William H. Griffiths - 06 Feb 2024 Form 4 Insider Report for Equity Commonwealth

Role: EVP, CFO & Treasurer
Signature: /s/ Orrin S. Shifrin, attorney-in-fact
Issuer symbol: N/A
Transactions as of: 06 Feb 2024
Net transactions value: -$90,813
Form type: 4
Filing time: 08 Feb 2024, 16:16:52 UTC
Previous filing: 30 Jan 2024
Next filing: 05 Feb 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EQC	Common Shares of Beneficial Interest	Options Exercise		+4,441	+5.4%		86,611	06 Feb 2024	See footnote	F1, F2
transaction	EQC	Common Shares of Beneficial Interest	Award		+3,978	+4.6%		90,589	06 Feb 2024	See footnote	F1, F2
transaction	EQC	Common Shares of Beneficial Interest	Tax liability	$90,813	-4,810	-5.3%	$18.88	85,779	06 Feb 2024	See footnote	F2, F3
holding	EQC	Common Shares of Beneficial Interest						6,746	06 Feb 2024	By LLC	F4

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		-4,441	-100%		0	06 Feb 2024	Common Shares of Beneficial Interest	4,441		See footnote	F2, F5, F6
transaction	EQC	Restricted Share Units	Award		+3,977			3,977	06 Feb 2024	Common Shares of Beneficial Interest	3,977		See footnote	F2, F5, F7

* 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 restricted share unit 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	These shares/units, as applicable, are held by the William Harden Griffiths Revocable Trust, of which the Reporting Person is the trustee and a beneficiary.
F3	Reflects Common Shares surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted Common Shares and RSUs.
F4	These shares are held by BGAC Investments LLC, of which the reporting person and his spouse are members. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F5	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.
F6	On February 7, 2023, the Reporting Person received 8,882 RSUs as a result of certain performance criteria being met with respect to previously granted RSUs, vesting in two equal installments on February 7, 2023 and in February of 2024, subject to the Reporting Person's continued employment with Equity Commonwealth through such date.
F7	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 2025, subject to the Reporting Person's continued employment with Equity Commonwealth through such date.