Item 16. Form 10-K Summary

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Item 16. Form 10-K Summary

None.

EXHIBIT INDEX

The exhibits listed below are filed as part of this report. References to exhibits or other filings under the caption “Location” indicate that the exhibit or other filing has been filed, that the indexed exhibit and the exhibit referred to are the same and that the exhibit referred to is incorporated by reference. The Commission file numbers for our Exchange Act filings referenced below are 1-12252 (Equity Residential) and 0-24920 (ERP Operating Limited Partnership).

ExhibitDescriptionLocation
3.1Articles of Restatement of Declaration of Trust of Equity Residential dated December 9, 2004.Included as Exhibit 3.1 to Equity Residential’s Form 10-K for the year ended December 31, 2004.
3.2Eighth 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.
3.3First 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.
3.4Second Amendment to Eighth Amended and Restated Bylaws of Equity Residential, effective as of May 4, 2020.Included as Exhibit 3.1 to Equity Residential's Form 8-K dated May 4, 2020, filed on May 8, 2020.
3.5Seventh Amended and Restated Agreement of Limited Partnership for ERP Operating Limited Partnership, dated as of March 18, 2021 and effective as of January 1, 2020.Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated March 18, 2021, filed on March 24, 2021.
4.1Description of Equity Residential Common Shares Registered Under Section 12 of the Securities Exchange Act of 1934.Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 10-K for the year ended December 31, 2019.
4.2Description of ERP Operating Limited Partnership Notes Registered Under Section 12 of the Securities Exchange Act of 1934.Included as Exhibit 4.2 to Equity Residential's and ERP Operating Limited Partnership's Form 10-K for the year ended December 31, 2019.
4.3Description of ERP Operating Limited Partnership OP Units Registered Under Section 12 of the Securities Exchange Act of 1934.Attached herein.
4.4Indenture, dated October 1, 1994, between the Operating Partnership and The Bank of New York Mellon Trust Company, N.A., as successor trustee (“Indenture”).Included as Exhibit 4(a) to ERP Operating Limited Partnership’s Form S-3 filed on October 7, 1994. **
4.5First Supplemental Indenture to Indenture, dated as of September 9, 2004.Included as Exhibit 4.2 to ERP Operating Limited Partnership’s Form 8-K, filed on September 10, 2004.
4.6Second Supplemental Indenture to Indenture, dated as of August 23, 2006.Included as Exhibit 4.1 to ERP Operating Limited Partnership’s Form 8-K dated August 16, 2006, filed on August 23, 2006.
4.7Third Supplemental Indenture to Indenture, dated as of June 4, 2007.Included as Exhibit 4.1 to ERP Operating Limited Partnership’s Form 8-K dated May 30, 2007, filed on June 1, 2007.
4.8Fourth 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.
4.9Fifth 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 Form 10-K for the year ended December 31, 2015.
4.10Form 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.
4.11Form 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.
4.12Terms Agreement regarding 7.57% Notes due August 15, 2026.Included as Exhibit 1 to ERP Operating Limited Partnership’s Form 8-K, filed on August 13, 1996.
4.13Form 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.
4.14Form 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.
4.15Form 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.
4.16Form 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.
4.17Form of 3.000% Note due July 1, 2029.Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated June 17, 2019, filed on June 20, 2019.
4.18Form of 2.500% Note due February 15, 2030.Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated August 20, 2019, filed on August 22, 2019.
4.19Form of 1.850% Note due August 1, 2031.Included as Exhibit 4.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated August 3, 2021, filed on August 5, 2021.
4.20Form 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.
4.21Form of 4.500% Note due June 1, 2045.Included as Exhibit 4.2 to ERP Operating Limited Partnership's Form 8-K dated May 11, 2015, filed on May 13, 2015.
4.22Form 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.
10.1*Noncompetition Agreement (Zell).Included as an exhibit to Equity Residential's Form S-11 Registration Statement, File No. 33-63158. **
10.2Revolving Credit Agreement, dated as of November 1, 2019, among ERP Operating Limited Partnership, Bank of America, N.A., as Administrative Agent, and the financial institutions party thereto.Included as Exhibit 10.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated November 1, 2019, filed on November 4, 2019.
