-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KXeXy+TjxZPtZ/9u6XxfqgEtkEHMNwVFfzn/mWCwf6IWD6Y4DY6xkMjmh7owzpjL JqspvZSKStPODMNrvL8n1A== 0001127602-11-002956.txt : 20110131 0001127602-11-002956.hdr.sgml : 20110131 20110131162532 ACCESSION NUMBER: 0001127602-11-002956 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110128 FILED AS OF DATE: 20110131 DATE AS OF CHANGE: 20110131 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EQUITY RESIDENTIAL CENTRAL INDEX KEY: 0000906107 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 363877868 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: EQUITY RESIDENTIAL STREET 2: TWO NORTH RIVERSIDE PLAZA, SUITE 400 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3129281178 MAIL ADDRESS: STREET 1: TWO NORTH RIVERSIDE PLAZA STREET 2: SUITE 400 CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: EQUITY RESIDENTIAL PROPERTIES TRUST DATE OF NAME CHANGE: 19930524 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NEITHERCUT DAVID J CENTRAL INDEX KEY: 0001219726 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12252 FILM NUMBER: 11559775 MAIL ADDRESS: STREET 1: C/O EQUITY RESIDENTIAL STREET 2: TWO NORTH RIVERSIDE PLAZA, SUITE 400 CITY: CHICAGO STATE: IL ZIP: 60606 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2011-01-28 0000906107 EQUITY RESIDENTIAL EQR 0001219726 NEITHERCUT DAVID J TWO NORTH RIVERSIDE PLAZA, SUITE 400 CHICAGO IL 60606 1 1 President & CEO Common Shares Of Beneficial Interest 2010-12-29 5 G 0 E 20000 0 D 121536.753 I Trust (fbo wife) Common Shares Of Beneficial Interest 2010-12-29 5 G 0 E 20000 0 A 40367 I Grantor Trust (fbo daughter) Common Shares Of Beneficial Interest 2010-12-29 5 G 0 E 20000 0 D 101536.753 I Trust (fbo wife) Common Shares Of Beneficial Interest 2010-12-29 5 G 0 E 20000 0 A 40367 I Grantor Trust (fbo son) Common Shares Of Beneficial Interest 2011-01-28 4 D 0 39765 0 D 0 D Common Shares Of Beneficial Interest 2265.7098 I 401(k) Plan Common Shares Of Beneficial Interest 2874 I Family Limited Partnership Common Shares Of Beneficial Interest 122303.981 I SERP Account Common Shares Of Beneficial Interest 562 I Trust (fbo wife) LTIP Units 0 2011-01-28 4 A 0 39765 0 A 2021-01-28 Operating Partnership Units 39765 39765 D Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person is the sole trustee of this trust and, as such, may be deemed the beneficial owner of these shares. Represents shares beneficially owned by a trust for the benefit of the reporting person's daughter. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. Represents shares beneficially owned by a trust for the benefit of the reporting person's son. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. Represents previously reported restricted shares that the reporting person elected to exchange for LTIP Units (as such term is defined in footnote no. 9) on a one-for-one basis. Represents shares acquired through profit sharing contributions and dividend reinvestment activity in the reporting person's account with the Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. Such shares represent acquisitions through January 14, 2011. Represents shares beneficially owned by a family limited partnership, of which the reporting person is the general partner. Represents shares owned by Principal Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan, for the benefit of the reporting person. Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. On January 28, 2011, the reporting person elected to exchange his previously reported restricted shares for limited partnership interests ("LTIP Units") in ERP Operating Limited Partnership (the "Operating Partnership"), the operating partnership of Equity Residential (the "Company"), on a one-for-one basis. The LTIP Units are a class of units of the Operating Partnership that, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, are convertible by the holder into an equivalent number of OP Units of the Operating Partnership, which, subject to a two-year holding restriction, are redeemable by the holder for common shares of the Company on a one-for-one basis or the cash value of such shares, at the Company's option. The LTIP Units are scheduled to vest on February 7, 2011. s/ By: Yasmina Duwe, Attorney-in-fact 2011-01-31 -----END PRIVACY-ENHANCED MESSAGE-----