	681,279		(1)	4.4%	$	22,811	(2)	(5.4%)	$	704,090	4.1%	Revenues	$	652,278		$	24,109	$	676,387
Expenses	$	216,943			3.1%	$	6,531		5.0%	$	223,474	3.1%	Expenses	$	210,513		$	6,222	$	216,735
NOI	$	464,336			5.1%	$	16,280		(9.0%)	$	480,616	4.6%	NOI	$	441,765		$	17,887	$	459,652
Average Rental Rate	$	3,048			5.0%								Average Rental Rate	$	2,904
Physical Occupancy		96.0	%		(0.4%)								Physical Occupancy		96.4	%
Turnover		13.8	%		(0.2%)								Turnover		14.0	%

Third Quarter 2023 vs. Second Quarter 2023

Same Store Results/Statistics Including 78,368 Same Store Apartment Units

($ in thousands except for Average Rental Rate)

Third Quarter 2023													Second Quarter 2023
	Residential				% Change	Non- Residential			% Change	Total		% Change		Residential			Non- Residential		Total
Revenues	$	689,144		(1)	1.0%	$	23,976	(2)	(9.3%)	$	713,120	0.7%	Revenues	$	682,035		$	26,440	$	708,475
Expenses	$	219,491			2.1%	$	6,907		(6.2%)	$	226,398	1.9%	Expenses	$	214,894		$	7,365	$	222,259
NOI	$	469,653			0.5%	$	17,069		(10.5%)	$	486,722	0.1%	NOI	$	467,141		$	19,075	$	486,216
Average Rental Rate	$	3,057			1.0%								Average Rental Rate	$	3,027
Physical Occupancy		96.0	%		0.1%								Physical Occupancy		95.9	%
Turnover		13.8	%		2.2%								Turnover		11.6	%

September YTD 2023 vs. September YTD 2022

Same Store Results/Statistics Including 76,789 Same Store Apartment Units

($ in thousands except for Average Rental Rate)

September YTD 2023													September YTD 2022
	Residential				% Change	Non- Residential			% Change	Total		% Change		Residential			Non- Residential		Total
Revenues	$	1,997,058		(1)	6.3%	$	72,798	(2)	2.8%	$	2,069,856	6.2%	Revenues	$	1,878,918		$	70,830	$	1,949,748
Expenses	$	644,494			5.2%	$	20,113		9.4%	$	664,607	5.3%	Expenses	$	612,892		$	18,389	$	631,281
NOI	$	1,352,564			6.8%	$	52,685		0.5%	$	1,405,249	6.6%	NOI	$	1,266,026		$	52,441	$	1,318,467
Average Rental Rate	$	3,015			7.0%								Average Rental Rate	$	2,819
Physical Occupancy		95.9	%		(0.6%)								Physical Occupancy		96.5	%
Turnover		34.3	%		0.2%								Turnover		34.1	%

(1)See page 12 for Same Store Residential Revenues with Leasing Concessions reflected on a cash basis. See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for additional detail.

(2)Includes the negative impact from the non-cash write-off of approximately $1.5 million in straight-line receivables during the third quarter of 2023 due to the recent bankruptcy of Rite Aid.

3rd Quarter 2023 Earnings Release 11

Equity Residential

Same Store Residential Revenues – GAAP to Cash Basis (1)

($ in thousands)

	Third Quarter 2023 vs. Third Quarter 2022						Third Quarter 2023 vs. Second Quarter 2023						Sept. YTD 2023 vs. Sept YTD 2022
	77,698 Same Store Apartment Units						78,368 Same Store Apartment Units						76,789 Same Store Apartment Units
	Q3 2023			Q3 2022			Q3 2023			Q2 2023			Sept. YTD 2023			Sept. YTD 2022
Same Store Residential Revenues (GAAP Basis)	$	681,279		$	652,278		$	689,144		$	682,035		$	1,997,058		$	1,878,918
Leasing Concessions amortized		3,743			1,633			4,106			3,233			8,378			7,245
Leasing Concessions granted (2)		(5,190	)		(641	)		(5,433	)		(4,069	)		(12,821	)		(3,443	)
Same Store Residential Revenues with Leasing   Concessions on a cash basis	$	679,832		$	653,270		$	687,817		$	681,199		$	1,992,615		$	1,882,720
% change - GAAP revenue		4.4	%					1.0	%					6.3	%
% change - cash revenue		4.1	%					1.0	%					5.8	%

(1)See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for additional detail.

(2)Concession usage is primarily concentrated in San Francisco and Seattle and is expected to continue through the remainder of 2023.

Same Store Net Operating Income By Quarter

Including 76,789 Same Store Apartment Units

($ in thousands)

	Q3 2023		Q2 2023		Q1 2023		Q4 2022		Q3 2022
Same store revenues	$	697,066	$	692,267	$	680,523	$	674,851	$	669,971
Same store expenses		221,035		217,113		226,459		210,495		214,192
Same store NOI(includes Residential and Non-Residential)	$	476,031	$	475,154	$	454,064	$	464,356	$	455,779

3rd Quarter 2023 Earnings Release 12

Equity Residential

Same Store Resident/Tenant Accounts Receivable Balances

Including 76,789 Same Store Apartment Units

($ in thousands)

	Residential							Non-Residential
Balance Sheet (Other assets):	September 30, 2023				June 30, 2023			September 30, 2023				June 30, 2023
Resident/tenant accounts receivable balances	$	24,846			$	26,626		$	2,714			$	2,389
Allowance for doubtful accounts		(19,574	)			(22,335	)		(1,703	)			(1,383	)
Net receivable balances	$	5,272			$	4,291		$	1,011			$	1,006
Straight-line receivable balances	$	7,458		(1)	$	6,012		$	11,800		(2)	$	13,546

(1)Total same store Residential Leasing Concessions granted in the third quarter of 2023 were approximately $5.1 million. The straight-line receivable balance of $7.5 million reflects Residential Leasing Concessions that the Company expects will be primarily recognized as a reduction of rental revenues in the remainder of 2023 and the first three quarters of 2024.

(2)During the third quarter of 2023, the Company recorded a non-cash write-off of approximately $1.5 million in straight-line receivables due to the recent bankruptcy of Rite Aid.

Same Store Residential Bad Debt

Including 76,789 Same Store Apartment Units

($ in thousands)

Income Statement (Rental income):	Q3 2023			Q2 2023			Q3 2022			September YTD 2023			September YTD 2022
Bad debts before governmental rental assistance	$	8,993		$	9,506		$	13,456		$	30,378		$	45,875
Governmental rental assistance received		(406	)		(660	)		(7,000	)		(2,245	)		(30,882	)
Bad Debt, Net	$	8,587		$	8,846		$	6,456		$	28,133		$	14,993
Bad Debt, Net as a % of Same Store Residential Revenues		1.3	%		1.3	%		1.0	%		1.4	%		0.8	%