10.3First Amendment to Revolving Credit Agreement, dated as of August 31, 2021, among ERP Operating Limited Partnership, Lexford Properties, L.P., and Bank of America, N.A., as Administrative Agent.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, 2021.
10.4Amended and Restated Limited Partnership Agreement of Lexford Properties, L.P.Included as Exhibit 10.16 to Equity Residential's Form 10-K for the year ended December 31, 1999.
10.5*Equity Residential 2019 Share Incentive Plan.Included as Exhibit 99.1 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated June 27, 2019, filed on July 1, 2019.
10.6*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.
10.7*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.
10.8*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.
10.9*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.
10.10*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.
10.11*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.
10.12*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.
10.13*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.
10.14*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.
10.15*Form of Change in Control/Severance Agreement between the Company and other executive officers.Included as Exhibit 10.13 to Equity Residential's Form 10-K for the year ended December 31, 2001.
10.16*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.
10.17*Form of Indemnification Agreement between the Company and each trustee and executive officer.Included as Exhibit 10.18 to Equity Residential's Form 10-K for the year ended December 31, 2003.
10.18*Form of Executive Retirement Benefits Agreement.Included as Exhibit 10.24 to Equity Residential's Form 10-K for the year ended December 31, 2006.
10.19*Retirement Benefits Agreement between Samuel Zell and the Company dated October 18, 2001.Included as Exhibit 10.18 to Equity Residential's Form 10-K for the year ended December 31, 2001.
10.20*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.
10.21*Age 62 Retirement Agreement, dated February 27, 2020, by and between Equity Residential and Alan W. George.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, 2020.
10.22*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.
10.23*Amendment to the Equity Residential Supplemental Executive Retirement Plan, effective as of June 1, 2020.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, 2020.
10.24*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.
10.25Distribution Agreement, dated June 6, 2019, among the Company, the Operating Partnership, JPMorgan Chase Bank, National Association, London Branch, J.P. Morgan Securities LLC, Barclays Bank PLC, Barclays Capital Inc., Bank of America, N.A., BofA Securities, Inc., The Bank of New York Mellon, BNY Mellon Capital Markets, LLC, Morgan Stanley & Co. LLC, MUFG Securities EMEA plc, MUFG Securities Americas Inc., The Bank of Nova Scotia, Scotia Capital (USA) Inc., UBS AG, London Branch 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 6, 2019.
10.26Form of Master Forward Sale Confirmation.Included as Exhibit 1.2 to Equity Residential's and ERP Operating Limited Partnership's Form 8-K dated and filed on June 6, 2019.
10.27Archstone 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.
10.28Archstone 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.
10.29Archstone 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.
10.30Legacy 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.
21List of Subsidiaries of Equity Residential and ERP Operating Limited Partnership.Attached herein.
23.1Consent of Ernst & Young LLP - Equity Residential.Attached herein.
23.2Consent of Ernst & Young LLP - ERP Operating Limited Partnership.Attached herein.
24Power of Attorney.See the signature page to this report.
31.1Equity Residential - Certification of Mark J. Parrell, Chief Executive Officer.Attached herein.
31.2Equity Residential - Certification of Robert A. Garechana, Chief Financial Officer.Attached herein.
31.3ERP Operating Limited Partnership - Certification of Mark J. Parrell, Chief Executive Officer of Registrant's General Partner.Attached herein.
31.4ERP Operating Limited Partnership - Certification of Robert A. Garechana, Chief Financial Officer of Registrant's General Partner.Attached herein.
32.1Equity Residential - Certification Pursuant to 18 U.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.
32.2Equity 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.
32.3ERP 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 Mark J. Parrell, Chief Executive Officer of Registrant's General Partner.Attached herein.
32.4ERP 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.
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).

