EQR 10-K Annual Report Dec. 31, 2018 | Alphaminr
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EQR 10-K Fiscal year ended Dec. 31, 2018

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EQUITY RESIDENTIAL
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7. Management S Discussion and Analysis OfItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Articles of Restatement of Declaration of Trust of Equity Residential dated December 9, 2004. Included as Exhibit 3.1 to Equity Residentials Form 10-K for the year ended December 31, 2004. 3.2 Eighth Amended and Restated Bylaws of Equity Residential, effective as of October 1, 2015. Included as Exhibit 3.1 to Equity Residential's Form 8-K dated and filed on October 1, 2015. 3.3 First Amendment to Eighth Amended and Restated Bylaws of Equity Residential, dated November 20, 2017. Included as Exhibit 3.1 to Equity Residential's Form 8-K dated and filed on November 20, 2017. 3.4 Sixth Amended and Restated Agreement of Limited Partnership for ERP Operating Limited Partnership dated as of March 12, 2009. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated March 12, 2009, filed on March 18, 2009. 4.2 First Supplemental Indenture to Indenture, dated as of September 9, 2004. Included as Exhibit 4.2 to ERP Operating Limited Partnerships Form 8-K, filed on September 10, 2004. 4.3 Second Supplemental Indenture to Indenture, dated as of August 23, 2006. Included as Exhibit 4.1 to ERP Operating Limited Partnerships Form 8-K dated August 16, 2006, filed on August 23, 2006. 4.4 Third Supplemental Indenture to Indenture, dated as of June 4, 2007. Included as Exhibit 4.1 to ERP Operating Limited Partnerships Form 8-K dated May 30, 2007, filed on June 1, 2007. 4.5 Fourth Supplemental Indenture to Indenture, dated as of December 12, 2011. Included as Exhibit 4.2 to ERP Operating Limited Partnership's Form 8-K dated December 7, 2011, filed on December 9, 2011. 4.6 Fifth Supplemental Indenture to Indenture, dated as of February 1, 2016. Included as Exhibit 4.6 to Equity Residential's and ERP Operating Limited Partnership's Form10-K for the year ended December 31, 2015. 4.7 Form of 2.375% Note due July 1, 2019. Included as Exhibit 4.1 to ERP Operating Limited Partnership's Form 8-K dated June 16, 2014, filed on June 18, 2014. 4.8 Form of 4.75%Note due July 15, 2020. Included as Exhibit 4.1 to ERP Operating Limited Partnerships Form 8-K dated July 12, 2010, filed on July 15, 2010. 4.9 Form of 4.625% Note due December 15, 2021. Included as Exhibit 4.1 to ERP Operating Limited Partnership's Form 8-K dated December 7, 2011, filed on December 9, 2011. 4.10 Form of 3.00% Note due April 15, 2023. Included as Exhibit 4.1 to ERP Operating Limited Partnership's Form 8-K dated April 3, 2013, filed on April 8, 2013. 4.11 Form of 3.375% Note due June 1, 2025. Included as Exhibit 4.1 to ERP Operating Limited Partnership's Form 8-K dated May 11, 2015, filed on May 13, 2015. 4.13 Form of 2.850% Note due November 1, 2026. Included as Exhibit 4.1 to ERP Operating Limited Partnership's Form 8-K dated October 4, 2016, filed on October 7, 2016. 4.14 Form of 3.250% Note due August 1, 2027. Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated July 31, 2017, filed on August 2, 2017. 4.15 Form of 3.500% Note due March 1, 2028. Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated February 1, 2018, filed on February 6, 2018. 4.16 Form of 4.150% Note due December 1, 2028. Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated November 28, 2018, filed on November 29, 2018. 4.17 Form of 4.500% Note due July 1, 2044. Included as Exhibit 4.2 to ERP Operating Limited Partnership's Form 8-K dated June 16, 2014, filed on June 18, 2014. 4.19 Form of 4.000% Note due August 1, 2047. Included as Exhibit 4.2 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated July 31, 2017, filed on August 2, 2017. 10.4 Revolving Credit Agreement dated as of November 3, 2016 among ERP Operating Limited Partnership, Bank of America, N.A., as Administrative Agent, Wells Fargo Bank, National Association, and JPMorgan Chase Bank, N.A., as Co-Syndication Agents, Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and J.P. Morgan Securities LLC, as Joint Lead Arrangers and Joint Bookrunners, and a syndicate of other banks (the Credit Agreement). Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated and filed November 3, 2016. 10.5 Guaranty of Payment made as of November 3, 2016 between Equity Residential and Bank of America, N.A., as administrative agent for the banks party to the Credit Agreement. Included as Exhibit 10.2 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated and filed November 3, 2016. 10.7 * Equity Residential 2011 Share Incentive Plan. Included as Exhibit 99.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated June 16, 2011, filed on June 22, 2011. 10.8 * First Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended June 30, 2012. 10.9 * Second Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended September 30, 2013. 10.10 * Third Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended March 31, 2014. 10.11 * Fourth Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended September 30, 2014. 10.12 * Fifth Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended June 30, 2016. 10.13 * Sixth Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.18 to Equity Residential's and ERP Operating Limited Partnership's Form 10-K for the year ended December 31, 2016. 