3rd Quarter 2023 Earnings Release 13

Equity Residential

Third Quarter 2023 vs. Third Quarter 2022

Same Store Residential Results/Statistics by Market

														Increase (Decrease) from Prior Year's Quarter
Markets/Metro Areas	Apartment Units		Q3 2023 % of Actual NOI			Q3 2023 Average Rental Rate		Q3 2023 Weighted Average Physical Occupancy %			Q3 2023 Turnover			Revenues				Expenses			NOI			Average Rental Rate			Physical Occupancy			Turnover
Los Angeles		14,415		17.9	%	$	2,896		95.7	%		12.1	%		3.8	%	(1)		7.8	%		2.2	%		5.2	%		(1.2	%)		1.5	%
Orange County		4,028		5.5	%		2,826		96.7	%		10.9	%		5.7	%			7.7	%		5.1	%		6.1	%		(0.4	%)		0.2	%
San Diego		2,878		4.2	%		3,063		95.3	%		12.5	%		5.8	%			3.1	%		6.7	%		7.3	%		(1.4	%)		1.3	%
Subtotal – Southern California		21,321		27.6	%		2,905		95.9	%		12.0	%		4.5	%			7.2	%		3.4	%		5.6	%		(1.0	%)		1.3	%
Washington, D.C.		14,716		16.5	%		2,643		96.8	%		14.4	%		5.7	%			(1.7	%)		9.6	%		5.8	%		(0.1	%)		0.2	%
San Francisco		11,368		16.3	%		3,308		95.5	%		13.2	%		2.7	%	(1)		2.3	%		2.8	%		3.0	%		(0.4	%)		(0.1	%)
New York		8,536		14.1	%		4,531		96.5	%		12.7	%		6.7	%			3.6	%		9.1	%		7.1	%		(0.4	%)		(2.1	%)
Seattle		9,362		10.4	%		2,571		95.2	%		14.4	%		0.2	%			6.4	%		(2.3	%)		0.5	%		(0.2	%)		(1.5	%)
Boston		6,700		10.3	%		3,452		96.0	%		16.1	%		5.8	%			(0.4	%)		8.5	%		5.8	%		0.1	%		(1.6	%)
Denver		2,498		2.6	%		2,416		96.5	%		18.5	%		3.4	%			4.5	%		2.9	%		3.3	%		0.1	%		(1.6	%)
Other Expansion Markets		3,197		2.2	%		1,994		94.6	%		18.0	%		6.7	%			(0.3	%)		12.7	%		7.5	%		(1.0	%)		1.1	%
Total		77,698		100.0	%	$	3,048		96.0	%		13.8	%		4.4	%			3.1	%		5.1	%		5.0	%		(0.4	%)		(0.2	%)

(1)Excluding Bad Debt, Net, which includes the positive impact of governmental rental assistance in the third quarter of 2022, same store revenue growth would have been 4.6% and 3.5% for Los Angeles and San Francisco, respectively.

Note: The above table reflects Residential same store results only. Residential operations account for approximately 96.4% of total revenues for the nine months ended September 30, 2023.

3rd Quarter 2023 Earnings Release 14

Equity Residential

Third Quarter 2023 vs. Second Quarter 2023

Same Store Residential Results/Statistics by Market

														Increase (Decrease) from Prior Quarter
Markets/Metro Areas	Apartment Units		Q3 2023 % of Actual NOI			Q3 2023 Average Rental Rate		Q3 2023 Weighted Average Physical Occupancy %			Q3 2023 Turnover			Revenues			Expenses			NOI			Average Rental Rate			Physical Occupancy			Turnover
Los Angeles		14,415		17.7	%	$	2,896		95.7	%		12.1	%		2.0	%		2.9	%		1.6	%		1.2	%		0.7	%		0.9	%
Orange County		4,028		5.5	%		2,826		96.7	%		10.9	%		2.2	%		1.8	%		2.3	%		1.4	%		0.8	%		0.5	%
San Diego		2,878		4.1	%		3,063		95.3	%		12.5	%		1.7	%		1.0	%		1.9	%		2.2	%		(0.5	%)		2.6	%
Subtotal – Southern California		21,321		27.3	%		2,905		95.9	%		12.0	%		2.0	%		2.5	%		1.8	%		1.4	%		0.6	%		1.1	%
Washington, D.C.		14,716		16.4	%		2,643		96.8	%		14.4	%		2.1	%		2.5	%		1.9	%		2.2	%		0.0	%		3.8	%
San Francisco		11,568		16.2	%		3,303		95.5	%		13.2	%		0.5	%		2.7	%		(0.4	%)		0.6	%		0.0	%		2.3	%
New York		8,536		13.9	%		4,531		96.5	%		12.7	%		0.4	%		1.2	%		(0.1	%)		0.9	%		(0.6	%)		2.6	%
Seattle		9,362		10.3	%		2,571		95.2	%		14.4	%		(0.7	%)		3.8	%		(2.5	%)		(0.7	%)		0.1	%		0.0	%
Boston		7,170		11.1	%		3,525		96.1	%		16.0	%		0.9	%		1.5	%		0.7	%		1.4	%		(0.4	%)		4.4	%
Denver		2,498		2.6	%		2,416		96.5	%		18.5	%		0.2	%		7.8	%		(2.8	%)		(0.1	%)		0.3	%		1.3	%
Other Expansion Markets		3,197		2.2	%		1,994		94.6	%		18.0	%		0.0	%		(4.5	%)		3.6	%		0.2	%		(0.3	%)		3.4	%
Total		78,368		100.0	%	$	3,057		96.0	%		13.8	%		1.0	%		2.1	%		0.5	%		1.0	%		0.1	%		2.2	%

Note: The above table reflects Residential same store results only. Residential operations account for approximately 96.4% of total revenues for the nine months ended September 30, 2023.

3rd Quarter 2023 Earnings Release 15

Equity Residential

September YTD 2023 vs. September YTD 2022

Same Store Residential Results/Statistics by Market

														Increase (Decrease) from Prior Year
Markets/Metro Areas	Apartment Units		Sept. YTD 23 % of Actual NOI			Sept. YTD 23 Average Rental Rate		Sept. YTD 23 Weighted Average Physical Occupancy %			Sept. YTD 23 Turnover			Revenues				Expenses			NOI			Average Rental Rate			Physical Occupancy			Turnover
Los Angeles		14,415		17.9	%	$	2,844		95.4	%		33.3	%		3.2	%	(1)		9.0	%		0.7	%		4.8	%		(1.5	%)		5.0	%
Orange County		4,028		5.6	%		2,777		96.3	%		28.7	%		6.2	%			9.5	%		5.3	%		7.2	%		(0.8	%)		2.9	%
San Diego		2,706		3.9	%		2,965		95.5	%		31.1	%		6.8	%			6.4	%		6.9	%		8.3	%		(1.5	%)		1.8	%
Subtotal – Southern California		21,149		27.4	%		2,847		95.6	%		32.1	%		4.2	%			8.8	%		2.5	%		5.7	%		(1.4	%)		4.2	%
San Francisco		11,368		16.5	%		3,280		95.6	%		33.6	%		4.1	%			5.4	%		3.5	%		4.9	%		(0.7	%)		1.5	%
Washington, D.C.		14,400		16.1	%		2,581		96.7	%		32.3	%		6.2	%			2.0	%		8.4	%		6.3	%		(0.1	%)		(1.6	%)
New York		8,536		14.3	%		4,483		96.8	%		30.3	%		12.8	%			3.6	%		20.6	%		13.1	%		(0.2	%)		(4.6	%)
Seattle		9,362		10.9	%		2,581		95.1	%		39.8	%		4.2	%			4.2	%		4.2	%		4.3	%		(0.1	%)		(1.9	%)
Boston		6,700		10.2	%		3,400		96.0	%		35.3	%		7.9	%			3.4	%		9.8	%		8.1	%		(0.2	%)		(2.1	%)
Denver		2,498		2.7	%		2,406		96.3	%		46.7	%		5.6	%			9.4	%		4.1	%		5.5	%		(0.1	%)		(1.7	%)
Other Expansion Markets		2,776		1.9	%		1,989		94.6	%		44.6	%		5.4	%			10.7	%		1.2	%		6.9	%		(1.6	%)		1.9	%
Total		76,789		100.0	%	$	3,015		95.9	%		34.3	%		6.3	%			5.2	%		6.8	%		7.0	%		(0.6	%)		0.2	%

(1)Excluding Bad Debt, Net, which includes the positive impact of governmental rental assistance in the nine months ended September 30, 2022, same store revenue growth would have been 5.6%.

