Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

The shares of the Company’s common stock are traded on the New York Stock Exchange (“NYSE”) under the symbol ESS. Essex's common stock has been traded on the NYSE since June 13, 1994. The high, low and closing price per share of common stock reported on the NYSE for the quarters indicated are as follows:

The closing price of Essex's common stock as reported by the NYSE on February 15, 2018 was $229.57.

There is no established public trading market for EPLP’s Operating Partnership limited partnership units ("OP Units").

Holders

The approximate number of holders of record of the shares of Essex's common stock was 1,271 as of February 15, 2018. This number does not include stockholders whose shares are held in investment accounts by other entities. Essex believes the actual number of stockholders is greater than the number of holders of record.

As of February 15, 2018, there were 174 holders of record of EPLP’s OP Units, including Essex.

Return of Capital

Under provisions of the Code, the portion of the cash dividend, if any, that exceeds earnings and profits is considered a return of capital. The return of capital is generated due to a variety of factors, including the deduction of non-cash expenses, primarily depreciation, in the determination of earnings and profits.

The status of the cash dividends distributed for the years ended December 31, 2017, 2016, and 2015 related to common stock, and Series H preferred stock for tax purposes are as follows:

Dividends and Distributions

Since Essex's initial public offering on June 13, 1994, Essex and the Operating Partnership have paid regular quarterly dividends/distributions to their stockholders and unitholders, respectively. Essex paid the following dividends per share of common stock and the Operating Partnership paid the following distributions per OP Unit:

Future dividends/distributions by Essex and the Operating Partnership will be at the discretion of the Board of Directors of Essex and will depend on the actual cash flows from operations of the Company, its financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Code, applicable legal restrictions and such other factors as the Board of Directors deems relevant. There are currently no contractual restrictions on Essex's and the Operating Partnership's present or future ability to pay dividends and distributions, and we do not anticipate that our ability to pay dividends/distributions will be impaired; however, there can be no assurances in that regard.

The Board of Directors has declared a dividend/distribution for the fourth quarter of 2017 of $1.75 per share. The dividend/distribution was paid on January 16, 2018 to stockholders/unitholders of record as of December 29, 2017.

Dividend Reinvestment and Share Purchase Plan

Essex has adopted a dividend reinvestment and share purchase plan designed to provide holders of common stock with a convenient and economical means to reinvest all or a portion of their cash dividends in shares of common stock and to acquire additional shares of common stock through voluntary purchases. Computershare, LLC, which serves as Essex's transfer agent, administers the dividend reinvestment and share purchase plan. For a copy of the plan, contact Computershare, LLC at (312) 360-5354.

Securities Authorized for Issuance under Equity Compensation Plans

The information required by this section is incorporated herein by reference from our Proxy Statement, relating to our 2018 Annual Meeting of Shareholders, under the headings “Equity Compensation Plan Information,” to be filed with the SEC within 120 days of December 31, 2017.

Issuance of Registered Equity Securities

During 2017, the Company issued 345,444 shares of common stock, through its equity distribution program at an average price of $260.38 for proceeds of $89.1 million, net of fees and commissions. During the first quarter of 2018 through February 15, 2018, Essex has not issued any shares of common stock.

Issuer Purchases of Equity Securities

In December 2015, Essex's Board of Directors authorized a stock repurchase plan to allow Essex to acquire shares in an aggregate of up to $250 million. Under this program, through December 2017, the Company had repurchased and retired 5,100 shares totaling $1.0 million, including commissions, at an average stock price of $204.92 per share. As of December 31, 2017, the Company has $249.0 million of purchase authority remaining under the plan.

Performance Graph

The line graph below compares the cumulative total stockholder return on Essex's common stock for the last five years with the cumulative total return on the S&P 500 and the NAREIT All Equity REIT index over the same period. This comparison assumes that the value of the investment in the common stock and each index was $100 on December 31, 2012 and that all dividends were reinvested.

The graph and other information furnished under the above caption “Performance Graph” in this Part II Item 5 of this Form 10-K shall not deemed to be “soliciting material” or to be “filed” with the SEC or subject to Regulation 14A or 14C, or to the liabilities of the Exchange Act.

Unregistered Sales of Equity Securities

During the years ended December 31, 2017 and 2016, the Operating Partnership issued partnership units in private placements in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act, in the amounts and for the consideration set forth below:

During the years ended December 31, 2017 and 2016, Essex issued an aggregate of 176,489 and 137,622 shares of its common stock upon the exercise of stock options, respectively. Essex contributed the proceeds from the option exercises of $26.6 million and $18.9 million to the Operating Partnership in exchange for an aggregate of 176,489 and 137,622 OP Units, as required by the Operating Partnership’s partnership agreement, during the years ended December 31, 2017 and 2016, respectively.

During the years ended December 31, 2017 and 2016, Essex issued an aggregate of 2,973 and 2,018 shares of its common stock in connection with restricted stock awards for no cash consideration, respectively. For each share of common stock issued by Essex in connection with such awards, the Operating Partnership issued OP Units to Essex as required by the Operating Partnership's partnership agreement, for an aggregate of 2,973 and 2,018 OP Units during the years ended December 31, 2017 and 2016, respectively.

During the years ended December 31, 2017 and 2016, Essex issued an aggregate of 1,500 and 14,094 shares of its common stock in connection with the exchange of OP Units and DownREIT limited partnership units by limited partners into shares of common stock. For each share of common stock issued by Essex in connection with such exchange, the Operating Partnership issued OP Units to Essex as required by the Operating Partnership's partnership agreement, for an aggregate of 1,500 and 14,094 OP Units during the year ended December 31, 2017 and 2016, respectively.

During the year ended December 31, 2017, Essex issued 345,444 shares of Essex's common stock through its equity distribution program. Essex contributed the net proceeds from these share issuances of $89.1 million to the Operating Partnership in exchange for an aggregate of 345,444 OP Units, as required by the Operating Partnership's partnership agreement. No shares of the Company's common stock were issued or sold by Essex pursuant to its equity distribution program during the year ended December 31, 2016.