SEC Form 4 · accession 0000803649-18-000076
Equity Commonwealth · EQC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Helfand
Officer — President & CEO · Director
Period of report
Oct 28, 2018
Accepted (ET)
Oct 30, 2018 · 4:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000803649
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares of Beneficial InterestF1 | Oct 28, 2018 | M | 57,158 | — | A | 595,997 | D | |
| Common Shares of Beneficial InterestF2 | Oct 28, 2018 | F | 59,857 | $29.86 | D | 536,140 | D | |
| Common Shares of Beneficial InterestF3 | holding | — | — | — | 290 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF4,F5 | — | Oct 28, 2018 | M | 57,158 | D | — | — | Common Stock | 57,158 | 42,884 | D |
Explanation of responses
- F1Each Common Share of Beneficial Interest of Equity Commonwealth was received in exchange for one Restricted Share Unit ("RSU"), subject to the terms and conditions set forth in the Equity Commonwealth 2012 Equity Compensation Plan and the restricted share unit agreement for the Reporting Person.
- F2Reflects common shares surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted common shares and RSUs.
- F3These shares are held by EGI-CW Holdings, L.L.C. ("EGI-CW"). The reporting person is a member of EGI-Fund (14-16) Investors, L.L.C. ("EGI-Fund (14-16)"), which is a member of EGI-CW. The shares reported represent only the number of shares in which the reporting person has a pecuniary interest in accordance with his proportionate interest in EGI-Fund (14-16).
- F4Each RSU represents the right to receive one share of Common Shares of Beneficial Interest of Equity Commonwealth, subject to the terms and conditions set forth in the Equity Commonwealth 2012 Equity Compensation Plan and the restricted share unit agreement for the Reporting Person.
- F5On November 8, 2017, the Reporting Person received 114,317 RSUs as a result of certain performance criteria being met with respect to previously granted RSUs, vesting in two equal installments on November 8, 2017 and October 28, 2018, subject to the Reporting Person's continued employment with Equity Commonwealth through such date.