Note: The above table reflects Residential same store results only. Residential operations account for approximately 96.4% of total revenues for the nine months ended September 30, 2023.

3rd Quarter 2023 Earnings Release 16

Equity Residential

Same Store Residential Net Effective Lease Pricing Statistics

For 76,789 Same Store Apartment Units

	New Lease Change (1)							Renewal Rate Achieved (1)						Blended Rate (1)
Markets/Metro Areas	Q3 2023				Q2 2023			Q3 2023			Q2 2023			Q3 2023			Q2 2023
Southern California		2.0	%			3.5	%		6.5	%		7.0	%		4.2	%		5.4	%
San Francisco		(3.8	%)			1.4	%		4.4	%		6.0	%		0.0	%		3.8	%
Washington, D.C.		4.3	%			4.8	%		6.7	%		6.5	%		5.5	%		5.7	%
New York		1.4	%			4.2	%		5.3	%		5.1	%		3.7	%		4.7	%
Seattle		(4.4	%)			(3.8	%)		2.5	%		4.5	%		(0.9	%)		0.4	%
Boston		3.7	%			4.4	%		6.1	%		6.1	%		5.0	%		5.3	%
Denver		0.1	%			0.9	%		5.3	%		5.0	%		2.4	%		2.6	%
Other Expansion Markets		(8.5	%)			(4.9	%)		3.4	%		4.5	%		(3.8	%)		(0.8	%)
Total		0.5	%	(2)		2.3	%		5.5	%		5.9	%		3.1	%		4.3	%

(1)See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for definitions. See page 3 for October 2023 preliminary data.

(2)Excluding the impact of San Francisco and Seattle, New Lease Change would have been 2.1% for the third quarter of 2023.

3rd Quarter 2023 Earnings Release 17

Equity Residential

Third Quarter 2023 vs. Third Quarter 2022

Total Same Store Operating Expenses Including 77,698 Same Store Apartment Units

($ in thousands)

	Q3 2023		Q3 2022		$ Change (1)			% Change			% of Q3 2023 Operating Expenses
Real estate taxes	$	90,840	$	89,113	$	1,727			1.9	%		40.7	%
On-site payroll		44,288		41,613		2,675			6.4	%		19.8	%
Utilities		34,261		35,427		(1,166	)		(3.3	%)		15.3	%
Repairs and maintenance		31,093		29,239		1,854			6.3	%		13.9	%
Insurance		8,406		7,432		974			13.1	%		3.8	%
Leasing and advertising		2,713		2,991		(278	)		(9.3	%)		1.2	%
Other on-site operating expenses		11,873		10,920		953			8.7	%		5.3	%
Total Same Store Operating Expenses (2) (includes Residential and Non-Residential)	$	223,474	$	216,735	$	6,739			3.1	%		100.0	%

September YTD 2023 vs. September YTD 2022

Total Same Store Operating Expenses Including 76,789 Same Store Apartment Units

($ in thousands)

	YTD 2023		YTD 2022		$ Change (1)			% Change			% of  YTD 2023 Operating Expenses
Real estate taxes	$	270,055	$	264,117	$	5,938			2.2	%		40.6	%
On-site payroll		128,291		120,976		7,315			6.0	%		19.3	%
Utilities		103,709		100,418		3,291			3.3	%		15.6	%
Repairs and maintenance		91,709		81,926		9,783			11.9	%		13.8	%
Insurance		25,149		22,043		3,106			14.1	%		3.8	%
Leasing and advertising		7,652		7,874		(222	)		(2.8	%)		1.2	%
Other on-site operating expenses		38,042		33,927		4,115			12.1	%		5.7	%
Total Same Store Operating Expenses (2) (includes Residential and Non-Residential)	$	664,607	$	631,281	$	33,326			5.3	%		100.0	%

(1)The quarter-over-quarter and year-over-year changes were primarily driven by the following factors:

Real estate taxes – Increase due to modest escalation in rates and assessed values.

On-site payroll – Increase due primarily to fewer staffing vacancies compared to the same periods of 2022 and elevated employee benefit costs, partially offset by the impact of innovation initiatives.

Utilities – Quarter-over-quarter decrease primarily driven by lower commodity prices for gas and electric. Year-over-year increase primarily driven by higher commodity prices for gas earlier in the year and higher water, sewer and trash expense.

Repairs and maintenance – Quarter-over-quarter increase primarily driven by continued wage pressure, particularly due to higher minimum wage on contracted services. Year-over-year increase was also impacted by increased outsourcing due to higher internal staffing utilization to address issues from California rain storms that occurred earlier this year.

Insurance – Increase due to higher premiums on property insurance renewal due to challenging conditions in the insurance market.

Other on-site operating expenses – Increase primarily driven by higher property-related legal expenses.

(2)See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for additional details.

3rd Quarter 2023 Earnings Release 18

Equity Residential

Debt Summary as of September 30, 2023

($ in thousands)

	Debt Balances (1)		% of Total			Weighted Average Rates (1)			Weighted Average Maturities (years)
Secured	$	1,634,726		21.9	%		3.64	%		8.1
Unsecured		5,844,531		78.1	%		3.60	%		8.3
Total	$	7,479,257		100.0	%		3.61	%		8.3
Fixed Rate Debt:
Secured – Conventional	$	1,397,970		18.7	%		3.52	%		7.7
Unsecured – Public		5,346,895		71.5	%		3.52	%		9.1
Fixed Rate Debt		6,744,865		90.2	%		3.52	%		8.8
Floating Rate Debt:
Secured – Conventional		—		—			7.18	%		—
Secured – Tax Exempt		236,756		3.2	%		3.49	%		10.7
Unsecured – Revolving Credit Facility		—		—			—			4.1
Unsecured – Commercial Paper Program (2)		497,636		6.6	%		5.36	%		—
Floating Rate Debt		734,392		9.8	%		4.75	%		3.6
Total	$	7,479,257		100.0	%		3.61	%		8.3

(1)See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for additional details.

(2)At September 30, 2023, the weighted average maturity of commercial paper outstanding was 31 days. The weighted average amount outstanding for the nine months ended September 30, 2023 was approximately $236.4 million.

Note: The Company capitalized interest of approximately $9.6 million and $4.2 million during the nine months ended September 30, 2023 and 2022, respectively. The Company capitalized interest of approximately $2.6 million and $1.9 million during the quarters ended September 30, 2023 and 2022, respectively.

3rd Quarter 2023 Earnings Release 19

Equity Residential

Debt Maturity Schedule as of September 30, 2023

($ in thousands)

Year	Fixed Rate			Floating Rate				Total			% of Total			Weighted Average Coupons on Fixed Rate Debt (1)			Weighted Average Coupons on Total Debt (1)
2023	$	—		$	502,805		(2)	$	502,805			6.7	%	N/A				5.61	%
2024		—			6,200				6,200			0.1	%	N/A				4.01	%
2025		450,000			8,100				458,100			6.1	%		3.38	%		3.38	%
2026		592,025			9,000				601,025			7.9	%		3.58	%		3.58	%
2027		400,000			9,800				409,800			5.4	%		3.25	%		3.26	%
2028		900,000			10,700				910,700			12.0	%		3.79	%		3.79	%
2029		888,120			11,500				899,620			11.9	%		3.30	%		3.31	%
2030		1,148,462			12,700				1,161,162			15.4	%		2.53	%		2.54	%
2031		528,500			39,800				568,300			7.5	%		1.94	%		2.08	%
2032		—			28,000				28,000			0.4	%	N/A				3.73	%
2033+		1,900,850			110,900				2,011,750			26.6	%		4.63	%		4.50	%
Subtotal		6,807,957			749,505				7,557,462			100.0	%		3.53	%		3.65	%
Deferred Financing Costs and Unamortized (Discount)		(63,092	)		(15,113	)			(78,205	)	N/A			N/A			N/A
Total	$	6,744,865		$	734,392			$	7,479,257			100.0	%		3.53	%		3.65	%

(1)See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for additional details.