*Management contracts and compensatory plans or arrangements filed as exhibits to this report are identified by an asterisk.

**Filed on paper – hyperlink is not required pursuant to Rule 105 of Regulation S-T.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

EQUITY RESIDENTIAL
By:/s/ Mark J. Parrell
Mark J. Parrell President and Chief Executive Officer (Principal Executive Officer)
Date:February 17, 2022
ERP OPERATING LIMITED PARTNERSHIP BY: EQUITY RESIDENTIAL ITS GENERAL PARTNER
By:/s/ Mark J. Parrell
Mark J. Parrell President and Chief Executive Officer (Principal Executive Officer)
Date:February 17, 2022

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

POWER OF ATTORNEY

KNOW ALL MEN/WOMEN BY THESE PRESENTS, that each person whose signature appears below, hereby constitutes and appoints Mark J. Parrell, Robert A. Garechana and Ian S. Kaufman, or any of them, his or her attorneys-in-fact and agents, with full power of substitution and resubstitution for him or her in any and all capacities, to do all acts and things which said attorneys and agents, or any of them, deem advisable to enable the company to comply with the Securities Exchange Act of 1934, as amended, and any requirements or regulations of the Securities and Exchange Commission in respect thereof, in connection with the company’s filing of an annual report on Form 10-K for the company’s fiscal year 2021, including specifically, but without limitation of the general authority hereby granted, the power and authority to sign his or her name as a trustee or officer, or both, of the company, as indicated below opposite his or her signature, to the Form 10-K, and any amendment thereto; and each of the undersigned does hereby fully ratify and confirm all that said attorneys and agents, or any of them, or the substitute of any of them, shall do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of each registrant and in the capacities set forth below and on the dates indicated:

NameTitleDate
/s/ Mark J. ParrellPresident, Chief Executive Officer and TrusteeFebruary 17, 2022
Mark J. Parrell(Principal Executive Officer)
/s/ Robert A. GarechanaExecutive Vice President and Chief Financial OfficerFebruary 17, 2022
Robert A. Garechana(Principal Financial Officer)
/s/ Ian S. KaufmanSenior Vice President and Chief Accounting OfficerFebruary 17, 2022
Ian S. Kaufman(Principal Accounting Officer)
/s/ Angela M. AmanTrusteeFebruary 17, 2022
Angela M. Aman
/s/ Raymond BennettTrusteeFebruary 17, 2022
Raymond Bennett
/s/ Linda Walker BynoeTrusteeFebruary 17, 2022
Linda Walker Bynoe
/s/ Connie K. DuckworthTrusteeFebruary 17, 2022
Connie K. Duckworth
/s/ Mary Kay HabenTrusteeFebruary 17, 2022
Mary Kay Haben
/s/ T. Zia HuqueTrusteeFebruary 17, 2022
T. Zia Huque
/s/ John E. NealTrusteeFebruary 17, 2022
John E. Neal
/s/ David J. NeithercutTrusteeFebruary 17, 2022
David J. Neithercut
/s/ Mark S. ShapiroTrusteeFebruary 17, 2022
Mark S. Shapiro
/s/ Stephen E. SterrettTrusteeFebruary 17, 2022
Stephen E. Sterrett
/s/ Samuel ZellChairman of the Board of TrusteesFebruary 17, 2022
Samuel Zell

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

PAGE
FINANCIAL STATEMENTS FILED AS PART OF THIS REPORT
Report of Independent Registered Public Accounting Firm on the Financial Statements (Equity Residential)F-2 to F-3
Report of Independent Registered Public Accounting Firm on the Financial Statements (ERP Operating Limited Partnership)F-4 to F-5
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting (Equity Residential)F-6
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting (ERP Operating Limited Partnership)F-7
Financial Statements of Equity Residential:
Consolidated Balance Sheets as of December 31, 2021 and 2020F-8
Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2021, 2020 and 2019F-9 to F-10
Consolidated Statements of Cash Flows for the years ended December 31, 2021, 2020 and 2019F-11 to F-13
Consolidated Statements of Changes in Equity for the years ended December 31, 2021, 2020 and 2019F-14 to F-15
Financial Statements of ERP Operating Limited Partnership:
Consolidated Balance Sheets as of December 31, 2021 and 2020F-16
Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2021, 2020 and 2019F-17 to F-18
Consolidated Statements of Cash Flows for the years ended December 31, 2021, 2020 and 2019F-19 to F-21
Consolidated Statements of Changes in Capital for the years ended December 31, 2021, 2020 and 2019F-22 to F-23
Notes to Consolidated Financial Statements of Equity Residential and ERP Operating Limited PartnershipF-24 to F-55
SCHEDULE FILED AS PART OF THIS REPORT
Schedule III – Real Estate and Accumulated Depreciation of Equity Residential and ERP Operating Limited PartnershipS-1 to S-12

All other schedules have been omitted because they are inapplicable, not required or the information is included elsewhere in the consolidated financial statements or notes thereto.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of Equity Residential

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Equity Residential (the Company) as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 17, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Impairment of Long-Lived Assets
Description of the MatterAt December 31, 2021, the Company’s net investment in real estate was approximately $19.9 billion. As more fully described in Note 2 to the consolidated financial statements, the Company periodically evaluates its long-lived assets, including its investment in real estate, for impairment. The judgments and assumptions regarding the existence of impairment indicators are based on factors such as operational performance, market conditions, legal and environmental concerns, the Company’s intent and ability to hold the related asset, as well as any significant cost overruns on development properties. If the expected future undiscounted cash flows are less than the carrying amount of the long-lived asset, an impairment loss is recognized for the difference between the estimated fair value and the carrying amount. Auditing the Company's process to evaluate indicators of impairment was complex due to a high degree of subjectivity in the identification of events or changes in circumstances that may indicate impairment was present. Changes in these judgments could have a material impact on the Company’s analysis.

