| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
EQUITY RESIDENTIAL [ EQR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/01/2004 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Shares of Beneficial Interest | 88,321(1) | D | ||||||||
| Common Shares of Beneficial Interest | 500(2) | I | Spouse | |||||||
| Common Shares of Beneficial Interest | 03/01/2004 | S | 30,000 | D | $30.1009 | 53,041(3) | I | SERP | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right to buy) | $21.0625 | 01/24/2001 | 01/24/2010 | Common Shares of Beneficial Interest | 56,972 | 56,972(4) | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $23.55 | 02/07/2004 | 02/07/2013 | Common Shares of Beneficial Interest | 71,711 | 71,711(5) | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $25.3438 | 01/07/2001 | 01/07/2008 | Common Shares of Beneficial Interest | 100,000 | 100,000(4) | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $25.844 | 01/18/2002 | 01/18/2011 | Common Shares of Beneficial Interest | 58,030 | 58,030(6) | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $27.2 | 01/16/2003 | 01/16/2012 | Common Shares of Beneficial Interest | 66,176 | 66,176(7) | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $27.6 | 07/11/2002 | 07/11/2011 | Common Shares of Beneficial Interest | 65,000 | 65,000(8) | D | ||||||||
| Non-Qualified Stock Option (right to buy) | $29.25 | 01/27/2004 | 01/27/2014 | Common Shares of Beneficial Interest | 82,696 | 82,696(9) | D | ||||||||
| Explanation of Responses: |
| 1. Shares reported on this line are owned directly and are subject to vesting. |
| 2. The Shares reported herein are owned in Joint Tenancy by Mr. George and his spouse. |
| 3. Shares reported herein are owned by The Security Trust Company, as Trustee of the Equity Residential Supplemental Retirement Plan for the benefit of the Reporting Person. |
| 4. Share options reported on this line are fully exercisable. |
| 5. 23,903 share options reported herein will become exercisable on February 7, 2004; 23,903 share options will become exercisable on February 7, 2005; and 23,904 share options will become exercisable on February 7, 2006. |
| 6. 38,686 share options reported herein are currently exercisable; and 19,344 share options will become exercisable on January 18, 2004. |
| 7. 22,058 share options reported herein are scurrently exercisable; 22,059 share options are scheduled to vest on January 16, 2004; and 22,059 share options are scheduled to vest on January 16, 2005. |
| 8. One-third of the share options reported on this line are exercisable; one-third will become exercisable on July 11, 2003; and one-third will become exercisable on July 11, 2004. |
| 9. Share options reported on this line will become exercisable in three equal installments on January 27, 2005; January 27, 2006 and January 27, 2007. |
| Alan W George | 03/02/2004 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||