(2)Includes $500.0 million in principal outstanding on the Company's Commercial Paper Program.

3rd Quarter 2023 Earnings Release 20

Equity Residential

Selected Unsecured Public Debt Covenants

	September 30,	June 30,
	2023	2023
Debt to Adjusted Total Assets (not to exceed 60%)	26.9%	26.9%
Secured Debt to Adjusted Total Assets (not to exceed 40%)	6.7%	7.7%
Consolidated Income Available for Debt Service to    Maximum Annual Service Charges    (must be at least 1.5 to 1)	6.08	6.21
Total Unencumbered Assets to Unsecured Debt    (must be at least 125%)	502.3%	518.6%

Note: These selected covenants represent the most restrictive financial covenants relating to ERP Operating Limited Partnership's ("ERPOP") outstanding public debt securities. Equity Residential is the general partner of ERPOP.

Selected Credit Ratios

	September 30,	June 30,
	2023	2023
Total debt to Normalized EBITDAre	4.28x	4.30x
Net debt to Normalized EBITDAre	4.24x	4.27x
Unencumbered NOI as a % of total NOI	89.8%	88.5%

Note: See Normalized EBITDAre Reconciliations for detail.

3rd Quarter 2023 Earnings Release 21

Equity Residential

Capital Structure as of September 30, 2023

(Amounts in thousands except for share/unit and per share amounts)

Secured Debt					$	1,634,726	21.9	%
Unsecured Debt						5,844,531	78.1	%
Total Debt						7,479,257	100.0	%	24.5	%
Common Shares (includes Restricted Shares)		379,723,838	97.0	%
Units (includes OP Units and Restricted Units)		11,733,485	3.0	%
Total Shares and Units		391,457,323	100.0	%
Common Share Price at September 30, 2023	$	58.71
						22,982,459	99.8	%
Perpetual Preferred Equity (see below)						37,280	0.2	%
Total Equity						23,019,739	100.0	%	75.5	%
Total Market Capitalization					$	30,498,996			100.0	%

Perpetual Preferred Equity as of September 30, 2023

(Amounts in thousands except for share and per share amounts)

Series	Call Date	Outstanding Shares		Liquidation Value		Annual Dividend Per Share		Annual Dividend Amount
Preferred Shares:
8.29% Series K	12/10/26		745,600	$	37,280	$	4.145	$	3,091

3rd Quarter 2023 Earnings Release 22

Equity Residential

Common Share and Unit

Weighted Average Amounts Outstanding

	Sept. YTD 2023		Sept. YTD 2022		Q3 2023		Q3 2022
Weighted Average Amounts Outstanding for Net Income Purposes:
Common Shares - basic		378,613,604		375,710,361		378,852,510		375,849,762
Shares issuable from assumed conversion/vesting of:
- OP Units		11,377,365		11,892,922		11,234,877		11,895,558
- long-term compensation shares/units		1,144,517		1,784,035		1,263,254		1,554,258
- ATM forward sales		—		6,276		—		—
Total Common Shares and Units - diluted		391,135,486		389,393,594		391,350,641		389,299,578
Weighted Average Amounts Outstanding for FFO and Normalized FFO Purposes:
Common Shares - basic		378,613,604		375,710,361		378,852,510		375,849,762
OP Units - basic		11,377,365		11,892,922		11,234,877		11,895,558
Total Common Shares and OP Units - basic		389,990,969		387,603,283		390,087,387		387,745,320
Shares issuable from assumed conversion/vesting of:
- long-term compensation shares/units		1,144,517		1,784,035		1,263,254		1,554,258
- ATM forward sales		—		6,276		—		—
Total Common Shares and Units - diluted		391,135,486		389,393,594		391,350,641		389,299,578
Period Ending Amounts Outstanding:
Common Shares (includes Restricted Shares)		379,723,838		376,169,253
Units (includes OP Units and Restricted Units)		11,733,485		12,844,608
Total Shares and Units		391,457,323		389,013,861

3rd Quarter 2023 Earnings Release 23

Equity Residential

Development and Lease-Up Projects as of September 30, 2023

(Amounts in thousands except for project and apartment unit amounts)

												Estimated/Actual
Projects	Location	Ownership Percentage	No. of Apartment Units		Total Budgeted Capital Cost		Total Book Value to Date		Total Debt (1)		Percentage Completed	Start Date	Initial Occupancy	Completion Date	Stabilization Date	Percentage Leased / Occupied
CONSOLIDATED:
Projects Under Development:
Laguna Clara II	Santa Clara, CA	100%		225	$	152,621	$	61,411	$	—	39%	Q2 2022	Q4 2024	Q1 2025	Q4 2025	– / –
Projects Under Development - Consolidated				225		152,621		61,411		—
Projects Completed Not Stabilized:
Reverb (fka 9th and W) (2)	Washington, D.C.	92%		312		108,027		104,311		—	100%	Q3 2021	Q2 2023	Q2 2023	Q3 2024	67% / 61%
Projects Completed Not Stabilized - Consolidated				312		108,027		104,311		—
UNCONSOLIDATED:
Projects Under Development:
Alloy Sunnyside	Denver, CO	80%		209		66,004		58,196		22,961	88%	Q3 2021	Q2 2024	Q2 2024	Q1 2025	– / –
Alexan Harrison	Harrison, NY	62%		450		198,664		159,127		64,740	81%	Q3 2021	Q1 2024	Q4 2024	Q2 2026	– / –
Solana Beeler Park	Denver, CO	90%		270		81,206		49,879		16,902	55%	Q4 2021	Q2 2024	Q3 2024	Q1 2025	– / –
Remy (Toll)	Frisco, TX	75%		357		96,937		68,775		23,035	69%	Q1 2022	Q1 2024	Q4 2024	Q3 2025	– / –
Settler (Toll)	Fort Worth, TX	75%		362		81,775		48,552		11,468	59%	Q2 2022	Q2 2024	Q3 2024	Q3 2025	– / –
Lyle (Toll) (2)	Dallas, TX	75%		334		86,332		40,017		14,059	50%	Q3 2022	Q2 2024	Q3 2024	Q1 2026	– / –
Projects Under Development - Unconsolidated				1,982		610,918		424,546		153,165
Total Development Projects - Consolidated				537		260,648		165,722		—
Total Development Projects - Unconsolidated				1,982		610,918		424,546		153,165
Total Development Projects				2,519	$	871,566	$	590,268	$	153,165

NOI CONTRIBUTION FROM DEVELOPMENT PROJECTS	Total Budgeted Capital Cost		Q3 2023 NOI
Projects Under Development - Consolidated	$	152,621	$	—
Projects Completed Not Stabilized - Consolidated		108,027		425
Projects Under Development - Unconsolidated		610,918		(17	)
	$	871,566	$	408

(1)All non-wholly owned projects are being partially funded with project-specific construction loans. None of these loans are recourse to the Company. The Company paid off the remaining $67.9 million of the third party construction loan on Reverb in the third quarter of 2023.

(2)The land parcels under these projects are subject to long-term ground leases.

