| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | EQC | Common Shares of Beneficial Interest | Options Exercise | +19.3K | +2.4% | 825K | Feb 7, 2023 | See footnote | F1, F2 | ||
| holding | EQC | Common Shares of Beneficial Interest | 2.58M | Feb 7, 2023 | See footnote | F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | EQC | Restricted Share Units | Options Exercise | -19.3K | -100% | 0 | Feb 7, 2023 | Common Shares of Beneficial Interest | 19.3K | See footnote | F2, F4, F5 | |||
| transaction | EQC | LTIP Units | Award | +75.7K | 75.7K | Feb 7, 2023 | Common Shares of Beneficial Interest | 75.7K | See footnote | F2, F6, F7 |
| Id | Content |
|---|---|
| F1 | Each Common Share of Beneficial Interest of Equity Commonwealth ("Common Share") was received in exchange for one Restricted Share Unit ("RSU"), subject to the terms and conditions set forth in the applicable Equity Commonwealth equity compensation plan and the applicable RSU agreement for the Reporting Person. Reflects Common Shares that were issued as a result of certain performance criteria being met with respect to previously granted RSUs, and a portion of such RSUs vesting on the Transaction Date. |
| F2 | These shares/units, as applicable, are held by the Samuel Zell Revocable Trust, of which the Reporting Person is the trustee and a beneficiary. |
| F3 | These shares are held by EGI-CW Holdings, L.L.C. ("EGI-CW"), which is indirectly controlled by Chai Trust Company, LLC ("Chai"). Two entities, in which trusts established for the benefit of the family of the Reporting Person, the trustee of each of which is Chai, indirectly own interests, are members of EGI-CW. The Reporting Person is not an officer or a director of Chai and does not have voting or dispositive power over the shares, and therefore disclaims beneficial ownership thereof, except to the extent of any pecuniary interest therein indirectly held by his family. |
| F4 | Each RSU represents the right to receive one Common Share, subject to the terms and conditions set forth in the applicable Equity Commonwealth equity compensation plan and the applicable RSU agreement for the Reporting Person. |
| F5 | On February 9, 2022, the Reporting Person received 38,687 RSUs as a result of certain performance criteria being met with respect to previously granted RSUs, vesting in two equal installments on February 9, 2022 and in February of 2023, subject to the Reporting Person's continued employment with Equity Commonwealth through such date. |
| F6 | Each LTIP Unit converts automatically into one share of beneficial interest, designated as a unit (an "OP Unit"), in EQC Operating Trust when the LTIP Unit becomes vested and upon equalization of its capital account with the per-unit capital account of OP Units. OP Units are redeemable for cash or, at the option of Equity Commonwealth, exchangeable for common shares of Equity Commonwealth on a one-for-one basis. |
| F7 | Represents LTIP Units issued pursuant to the applicable Equity Commonwealth equity compensation plan. The LTIP Units (or OP Units as applicable) were issued to the Reporting Person as a result of certain performance criteria being met with respect to previously granted LTIP Units, 50% of which are vested (and converted to OP Units) as of the date hereof and 50% of which will vest in February of 2024, subject to the Reporting Person's continued service with Equity Commonwealth through such date. |