SEC Form 4 · accession 0001127602-17-004076
VIVMARK RESIDENTIAL · VMRK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Barry Altshuler
Officer — Executive Vice President
Period of report
Feb 2, 2017
Accepted (ET)
Feb 6, 2017 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906107
Table I — non-derivative securities
No Table I lines on this filing.
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)F1 | $60.76 | Feb 2, 2017 | A | 40,534 | A | — | Feb 2, 2027 | Common Shares Of Beneficial Interest | 40,534 | 40,534 | D |
| Restricted UnitsF2,F3 | — | Feb 2, 2017 | A | 4,029 | A | — | Feb 2, 2027 | Common Shares Of Beneficial Interest | 4,029 | 4,029 | D |
| Non-qualified Stock Option (Right to Buy)F4 | $60.76 | Feb 2, 2017 | A | 25,535 | A | — | Feb 2, 2027 | Common Shares Of Beneficial Interest | 25,535 | 25,535 | D |
| Restricted UnitsF5,F6 | — | Feb 2, 2017 | A | 2,901 | A | — | Feb 2, 2027 | Common Shares Of Beneficial Interest | 2,901 | 2,901 | D |
Explanation of responses
- F1Represents share options scheduled to vest in approximately three equal installments on February 2, 2018, February 2, 2019 and February 2, 2020.
- F2On February 2, 2017, the reporting person received a grant of Series 2017B restricted limited partnership interests ("Restricted Units") in ERP Operating Limited Partnership (the "Operating Partnership"), the operating partnership of Equity Residential (the "Company"), in lieu of restricted shares of the Company as part of the Company's annual grant of long-term compensation. Restricted Units are a class of partnership interest that automatically convert into an equal number of limited partnership interests of the Operating Partnership ("OP Units") when the capital account related to the Restricted Units reaches a specified target for federal income tax purposes (provided such target is reached within ten years of issuance). Subject to the vesting requirements of the grant and certain other restrictions, OP Units are exchangeable 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 Restricted Units reflected in this report also include any OP Units into which such Restricted Units automatically convert.
- F3These Restricted Units are scheduled to vest on February 2, 2020.
- F4The reporting person received a grant of options as an alternative to cash in connection with all or a portion of their performance bonus. The options vested on February 2, 2017, the date of the grant.
- F5On February 2, 2017, the reporting person elected to receive a grant of Series 2017C restricted limited partnership interests ("Restricted Units") in ERP Operating Limited Partnership (the "Operating Partnership), the operating partnership of Equity Residential (the "Company"), as an alternative to cash in connection with all or a portion of their performance bonus. Restricted Units are a class of partnership interest that automatically convert into an equal number of limited partnership interests of the Operating Partnership ("OP Units") when the capital account related to the Restricted Units reaches a specified target for federal income tax purposes (provided such target is reached within ten years of issuance). Subject to the vesting requirements of the grant and certain other restrictions, OP Units are exchangeable 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 Restricted Units reflected in this report also include any OP Units into which such Restricted Units automatically convert.
- F6These Restricted Units vested on February 2, 2017, the date of the grant and remain subject to a two year hold requirement.