David Helfand - Feb 7, 2023 Form 4 Insider Report for Equity Commonwealth (EQC)

Signature
/s/ Orrin S. Shifrin, attorney-in-fact
Stock symbol
EQC
Transactions as of
Feb 7, 2023
Transactions value $
-$1,272,717
Form type
4
Date filed
2/8/2023, 03:53 PM
Previous filing
Jan 27, 2023
Next filing
Jan 30, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EQC Common Shares of Beneficial Interest Options Exercise +29.5K +3.08% 989K Feb 7, 2023 Direct F1
transaction EQC Common Shares of Beneficial Interest Award +57.8K +5.84% 1.05M Feb 7, 2023 Direct F1
transaction EQC Common Shares of Beneficial Interest Tax liability -$1.27M -50.3K -4.81% $25.30 996K Feb 7, 2023 Direct F2
holding EQC Common Shares of Beneficial Interest 290 Feb 7, 2023 See footnote F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

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 -29.5K -100% 0 Feb 7, 2023 Common Shares of Beneficial Interest 29.5K Direct F4, F5
transaction EQC Restricted Share Units Award +57.8K 57.8K Feb 7, 2023 Common Shares of Beneficial Interest 57.8K Direct F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

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 to the Reporting Person 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 Reflects Common Shares surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted Common Shares and RSUs.
F3 These shares are held by EGI-CW Holdings, L.L.C. ("EGI-CW"). The Reporting Person is a member of EGI-Fund (14-16) Investors, L.L.C. ("EGI-Fund (14-16)"), which is a member of EGI-CW. The shares reported represent only the number of shares in which the Reporting Person has a pecuniary interest in accordance with his proportionate interest in EGI-Fund (14-16).
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 59,017 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 Reflects RSUs that were issued to the Reporting Person as a result of certain performance criteria being met with respect to previously granted RSUs. These RSUs will vest in February of 2024, subject to the Reporting Person's continued employment with Equity Commonwealth through such date.