F-2

How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s long-lived asset impairment evaluation, including controls over management’s determination and review of the significant assumptions used in the analyses described above. We performed audit procedures that included, among others, evaluating the judgments used by management to identify whether indicators of impairment were present and testing the significant assumptions and completeness and accuracy of market and operating data used by the Company in its analyses. We reviewed costs incurred on development properties. We compared the significant assumptions used by management to current market data and performed sensitivity analyses of certain significant assumptions, such as market capitalization rates. We also held discussions with management and read the minutes of meetings of the Board of Trustees and related committees to understand whether there were any changes in management’s operating and development plans that would result in the disposal of a property significantly before the end of its useful life.
Acquisitions of Investments in Real Estate
Description of the MatterDuring the year ended December 31, 2021, the Company acquired 17 consolidated apartment properties for an aggregate purchase price of $1.7 billion. The transactions were accounted for as asset acquisitions and the purchase prices were allocated based on the relative fair values of the tangible and identified intangible assets acquired and liabilities assumed. As more fully described in Note 2 to the consolidated financial statements, the estimates used in determining the relative fair values may be based on appraisals, internal analyses of recently acquired and existing comparable properties in the Company’s portfolio, other market data, and internal marketing and leasing activities. Auditing the Company’s estimate of the fair value of the acquired tangible and identified intangible assets and liabilities is complex and requires a higher degree of auditor judgment due to the judgment used by management in selecting key assumptions based on recent comparable transactions or other internal or market data, which are primarily unobservable inputs. The allocation of purchase price to the components of properties acquired could have an effect on the Company’s net income due to the varying useful lives applicable to each component and the recognition of the related depreciation or amortization expense in the Company’s consolidated statements of operations and comprehensive income.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process for estimating the fair value of acquired assets and liabilities and allocating purchase price to the various components, including controls over management’s determination and review of the significant assumptions used in the analyses described above. We evaluated the use of the key assumptions in the valuation models and recalculated the model’s results. To test the fair values of acquired tangible and intangible assets and liabilities used in the purchase price allocation, we performed procedures to evaluate the valuation methods and significant assumptions used by management. We evaluated the completeness and accuracy of the underlying data supporting the determination of the various inputs. We involved our real estate valuation specialists to assist us in evaluating the Company’s methodology and assumptions, including those related to land and building values, estimated replacement costs, market rental rates and capitalization rates.
/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
We have served as the Company’s auditor since 1996.
Chicago, Illinois
February 17, 2022

F-3

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of ERP Operating Limited Partnership

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of ERP Operating Limited Partnership (the Operating Partnership) as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive income, changes in capital and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Operating Partnership at December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Operating Partnership’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 17, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Operating Partnership’s management. Our responsibility is to express an opinion on the Operating Partnership’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Impairment of Long-Lived Assets
Description of the MatterAt December 31, 2021, the Operating Partnership’s net investment in real estate was approximately $19.9 billion. As more fully described in Note 2 to the consolidated financial statements, the Operating Partnership periodically evaluates its long-lived assets, including its investment in real estate, for impairment. The judgments and assumptions regarding the existence of impairment indicators are based on factors such as operational performance, market conditions, legal and environmental concerns, the Operating Partnership’s intent and ability to hold the related asset, as well as any significant cost overruns on development properties. If the expected future undiscounted cash flows are less than the carrying amount of the long-lived asset, an impairment loss is recognized for the difference between the estimated fair value and the carrying amount. Auditing the Operating Partnership's process to evaluate indicators of impairment was complex due to a high degree of subjectivity in the identification of events or changes in circumstances that may indicate impairment was present. Changes in these judgments could have a material impact on the Operating Partnership’s analysis.

