UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 26, 2025

 

 

EQUITY RESIDENTIAL

(Exact name of Registrant as Specified in Its Charter)

 

 

Maryland			1-12252	13-3675988
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
Two North Riverside Plaza
Chicago, Illinois				60606
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 312 474-1300

 

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares of Beneficial Interest, $0.01 Par Value		EQR		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 26, 2025, Equity Residential (the "Company") held its 2025 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, the Company’s shareholders were asked to consider and vote upon the proposals described in the Company’s Proxy Statement for the Annual Meeting (the "Proxy Statement"). The final voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows:

 

Proposal 1 – Election of Trustees

 

All ten of the nominees for Trustees were elected to serve for a one-year term which expires at the Company’s 2026 annual meeting of shareholders and until their respective successors are duly elected and qualified, by the votes set forth below.

 

Nominee		For		Against		Abstain
Angela M. Aman		332,897,286		3,017,428		151,317
Linda Walker Bynoe		315,442,364		20,472,400		151,267
Mary Kay Haben		315,349,591		20,004,358		712,082
Ann C. Hoff		335,323,351		588,052		154,628
Tahsinul Zia Huque		332,712,045		2,638,359		715,627
Nina P. Jones		333,151,654		2,201,056		713,321
David J. Neithercut		323,391,847		12,417,817		256,367
Mark J. Parrell		332,713,200		3,230,392		122,439
Mark S. Shapiro		323,286,944		12,619,016		160,071
Stephen E. Sterrett		334,247,981		1,662,381		155,669

 

There were 14,152,727 broker non-votes with respect to Proposal 1.

 

Proposal 2 – Ratification of Independent Registered Public Accounting Firm for 2025

 

The selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2025 was ratified by the shareholders, by the votes set forth below.

 

For	333,335,388
Against	16,691,603
Abstain	191,767

 

Proposal 3 – Advisory Approval of Executive Compensation

 

The shareholders approved, on an advisory basis, the executive compensation disclosed in the Proxy Statement, by the votes set forth below.

 

For	299,183,089
Against	36,545,526
Abstain	337,416
Broker Non-Votes	14,152,727

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

		EQUITY RESIDENTIAL
Date: July 1, 2025		By: /s/ Scott J. Fenster
		Name: Scott J. Fenster
		Its: Executive Vice President and General Counsel