3rd Quarter 2023 Earnings Release 24

Equity Residential

Capital Expenditures to Real Estate

For the Nine Months Ended September 30, 2023

(Amounts in thousands except for apartment unit and per apartment unit amounts)

	Same Store Properties			Non-Same Store Properties/Other			Total		Same Store Avg. Per Apartment Unit
Total Apartment Units		76,789			3,894			80,683
Building Improvements	$	90,612		$	8,133	(2)	$	98,745	$	1,180
Renovation Expenditures		58,194	(1)		18,356	(2)		76,550		758
Replacements		53,401			1,067			54,468		695
Capital Expenditures to Real Estate (3)	$	202,207		$	27,556		$	229,763	$	2,633

(1)Renovation Expenditures on 2,031 same store apartment units for the nine months ended September 30, 2023 approximated $28,653 per apartment unit renovated.

(2)Includes expenditures for two properties that have been removed from same store while undergoing major renovations requiring a significant number of apartment units to be vacated to accommodate the extensive planned improvements. The renovations are expected to continue through the second quarter of 2024 at both properties.

(3)See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for additional details.

3rd Quarter 2023 Earnings Release 25

Equity Residential

Normalized EBITDAre Reconciliations

(Amounts in thousands)

	Trailing Twelve Months						2023									2022
	September 30, 2023			June 30, 2023			Q3			Q2			Q1			Q4			Q3
Net income	$	711,573		$	865,452		$	181,286		$	144,862		$	220,071		$	165,354		$	335,165
Interest expense incurred, net		266,709			270,230			68,891			65,590			66,401			65,827			72,412
Amortization of deferred financing costs		9,331			8,524			3,027			2,017			1,979			2,308			2,220
Amortization of above/below market lease intangibles		4,464			4,464			1,116			1,116			1,116			1,116			1,116
Depreciation		876,193			865,586			224,736			221,355			215,830			214,272			214,129
Income and other tax expense (benefit)		1,067			961			258			336			298			175			152
EBITDA		1,869,337			2,015,217			479,314			435,276			505,695			449,052			625,194
Net (gain) loss on sales of real estate properties		(127,013	)		(296,652	)		(26,912	)		87			(100,209	)		21			(196,551	)
EBITDAre		1,742,324			1,718,565			452,402			435,363			405,486			449,073			428,643
Write-off of pursuit costs (other expenses)		4,223			4,258			746			661			1,332			1,484			781
(Income) loss from investments in unconsolidated entities - operations		5,422			5,207			1,242			1,223			1,382			1,575			1,027
Realized (gain) loss on investment securities (interest and other income)		1,714			3,315			(1,598	)		—			87			3,225			3
Unrealized (gain) loss on investment securities (interest and other income)		(4,461	)		—			(4,461	)		—			—			—			—
Insurance/litigation settlement or reserve income (interest and other income)		(1,067	)		(1,105	)		(62	)		(193	)		(800	)		(12	)		(100	)
Insurance/litigation/environmental settlement or reserve expense (other expenses)		12,361			9,257			3,104			3,513			4,999			745			—
Advocacy contributions (other expenses)		527			1,097			150			320			7			50			720
Data transformation project (other expenses)		4,900			4,605			295			1,405			2,080			1,120			—
Real estate tax transaction adjustment (real estate taxes)		(18,072	)		(18,072	)		—			—			—			(18,072	)		—
Other		449			1,845			1			6			6			436			1,397
Normalized EBITDAre	$	1,748,320		$	1,728,972		$	451,819		$	442,298		$	414,579		$	439,624		$	432,471
Balance Sheet Items:	September 30, 2023			June 30, 2023
Total debt	$	7,479,257		$	7,442,916
Cash and cash equivalents		(39,250	)		(35,701	)
Mortgage principal reserves/sinking funds		(30,234	)		(28,802	)
Net debt	$	7,409,773		$	7,378,413

Note: EBITDA, EBITDAre and Normalized EBITDAre do not include any adjustments for the Company’s share of partially owned unconsolidated entities or the minority partner’s share of partially owned consolidated entities due to the immaterial size of the Company’s partially owned portfolio.

3rd Quarter 2023 Earnings Release 26

Equity Residential

Adjustments from FFO to Normalized FFO

(Amounts in thousands)

	Nine Months Ended September 30,									Quarter Ended September 30,
	2023			2022			Variance			2023			2022			Variance
Impairment – non-operating real estate assets	$	—		$	—		$	—		$	—		$	—		$	—
Write-off of pursuit costs (other expenses)		2,739			3,296			(557	)		746			781			(35	)
Write-off of unamortized deferred financing costs (interest expense)		1,143			369			774			1,096			277			819
Write-off of unamortized (premiums)/discounts/OCI (interest expense)		—			3,947			(3,947	)		—			3,570			(3,570	)
Debt extinguishment and preferred share redemption (gains) losses		1,143			4,316			(3,173	)		1,096			3,847			(2,751	)
(Income) loss from investments in unconsolidated entities ─ non-operating assets		1,237			887			350			293			153			140
Realized (gain) loss on investment securities (interest and other income)		(1,511	)		(2,061	)		550			(1,598	)		3			(1,601	)
Unrealized (gain) loss on investment securities (interest and other income)		(4,461	)		—			(4,461	)		(4,461	)		—			(4,461	)
Non-operating asset (gains) losses		(4,735	)		(1,174	)		(3,561	)		(5,766	)		156			(5,922	)
Insurance/litigation settlement or reserve income (interest and other income)		(1,055	)		(1,638	)		583			(62	)		(100	)		38
Insurance/litigation/environmental settlement or reserve expense (other expenses)		11,616			750			10,866			3,104			—			3,104
Advocacy contributions (other expenses)		477			1,462			(985	)		150			720			(570	)
Data transformation project (other expenses)		3,780			—			3,780			295			—			295
Other		13			1,258			(1,245	)		1			1,397			(1,396	)
Other miscellaneous items		14,831			1,832			12,999			3,488			2,017			1,471
Adjustments from FFO to Normalized FFO	$	13,978		$	8,270		$	5,708		$	(436	)	$	6,801		$	(7,237	)

Note: See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for the definitions of non-GAAP financial measures and other terms as well as the reconciliations of EPS to FFO per share and Normalized FFO per share.

3rd Quarter 2023 Earnings Release 27

Equity Residential

Normalized FFO Guidance and Assumptions

The guidance/projections provided below are based on current expectations and are forward-looking. All guidance is given on a Normalized FFO basis. Therefore, certain items excluded from Normalized FFO, such as debt extinguishment costs/prepayment penalties and the write-off of pursuit costs, are not included in the estimates provided on this page. See Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms for the definitions of non-GAAP financial measures and other terms as well as the reconciliations of EPS to FFO per share and Normalized FFO per share.

	Q4 2023	Revised Full Year 2023	Previous Full Year 2023
2023 Normalized FFO Guidance (per share diluted)
Expected Normalized FFO Per Share	$0.99 to $1.01	$3.77 to $3.79	$3.77 to $3.83
2023 Same Store Assumptions (includes Residential and Non-Residential)
Physical Occupancy		95.9%	96.0%
Revenue change		5.5%	5.5% to 6.25%
Expense change		4.25%	4.0% to 4.5%
NOI change (1)		6.2%	6.3% to 7.0%
2023 Transaction Assumptions
Consolidated rental acquisitions		$366.3M	$300.0M
Consolidated rental dispositions		$380.0M	$300.0M
Transaction Accretion (Dilution)		–	–
2023 Debt Assumptions
Weighted average debt outstanding		$7.45B to $7.5B	$7.35B to $7.55B
Interest expense, net (on a Normalized FFO basis)		$267.5M to $271.5M	$265.5M to $271.5M
Capitalized interest		$12.0M to $13.0M	$11.0M to $14.0M
2023 Capital Expenditures to Real Estate Assumptions for Same Store Properties (2)
Capital Expenditures to Real Estate for Same Store Properties		$276.4M	$255.0M
Capital Expenditures to Real Estate per Same Store Apartment Unit		$3,600	$3,315
2023 Other Guidance Assumptions
Property management expense		$118.0M to $119.0M	$116.5M to $119.5M
General and administrative expense		$60.0M to $61.0M	$59.5M to $63.5M
Debt offerings		$550.0M	$530.0M
Weighted average Common Shares and Units - Diluted		391.2M	391.3M

(1)Approximately 20 basis point change in NOI percentage = $0.01 per share change in EPS/FFO per share/Normalized FFO per share.

