Net Income Per Common Share

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

Essex Property Trust, Inc.



	Three Months Ended June 30, 2015					Three Months Ended June 30, 2014
	Income		Weighted- average Common Shares	Per Common Share Amount		Income		Weighted- average Common Shares	Per Common Share Amount
Basic:
Net income available to common stockholders	$	45,555	64,810,184	$	0.70	$	1,207	61,884,963	$	0.02
Effect of Dilutive Securities	—		162,668			—		174,799
Diluted:
Net income available to common stockholders	$	45,555	64,972,852	$	0.70	$	1,207	62,059,762	$	0.02



	Six Months Ended June 30, 2015					Six Months Ended June 30, 2014
	Income		Weighted- average Common Shares	Per Common Share Amount		Income		Weighted- average Common Shares	Per Common Share Amount
Basic:
Net income available to common stockholders	$	104,918	64,499,545	$	1.63	$	23,119	49,857,233	$	0.46
Effect of Dilutive Securities	—		177,976			—		229,928
Diluted:
Net income available to common stockholders	$	104,918	64,677,521	$	1.62	$	23,119	50,087,161	$	0.46

Weighted average convertible limited partnership units of 2,182,025 and 2,173,542, which include vested Series Z-1 incentive units, for the three months ended June 30, 2015 and 2014, respectively, and 2,183,163 and 2,270,029 for the six months ended June 30, 2015, and 2014, respectively, were not included in the determination of diluted EPS because they were anti-dilutive. The related income allocated to these convertible limited partnership units, which includes vested Series Z-1 units, aggregated $1.6 million and $0.2 million for the three months ended June 30, 2015 and 2014, respectively, and $3.6 million and $1.6 million for the six months ended June 30, 2015 and 2014, respectively. The Company has the ability and intention to redeem DownREIT limited partnership units for cash and does not consider them to be potentially dilutive securities.

Essex Portfolio, L.P.



	Three Months Ended June 30, 2015					Three Months Ended June 30, 2014
	Income		Weighted- average Common Units	Per Common Unit Amount		Income		Weighted- average Common Units	Per Common Unit Amount
Basic:
Net income available to common unitholders	$	47,088	66,992,209	$	0.70	$	1,416	64,058,505	$	0.02
Effect of Dilutive Securities	—		162,668			—		174,799
Diluted:
Net income available to common unitholders	$	47,088	67,154,877	$	0.70	$	1,416	64,233,304	$	0.02



	Six Months Ended June 30, 2015					Six Months Ended June 30, 2014
	Income		Weighted- average Common Units	Per Common Unit Amount		Income		Weighted- average Common Units	Per Common Unit Amount
Basic:
Net income available to common unitholders	$	108,562	66,682,708	$	1.63	$	24,745	52,127,261	$	0.47
Effect of Dilutive Securities	—		177,976			—		229,928
Diluted:
Net income available to common unitholders	$	108,562	66,860,684	$	1.62	$	24,745	52,357,189	$	0.47

Stock options of 24,500 and 24,500 were excluded from the calculation of diluted earnings per share for the three and six months ended June 30, 2015, respectively, because the effects on earnings per share were anti-dilutive. Stock options of 36,956 and 53,244 for the three and six months ended June 30, 2014, respectively, were not included in the diluted earnings per share calculation because the effects on earnings per share were anti-dilutive. Additionally, excludes 903,285 DownREIT units for which the Operating Partnership has the ability and intention to redeem the DownREIT limited partnership units for cash and does not consider them to be potentially dilutive securities.