SEC Form 4 · accession 0001127602-15-012349
VIVMARK RESIDENTIAL · VMRK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David J Neithercut
Officer — President & CEO · Director
Period of report
Mar 19, 2015
Accepted (ET)
Mar 23, 2015 · 6:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906107
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares Of Beneficial InterestF1 | Jan 13, 2015 | G | 1,549 | $0.00 | D | 32,268 | I | Grantor Trust (fbo daughter) |
| Common Shares Of Beneficial InterestF2 | Jan 13, 2015 | G | 1,549 | $0.00 | A | 93,456 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF3 | Jan 13, 2015 | G | 1,549 | $0.00 | D | 32,268 | I | Grantor Trust (fbo son) |
| Common Shares Of Beneficial InterestF2 | Jan 13, 2015 | G | 1,549 | $0.00 | A | 95,005 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF1 | Jan 13, 2015 | G | 120 | $0.00 | D | 32,148 | I | Grantor Trust (fbo daughter) |
| Common Shares Of Beneficial InterestF4 | Jan 13, 2015 | G | 120 | $0.00 | A | 1,682 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF3 | Jan 13, 2015 | G | 120 | $0.00 | D | 32,148 | I | Grantor Trust (fbo son) |
| Common Shares Of Beneficial InterestF4 | Jan 13, 2015 | G | 120 | $0.00 | A | 1,802 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF2 | Jan 16, 2015 | G | 10,000 | $0.00 | D | 85,005 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF5 | Mar 19, 2015 | M | 33,249 | $53.50 | A | 36,123 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF6,F5 | Mar 19, 2015 | S | 33,249 | $80.062 | D | 2,874 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF5 | Mar 20, 2015 | M | 7,610 | $53.50 | A | 10,484 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF7,F5 | Mar 20, 2015 | S | 7,610 | $80.021 | D | 2,874 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF5 | Mar 23, 2015 | M | 8,790 | $38.57 | A | 11,664 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF8,F5 | Mar 23, 2015 | S | 8,790 | $82.112 | D | 2,874 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF9 | holding | — | — | — | 2,559 | I | 401(k) Plan | |
| Common Shares Of Beneficial InterestF10 | holding | — | — | — | 2,039 | I | SERP Account |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-qualified Stock Option (Right to Buy)F11 | $53.50 | Mar 19, 2015 | M | 33,249 | D | — | Feb 8, 2017 | Common Shares Of Beneficial Interest | 33,249 | 7,610 | I |
| Non-qualified Stock Option (Right to Buy)F11 | $53.50 | Mar 20, 2015 | M | 7,610 | D | — | Feb 8, 2017 | Common Shares Of Beneficial Interest | 7,610 | 0 | I |
| Non-qualified Stock Option (Right to Buy)F12 | $38.57 | Mar 23, 2015 | M | 8,790 | D | — | Feb 7, 2018 | Common Shares Of Beneficial Interest | 8,790 | 116,519 | I |
Explanation of responses
- F1Represents 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.
- F10Represents shares owned by Principal Trust Company, as Trustee of the Equity Residential Supplemental Executive Retirement Plan, for the benefit of the reporting person.
- F11Represents share options scheduled to vest in approximately three equal installments on February 8, 2008, February 8, 2009 and February 8, 2010.
- F12Represents share options scheduled to vest in approximately three equal installments on February 7, 2009, February 7, 2010 and February 7, 2011.
- F2Represents 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.
- F3Represents 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.
- F4Represents 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.
- F5Represents shares beneficially owned by a family limited partnership, of which the reporting person is the general partner.
- F6The price represents the weighted average price of the shares sold. The shares were sold within a range of $80.01 to $80.18. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F7The price represents the weighted average price of the shares sold. The shares were sold within a range of $80.01 to $80.07. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F8The price represents the weighted average price of the shares sold. The shares were sold within a range of $82.01 to $82.24. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F9Represents 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 10, 2015.