Common Stock and Other Equity Related Transactions

12 Months Ended

Dec. 31, 2019

Common Stock and Other Equity Related Transactions

Increase in Authorized Shares

On April 30, 2019, our stockholders approved an amendment to our charter to increase the number of shares of our common stock that we are authorized to issue from 200,000,000 to 400,000,000 shares.

Two-for-One Common Stock and OP Units Split

On October 15, 2019, a two-for-one stock split of our common stock, effected by and in the form of a stock dividend, was paid to stockholders of record as of October 1, 2019. In connection with our stock split, the OP Units of our Operating Partnership were also split on a two-for-one basis.

Equity Offering Program

On October 26, 2018, we entered into a new at-the-market ("ATM") equity offering program with certain sales agents, pursuant to which we may sell, from time-to-time, shares of our Common Stock, par value $0.01 per share, having an aggregate offering price of up to $200.0 million. As of December 31, 2019, we have $140.7 million of common stock available for issuance.

The following table presents the shares that were issued under our ATM equity offering programs, as adjusted for the stock split, during the years ended December 31, 2019, 2018, and 2017:



	Years Ended December 31,
(amounts in thousands, except share data)	2019		2018		2017
Shares of common stock sold	1,010,472		1,722,282		2,760,034
Weighted average price	$	58.71	$	45.73	$	43.73
Total gross proceeds	$	59,319	$	78,755	$	120,698
Commissions paid to sales agents	$	771	$	1,028	$	1,512

Employee Stock Purchase Plan

On May 10, 2016, we amended and restated the 1997 Non-Qualified Employee Stock Purchase Plan ("ESPP"). Pursuant to the ESPP, certain of our employees and directors may each annually acquire up to $250,000 of our common stock. The common

stock may be purchased monthly at a price equal to 85% of the lesser of: (a) the closing price for a share of common stock on the last day of the offering period; and (b) the closing price for a share of common stock on the first day of the offering period. Shares of common stock issued through the ESPP for the years ended December 31, 2019, 2018 and 2017 were 40,934, 44,142 and 49,430, respectively. As of December 31, 2019, 774,579 shares remained available to be sold under the ESPP, subject to adjustment by our Board of Directors.

Exchanges

Subject to certain limitations, Common OP Unitholders can request an exchange of any or all of their OP Units for shares of common stock at any time. Upon receipt of such a request, we may, in lieu of issuing shares of common stock, cause the Operating Partnership to pay cash.

Common Stock Activity and Distributions

The following table presents the changes in our outstanding common stock (excluding OP Units of 10,491,222, 11,491,932, and 11,668,200 outstanding at December 31, 2019, 2018 and 2017, respectively), as adjusted for the stock split:



	Years Ended December 31,
	2019		2018		2017
Shares outstanding at January 1,	179,842,036		177,170,320		171,058,772
Common stock issued through the ATM Equity Offering Program and its predecessor	1,010,472		1,722,282		2,760,034
Common stock issued through exchange of OP Units	997,750		176,268		2,671,800
Common stock issued through exercise of options	5,600		405,600		440,000
Common stock issued through restricted stock grants	193,262		385,010		260,852
Common stock forfeitures	—		—		(1,980	)
Common stock issued through ESPP and Dividend Reinvestment Plan	41,589		45,144		50,202
Common stock repurchased and retired	(1,114	)	(62,588	)	(69,360	)
Shares outstanding at December 31,	182,089,595		179,842,036		177,170,320

During the years ended December 31, 2019, 2018 and 2017, we repurchased shares of common stock representing common stock surrendered to satisfy income tax withholding obligations primarily due to the vesting of restricted stock grants at a weighted average price of $47.48, $48.12 and $44.51 per share, respectively.

As of December 31, 2019, 2018 and 2017, ELS' percentage ownership of the Operating Partnership was approximately 94.6%, 94.0% and 93.8%, respectively. The remaining approximately 5.4%, 6.0% and 6.2% as of December 31, 2019, 2018 and 2017, respectively, was owned by the Common OP Unitholders.

The following regular quarterly distributions have been declared and paid to common stockholders and Common OP Unitholders since January 1, 2017:



Distribution Amount Per Share	For the Quarter Ended	Stockholder Record Date	Payment Date
$0.2438	March 31, 2017	March 31, 2017	April 14, 2017
$0.2438	June 30, 2017	June 30, 2017	July 14, 2017
$0.2438	September 30, 2017	September 29, 2017	October 13, 2017
$0.2438	December 31, 2017	December 29, 2017	January 12, 2018
$0.2750	March 31, 2018	March 30, 2018	April 13, 2018
$0.2750	June 30, 2018	June 29, 2018	July 13, 2018
$0.2750	September 30, 2018	September 28, 2018	October 12, 2018
$0.2750	December 31, 2018	December 28, 2018	January 11, 2019
$0.3063	March 31, 2019	March 29, 2019	April 12, 2019
$0.3063	June 30, 2019	June 28, 2019	July 12, 2019
$0.3063	September 30, 2019	September 27, 2019	October 11, 2019
$0.3063	December 31, 2019	December 27, 2019	January 10, 2020