10.14 * Seventh Amendment to 2011 Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended September 30, 2017. 10.15 * Equity Residential Second Restated 2002Share Incentive Plan dated December 10, 2008. Included as Exhibit 10.15 to Equity Residential's Form10-K for the year ended December 31, 2008. 10.16 * First Amendment to Second Restated 2002Share Incentive Plan. Included as Exhibit 10.1 to Equity Residential's Form 10-Q for the quarterly period ended September 30, 2010. 10.17 * Second Amendment to Second Restated 2002Share Incentive Plan. Included as Exhibit 10.3 to Equity Residential's Form 10-Q for the quarterly period ended June 30, 2011. 10.18 * Third Amendment to Second Restated 2002 Share Incentive Plan. Included as Exhibit 10.2 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended June 30, 2012. 10.20 * Form of 2015 Performance Award Agreement. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended March 31, 2015. 10.21 * Form of 2018 Long-Term Incentive Plan Award Agreement. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended March 31, 2018. 10.23 * Form of First Amendment to Amended and Restated Change in Control/Severance Agreement with each executive officer. Included as Exhibit 10.1 to Equity Residential's Form 10-Q for the quarterly period ended March 31, 2009. 10.24 * Form of Indemnification Agreement between the Company and each trustee and executive officer. Included as Exhibit 10.18 to Equity Residential's Form10-K for the year ended December 31, 2003. 10.25 * Form of Letter Agreement between Equity Residential and each of David J. Neithercut, Alan W. George and Bruce C. Strohm. Included as Exhibit 10.3 to Equity Residential's Form 10-Q for the quarterly period ended September 30, 2008. 10.26 * Form of Executive Retirement Benefits Agreement. Included as Exhibit 10.24 to Equity Residential's Form10-K for the year ended December 31, 2006. 10.28 * Rule of 70 Retirement Agreement, dated February 28, 2018, by and between Equity Residential and David S. Santee. Included as Exhibit 10.2 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended March 31, 2018. 10.29 * Age 62 Retirement Agreement, dated September 4, 2018, by and between Equity Residential and David J. Neithercut. Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended September 30, 2018. 10.31 * The Equity Residential Supplemental Executive Retirement Plan as Amended and Restated effective April 1, 2017. Included as Exhibit 10.2 to Equity Residential's and ERP Operating Limited Partnership's Form 10-Q for the quarterly period ended June 30, 2017. 10.32 * The Equity Residential Grandfathered Supplemental Executive Retirement Plan as Amended and Restated effective January 1, 2005. Included as Exhibit 10.2 to Equity Residential's Form 10-Q for the quarterly period ended March 31, 2008. 10.33 Distribution Agreement, dated June 29, 2016, among the Company, the Operating Partnership, J.P. Morgan Securities LLC, Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, BNY Mellon Capital Markets, LLC, Morgan Stanley & Co. LLC, Mitsubishi UFJ Securities (USA), Inc., Scotia Capital (USA) Inc. and UBS Securities LLC. Included as Exhibit 1.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated and filed on June 29, 2016. 10.34 Archstone Residual JV, LLC Limited Liability Company Agreement. Included as Exhibit 10.3 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated February 27, 2013, filed on February 28, 2013. 10.35 Archstone Parallel Residual JV, LLC Limited Liability Company Agreement. Included as Exhibit 10.4 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated February 27, 2013, filed on February 28, 2013. 10.36 Archstone Parallel Residual JV 2, LLC Limited Liability Company Agreement. Included as Exhibit 10.5 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated February 27, 2013, filed on February 28, 2013. 10.37 Legacy Holdings JV, LLC Limited Liability Company Agreement. Included as Exhibit 10.6 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated February 27, 2013, filed on February 28, 2013. 21 List of Subsidiaries of Equity Residential and ERP Operating Limited Partnership. Attached herein. 23.1 Consent of Ernst & Young LLP - Equity Residential. Attached herein. 31.1 Equity Residential - Certification of Mark J. Parrell, Chief Executive Officer. Attached herein. 31.2 Equity Residential - Certification of Robert A. Garechana, Chief Financial Officer. Attached herein. 31.3 ERP Operating Limited Partnership - Certification of Mark J. Parrell, Chief Executive Officer of Registrant's General Partner. Attached herein. 31.4 ERP Operating Limited Partnership - Certification of Robert A. Garechana, Chief Financial Officer of Registrant's General Partner. Attached herein. 32.1 Equity Residential - Certification Pursuant to 18U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Mark J. Parrell, Chief Executive Officer of the Company. Attached herein. 32.2 Equity Residential - Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Robert A. Garechana, Chief Financial Officer of the Company. Attached herein. 32.3 ERP Operating Limited Partnership - Certification Pursuant to 18U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Mark J. Parrell, Chief Executive Officer of Registrant's General Partner. Attached herein. 32.4 ERP Operating Limited Partnership - Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Robert A. Garechana, Chief Financial Officer of Registrant's General Partner. Attached herein.