(2)During 2023, the Company expects to spend approximately $75.0 million for apartment unit Renovation Expenditures on approximately 2,500 same store apartment units at an average cost of approximately $30,000 per apartment unit renovated, which is included in the Capital Expenditures to Real Estate assumptions noted above.

3rd Quarter 2023 Earnings Release 28

Equity Residential

Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms

(Amounts in thousands except per share and per apartment unit data)

(All per share data is diluted)

This Earnings Release and Supplemental Financial Information includes certain non-GAAP financial measures and other terms that management believes are helpful in understanding our business. The definitions and calculations of these non-GAAP financial measures and other terms may differ from the definitions and methodologies used by other real estate investment trusts (“REIT”) and, accordingly, may not be comparable. These non-GAAP financial measures should not be considered as an alternative to net earnings or any other measurement of performance computed in accordance with accounting principles generally accepted in the United States (“GAAP”) or as an alternative to cash flows from specific operating, investing or financing activities. Furthermore, these non-GAAP financial measures are not intended to be a measure of cash flow or liquidity.

Acquisition Capitalization Rate or Cap Rate – NOI that the Company anticipates receiving in the next 12 months (or the year two or three stabilized NOI for properties that are in lease-up at acquisition) less an estimate of property management costs/management fees allocated to the project (generally ranging from 2.0% to 4.0% of revenues depending on the size and income streams of the asset) and less an estimate for in-the-unit replacement capital expenditures (generally ranging from $100-$450 per apartment unit depending on the age and condition of the asset) divided by the gross purchase price of the asset. The weighted average Acquisition Cap Rate for acquired properties is weighted based on the projected NOI streams and the relative purchase price for each respective property.

Average Rental Rate – Total Residential rental revenues reflected on a straight-line basis in accordance with GAAP divided by the weighted average occupied apartment units for the reporting period presented.

Bad Debt, Net – Change in rental income due to bad debt write-offs and reserves, net of amounts collected on previously written-off or reserved accounts.

Blended Rate – The weighted average of New Lease Change and Renewal Rate Achieved.

Capital Expenditures to Real Estate:

Building Improvements –Includes roof replacement, paving, building mechanical equipment systems, exterior siding and painting, major landscaping, furniture, fixtures and equipment for amenities and common areas, vehicles and office and maintenance equipment.

Renovation Expenditures – Apartment unit renovation costs (primarily kitchens and baths) designed to reposition these units for higher rental levels in their respective markets.

Replacements – Includes appliances, mechanical equipment, fixtures and flooring (including hardwood and carpeting).

Debt Balances:

Commercial Paper Program –The Company may borrow up to a maximum of $1.0 billion under its Commercial Paper Program subject to market conditions. The notes bear interest at various floating rates.

Revolving Credit Facility –The Company’s $2.5 billion unsecured revolving credit facility matures October 26, 2027. The interest rate on advances under the facility will generally be SOFR plus a spread (currently 0.725%), or based on bids received from the lending group, and an annual facility fee (currently 0.125%). Both the spread and the facility fee are dependent on the Company’s senior unsecured credit rating. In addition, the Company limits its utilization of the facility in order to maintain liquidity to support its $1.0 billion Commercial Paper Program along with certain other obligations. The following table presents the availability on the Company’s unsecured revolving credit facility:

	September 30, 2023
Unsecured revolving credit facility commitment	$	2,500,000
Commercial paper balance outstanding		(500,005	)
Unsecured revolving credit facility balance outstanding		—
Other restricted amounts		(3,415	)
Unsecured revolving credit facility availability	$	1,996,580

Debt Covenant Compliance – Our unsecured debt includes certain financial and operating covenants including, among other things, maintenance of certain financial ratios. These provisions are contained in the indentures applicable to each notes payable or the credit agreement for our line of credit. The Debt Covenant Compliance ratios that are provided show the Company's compliance with certain covenants governing our public unsecured debt. These covenants generally reflect our most restrictive financial covenants. The Company was in compliance with its unsecured debt covenants for all periods presented.

3rd Quarter 2023 Earnings Release 29

Equity Residential

Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms – Continued

(Amounts in thousands except per share and per apartment unit data)

(All per share data is diluted)

Development Yield – NOI that the Company anticipates receiving in the next 12 months following stabilization less an estimate of property management costs/management fees allocated to the project (generally ranging from 2.0% to 4.0% of revenues depending on the size and income streams of the asset) and less an estimate for in-the-unit replacement capital expenditures (generally ranging from $50-$150 per apartment unit depending on the type of asset) divided by the Total Budgeted Capital Cost of the asset. The weighted average Development Yield for development properties is weighted based on the projected NOI streams and the relative Total Budgeted Capital Cost for each respective property.

Disposition Yield – NOI that the Company anticipates giving up in the next 12 months less an estimate of property management costs/management fees allocated to the project (generally ranging from 2.0% to 4.0% of revenues depending on the size and income streams of the asset) and less an estimate for in-the-unit replacement capital expenditures (generally ranging from $150-$450 per apartment unit depending on the age and condition of the asset) divided by the gross sales price of the asset. The weighted average Disposition Yield for sold properties is weighted based on the projected NOI streams and the relative sales price for each respective property.

Earnings Per Share ("EPS") –Net income per share calculated in accordance with GAAP. Expected EPS is calculated on a basis consistent with actual EPS. Due to the uncertain timing and extent of property dispositions and the resulting gains/losses on sales, actual EPS could differ materially from expected EPS.

EBITDA for Real Estate and Normalized EBITDA for Real Estate:

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (“EBITDAre”) –The National Association of Real Estate Investment Trusts (“Nareit”) defines EBITDAre (September 2017 White Paper) as net income (computed in accordance with GAAP) before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, impairment write-downs of depreciated operating properties, impairment write-downs of investments in unconsolidated entities caused by a decrease in value of depreciated operating properties within the joint venture and adjustments to reflect the Company’s share of EBITDAre of investments in unconsolidated entities.

The Company believes that EBITDAre is useful to investors, creditors and rating agencies as a supplemental measure of the Company’s ability to incur and service debt because it is a recognized measure of performance by the real estate industry, and by excluding gains or losses related to sales or impairment of depreciated operating properties, EBITDAre can help compare the Company’s credit strength between periods or as compared to different companies.

Normalized Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (“Normalized EBITDAre”) – Represents net income (computed in accordance with GAAP) before interest expense, income taxes, depreciation and amortization expense, and further adjusted for non-comparable items. Normalized EBITDAre, total debt to Normalized EBITDAre and net debt to Normalized EBITDAre are important metrics in evaluating the credit strength of the Company and its ability to service its debt obligations. The Company believes that Normalized EBITDAre, total debt to Normalized EBITDAre, and net debt to Normalized EBITDAre are useful to investors, creditors and rating agencies because they allow investors to compare the Company’s credit strength to prior reporting periods and to other companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual credit quality.

Economic Gain (Loss) – Economic Gain (Loss) is calculated as the net gain (loss) on sales of real estate properties in accordance with GAAP, excluding accumulated depreciation. The Company generally considers Economic Gain (Loss) to be an appropriate supplemental measure to net gain (loss) on sales of real estate properties in accordance with GAAP because it is one indication of the gross value created by the Company's acquisition, development, renovation, management and ultimate sale of a property and because it helps investors to understand the relationship between the cash proceeds from a sale and the cash invested in the sold property. The following table presents a reconciliation of net gain (loss) on sales of real estate properties in accordance with GAAP to Economic Gain (Loss):

	Nine Months Ended September 30, 2023			Quarter Ended September 30, 2023
Net Gain (Loss) on Sales of Real Estate Properties	$	127,034		$	26,912
Accumulated Depreciation Gain		(55,757	)		(19,271	)
Economic Gain (Loss)	$	71,277		$	7,641

Forecasted Embedded Growth –The positive or negative contribution to growth implied by annualizing total lease income anticipated for the last month of the current year (without regard to vacancy) compared to anticipated actual full year lease income for the current year (without regard to vacancy) and excluding the impact of Leasing Concessions and other income. This metric is a helpful data point in that it captures the impact of leases in existence at the end of the current year and their impact on rental income for the following year.

3rd Quarter 2023 Earnings Release 30

Equity Residential

Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms – Continued

(Amounts in thousands except per share and per apartment unit data)

(All per share data is diluted)

FFO and Normalized FFO:

Funds From Operations (“FFO”) –Nareit defines FFO (December 2018White Paper) as net income (computed in accordance with GAAP),excluding gains or losses from sales and impairment write-downs of depreciable real estate and land when connected to the main business of a REIT, impairment write-downs of investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity and depreciation andamortization related to real estate. Adjustments for partially owned consolidated and unconsolidated partnershipsand joint ventures are calculated to reflect FFO on the same basis. Expected FFO per share is calculated on a basis consistent with actual FFO per share and is considered an appropriate supplemental measure of expectedoperating performance when compared to expected EPS.

The Company believes that FFO and FFO available to Common Shares and Units are helpful to investors as supplemental measures of the operating performance of a real estate company, because they are recognized measures of performance by the real estate industry and by excluding gains or losses from sales and impairment write-downs of depreciable real estate and excluding depreciation related to real estate (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO and FFO available to Common Shares and Units can help compare the operating performance of a company’s real estate between periods or as compared to different companies.

Normalized Funds From Operations ("Normalized FFO" or "NFFO") – Normalized FFObegins with FFO and excludes:

•the impact of any expenses relating to non-operating real estate asset impairment;

•pursuit cost write-offs;

•gains and losses from early debt extinguishment and preferred share redemptions;

•gains and losses from non-operating assets; and

•other miscellaneous items.

Expected Normalized FFO per share is calculated on a basis consistent with actual Normalized FFO per share and is considered an appropriate supplemental measure of expected operating performance when compared to expected EPS.

The Company believes that Normalized FFO and Normalized FFO available to Common Shares and Units are helpful to investors as supplemental measures of the operating performance of a real estate company because they allow investors to compare the Company's operating performance to its performance in prior reporting periods and to the operating performance of other real estate companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company's actual operating results.

FFO, FFO available to Common Shares and Units, Normalized FFO and Normalized FFO available to Common Shares and Units do not represent net income, net income available to Common Shares or net cash flows from operating activities in accordance with GAAP. Therefore, FFO, FFO available to Common Shares and Units, Normalized FFO and Normalized FFO available to Common Shares and Units should not be exclusively considered as alternatives to net income, net income available to Common Shares or net cash flows from operating activities as determined by GAAP or as a measure of liquidity. The Company's calculation of FFO, FFO available to Common Shares and Units, Normalized FFO and Normalized FFO available to Common Shares and Units may differ from other real estate companies due to, among other items, variations in cost capitalization policies for capital expenditures and, accordingly, may not be comparable to such other real estate companies.

FFO available to Common Shares and Units and Normalized FFO available to Common Shares and Units are calculated on a basis consistent with net income available to Common Shares and reflects adjustments to net income for preferred distributions and premiums on redemption of preferred shares in accordance with GAAP. The equity positions of various individuals and entities that contributed their properties to the Operating Partnership in exchange for OP Units are collectively referred to as the "Noncontrolling Interests – Operating Partnership". Subject to certain restrictions, the Noncontrolling Interests – Operating Partnership may exchange their OP Units for Common Shares on a one-for-one basis.

3rd Quarter 2023 Earnings Release 31

Equity Residential

Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms – Continued

(Amounts in thousands except per share and per apartment unit data)

(All per share data is diluted)

The following table presents reconciliations of EPS to FFO per share and Normalized FFO per share for Consolidated Statements of Funds From Operations and Normalized Funds From Operations.

	Actual Sept.			Actual Sept.			Actual			Actual			Expected			Expected
	YTD 2023			YTD 2022			Q3 2023			Q3 2022			Q4 2023			2023
	Per Share			Per Share			Per Share			Per Share			Per Share			Per Share
EPS – Diluted	$	1.38		$	1.63		$	0.45		$	0.86		$0.82 to $0.84			$2.20 to $2.22
Depreciation expense		1.68			1.71			0.57			0.55			0.58			2.26
Net (gain) loss on sales		(0.32	)		(0.78	)		(0.06	)		(0.51	)		(0.40	)		(0.72	)
Impairment – operating real estate assets	—			—			—			—				—			—
FFO per share – Diluted		2.74			2.56			0.96			0.90		1.00 to 1.02			3.74 to 3.76
Impairment – non-operating real estate assets		—			—			—			—			—			—
Write-off of pursuit costs		0.01			0.01			—			—			—			0.01
Debt extinguishment and preferred share    redemption (gains) losses		—			0.01			—			0.01			—			—
Non-operating asset (gains) losses		(0.01	)		—			(0.01	)		—			(0.01	)		(0.02	)
Other miscellaneous items		0.04			—			0.01			0.01			—			0.04
Normalized FFO per share – Diluted	$	2.78		$	2.58		$	0.96		$	0.92		$0.99 to $1.01			$3.77 to $3.79

Lease-Up NOI – Represents NOI for development properties: (i) in various stages of lease-up; and (ii) where lease-up has been completed but the properties were not stabilized (defined as having achieved 90% occupancy for three consecutive months) for all of the current and comparable periods presented.

Leasing Concessions – Reflects upfront discounts on both new move-in and renewal leases on a straight-line basis.

Net Operating Income (“NOI”) – NOI is the Company’s primary financial measure for evaluating each of its apartment properties. NOI is defined as rental income less direct property operating expenses (including real estate taxes and insurance). The Company believes that NOI is helpful to investors as a supplemental measure of its operating performance because it is a direct measure of the actual operating results of the Company's apartment properties. NOI does not include an allocation of property management expenses either in the current or comparable periods. Rental income for all leases and operating expense for ground leases (for both same store and non-same store properties) are reflected on a straight-line basis in accordance with GAAP for the current and comparable periods.

The following tables present reconciliations of operating income per the consolidated statements of operations to NOI, along with rental income, operating expenses and NOI per the consolidated statements of operations allocated between same store and non-same store/other results (see Same Store Results):

	Nine Months Ended September 30,						Quarter Ended September 30,
	2023			2022			2023			2022
Operating income	$	768,084		$	873,683		$	252,035		$	414,011
Adjustments:
Property management		90,314			83,035			28,169			25,729
General and administrative		49,135			47,033			14,094			13,372
Depreciation		661,921			667,896			224,736			214,129
Net (gain) loss on sales of real estate    properties		(127,034	)		(304,346	)		(26,912	)		(196,551	)
Total NOI	$	1,442,420		$	1,367,301		$	492,122		$	470,690
Rental income:
Same store	$	2,069,856		$	1,949,748		$	704,090		$	676,387
Non-same store/other		76,608			85,729			19,977			18,712
Total rental income		2,146,464			2,035,477			724,067			695,099
Operating expenses:
Same store		664,607			631,281			223,474			216,735
Non-same store/other		39,437			36,895			8,471			7,674
Total operating expenses		704,044			668,176			231,945			224,409
NOI:
Same store		1,405,249			1,318,467			480,616			459,652
Non-same store/other		37,171			48,834			11,506			11,038
Total NOI	$	1,442,420		$	1,367,301		$	492,122		$	470,690

3rd Quarter 2023 Earnings Release 32

Equity Residential

Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms – Continued

(Amounts in thousands except per share and per apartment unit data)

(All per share data is diluted)

New Lease Change –The net effective change in rent (inclusive of Leasing Concessions) for a lease with a new or transferring resident compared to the rent for the prior lease of the identical apartment unit, regardless of lease term.

Non-Residential – Consists of revenues and expenses from retail and public parking garage operations.

Non-Same Store Properties – For annual comparisons, primarily includes all properties acquired during 2022 and 2023, plus any properties in lease-up and not stabilized as of January 1, 2022.

Percentage of Residents Renewing – Leases renewed expressed as a percentage of total renewal offers extended during the reporting period.

Physical Occupancy – The weighted average occupied apartment units for the reporting period divided by the average of total apartment units available for rent for the reporting period.

Pricing Trend – Weighted average of 12-month base rent including amenity amount less Leasing Concessions on 12-month signed leases for the reporting period.

Renewal Rate Achieved –The net effective change in rent (inclusive of Leasing Concessions) for a new lease on an apartment unit where the lease has been renewed as compared to the rent for the prior lease of the identical apartment unit, regardless of lease term.

Residential – Consists of multifamily apartment revenues and expenses.

Same Store Operating Expenses:

On-site Payroll –Includes payroll and related expenses for on-site personnel including property managers, leasing consultants and maintenance staff.

Other On-site Operating Expenses –Includes ground lease costs and administrative costs such as office supplies, telephone and data charges and association and business licensing fees.

Repairs and Maintenance –Includes general maintenance costs, apartment unit turnover costs including interior painting, routine landscaping, security, exterminating, fire protection, snow removal, elevator, roof and parking lot repairs and other miscellaneous building repair and maintenance costs.

Utilities –Represents gross expenses prior to any recoveries under the Resident Utility Billing System (“RUBS”). Recoveries are reflected in rental income.

Same Store Properties – For annual comparisons, primarily includes all properties acquired or completed that are stabilized prior to January 1, 2022, less properties subsequently sold. Properties are included in Same Store when they are stabilized for all of the current and comparable periods presented.

Same Store Residential Revenues–Revenues from our Same Store Properties presented on a GAAP basis which reflects the impact of Leasing Concessions on a straight-line basis.

Same Store Residential Revenues with Leasing Concessions on a cash basis is presented in Same Store Results and is considered by the Company to be a supplemental measure to Same Store Residential Revenues in conformity with GAAP to help investors evaluate the impact of both current and historical Leasing Concessions on GAAP-based Same Store Residential Revenues and to more readily enable comparisons to revenue as reported by other companies. Same Store Residential Revenues with Leasing Concessions on a cash basis reflects the impact of Leasing Concessions used in the period and allows an investor to understand the historical trend in cash Leasing Concessions.

% of Stabilized Budgeted NOI – Represents original budgeted 2023 NOI for stabilized properties and projected annual NOI at stabilization (defined as having achieved 90% occupancy for three consecutive months) for properties that are in lease-up.

Total Budgeted Capital Cost – Estimated remaining cost for projects under development and/or developed plus all capitalized costs incurred to date, including land acquisition costs, construction costs, capitalized real estate taxes and insurance, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, plus any estimates of costs remaining to be funded for all projects, all in accordance with GAAP. Amounts for partially owned consolidated and unconsolidated properties are presented at 100% of the project.

3rd Quarter 2023 Earnings Release 33

Equity Residential

Additional Reconciliations and Definitions of Non-GAAP Financial Measures and Other Terms – Continued

(Amounts in thousands except per share and per apartment unit data)

(All per share data is diluted)

Total Market Capitalization – The aggregate of the market value of the Company’s outstanding common shares, including restricted shares, the market value of the Company’s operating partnership units outstanding, including restricted units (based on the market value of the Company’s common shares) and the outstanding principal balance of debt. The Company believes this is a useful measure of a real estate operating company’s long-term liquidity and balance sheet strength, because it shows an approximate relationship between a company’s total debt and the current total market value of its assets based on the current price at which the Company’s common shares trade. However, because this measure of leverage changes with fluctuations in the Company’s share price, which occur regularly, this measure may change even when the Company’s earnings, interest and debt levels remain stable.

Traffic – Consists of an expression of interest in an apartment by completing an in-person tour, self-guided tour or virtual tour that may result in an application to lease.

Transaction Accretion (Dilution) – Represents the spread between the Acquisition Cap Rate and the Disposition Yield.

Turnover –Total Residential move-outs (including inter-property and intra-property transfers) divided by total Residential apartment units.

Unencumbered NOI % – Represents NOI generated by consolidated real estate assets unencumbered by outstanding secured debt as a percentage of total NOI generated by all of the Company's consolidated real estate assets.

Unlevered Internal Rate of Return (“IRR”) – The Unlevered IRR on sold properties is the compound annual rate of return calculated by the Company based on the timing and amount of: (i) the gross purchase price of the property plus any direct acquisition costs incurred by the Company; (ii) total revenues earned during the Company’s ownership period; (iii) total direct property operating expenses (including real estate taxes and insurance) incurred during the Company’s ownership period; (iv) capital expenditures incurred during the Company’s ownership period; and (v) the gross sales price of the property net of selling costs.

The calculation of the Unlevered IRR does not include an adjustment for the Company’s property management expense, general and administrative expense or interest expense (including loan assumption costs and other loan-related costs). Therefore, the Unlevered IRR is not a substitute for net income as a measure of our performance. Management believes that the Unlevered IRR achieved during the period a property is owned by the Company is useful because it is one indication of the gross value created by the Company’s acquisition, development, renovation, management and ultimate sale of a property, before the impact of Company overhead. The Unlevered IRR achieved on the properties as cited in this release should not be viewed as an indication of the gross value created with respect to other properties owned by the Company, and the Company does not represent that it will achieve similar Unlevered IRRs upon the disposition of other properties. The weighted average Unlevered IRR for sold properties is weighted based on all cash flows over the investment period for each respective property, including net sales proceeds.

Weighted Average Coupons– Contractual interest rate for each debt instrument weighted by principal balances as of September 30, 2023. In case of debt for which fair value hedges are in place, the rate payable under the corresponding derivatives is used in lieu of the contractual interest rate.

Weighted Average Rates – Interest expense for each debt instrument for the nine months ended September 30, 2023 weighted by its average principal balance for the same period. Interest expense includes amortization of premiums, discounts and other comprehensive income on debt and related derivative instruments. In case of debt for which derivatives are in place, the income or expense recognized under the corresponding derivatives is included in the total interest expense for the period.

3rd Quarter 2023 Earnings Release 34

XML

Cover Page	Oct. 31, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 31, 2023
Entity Registrant Name	EQUITY RESIDENTIAL
Entity Central Index Key	0000906107
Entity File Number	1-12252
Entity Tax Identification Number	13-3675988
Entity Address, Address Line One	Two North Riverside Plaza
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60606
City Area Code	312
Local Phone Number	474-1300
Entity Incorporation, State or Country Code	MD
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Shares of Beneficial Interest, $0.01 Par Value
Trading Symbol	EQR
Security Exchange Name	NYSE