F-4

How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Operating Partnership’s long-lived asset impairment evaluation, including controls over management’s determination and review of the significant assumptions used in the analyses described above. We performed audit procedures that included, among others, evaluating the judgments used by management to identify whether indicators of impairment were present and testing the significant assumptions and completeness and accuracy of market and operating data used by the Operating Partnership in its analyses. We reviewed costs incurred on development properties. We compared the significant assumptions used by management to current market data and performed sensitivity analyses of certain significant assumptions, such as market capitalization rates. We also held discussions with management and read the minutes of meetings of the Board of Trustees and related committees to understand whether there were any changes in management’s operating and development plans that would result in the disposal of a property significantly before the end of its useful life.
Acquisitions of Investments in Real Estate
Description of the MatterDuring the year ended December 31, 2021, the Operating Partnership acquired 17 consolidated apartment properties for an aggregate purchase price of $1.7 billion. The transactions were accounted for as asset acquisitions and the purchase prices were allocated based on the relative fair values of the tangible and identified intangible assets acquired and liabilities assumed. As more fully described in Note 2 to the consolidated financial statements, the estimates used in determining the relative fair values may be based on appraisals, internal analyses of recently acquired and existing comparable properties in the Operating Partnership’s portfolio, other market data, and internal marketing and leasing activities. Auditing the Operating Partnership’s estimate of the fair value of the acquired tangible and identified intangible assets and liabilities is complex and requires a higher degree of auditor judgment due to the judgment used by management in selecting key assumptions based on recent comparable transactions or other internal or market data, which are primarily unobservable inputs. The allocation of purchase price to the components of properties acquired could have an effect on the Operating Partnership’s net income due to the varying useful lives applicable to each component and the recognition of the related depreciation or amortization expense in the Operating Partnership’s consolidated statements of operations and comprehensive income.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Operating Partnership’s process for estimating the fair value of acquired assets and liabilities and allocating purchase price to the various components, including controls over management’s determination and review of the significant assumptions used in the analyses described above. We evaluated the use of the key assumptions in the valuation models and recalculated the model’s results. To test the fair values of acquired tangible and intangible assets and liabilities used in the purchase price allocation, we performed procedures to evaluate the valuation methods and significant assumptions used by management. We evaluated the completeness and accuracy of the underlying data supporting the determination of the various inputs. We involved our real estate valuation specialists to assist us in evaluating the Operating Partnership’s methodology and assumptions, including those related to land and building values, estimated replacement costs, market rental rates and capitalization rates.
/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
We have served as the Operating Partnership’s auditor since 1996.
Chicago, Illinois
February 17, 2022

F-5

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Trustees of Equity Residential

Opinion on Internal Control over Financial Reporting

We have audited Equity Residential’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Equity Residential (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 17, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and trustees of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
Chicago, Illinois
February 17, 2022

F-6

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of ERP Operating Limited Partnership

Opinion on Internal Control over Financial Reporting

We have audited ERP Operating Limited Partnership’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, ERP Operating Limited Partnership (the Operating Partnership) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Operating Partnership as of December 31, 2021 and 2020, the related consolidated statements of operations and comprehensive income, changes in capital and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 17, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

The Operating Partnership’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Operating Partnership’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and trustees of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
Chicago, Illinois
February 17, 2022

F-7

EQUITY RESIDENTIAL

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands except for share amounts)

December 31,December 31,
20212020
ASSETS
Land$5,814,790$5,785,367
Depreciable property22,370,81120,920,654
Projects under development24,307411,134
Land held for development62,99886,170
Investment in real estate28,272,90627,203,325
Accumulated depreciation(8,354,282)(7,859,657)
Investment in real estate, net19,918,62419,343,668
Investments in unconsolidated entities127,44852,782
Cash and cash equivalents123,83242,591
Restricted deposits236,40457,137
Right-of-use assets474,713499,287
Other assets288,220291,426
Total assets$21,169,241$20,286,891
LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable, net$2,191,201$2,293,890
Notes, net5,835,2225,335,536
Line of credit and commercial paper315,030414,830
Accounts payable and accrued expenses107,013107,366
Accrued interest payable69,51065,896
Lease liabilities312,335329,130
Other liabilities353,102345,064
Security deposits66,14160,480
Distributions payable233,502232,262
Total liabilities9,483,0569,184,454
Commitments and contingencies
Redeemable Noncontrolling Interests – Operating Partnership498,977338,951
Equity:
Shareholders' equity:
Preferred Shares of beneficial interest, $0.01 par value; 100,000,000 shares authorized; 745,600 shares issued and outstanding as of December 31, 2021 and December 31, 202037,28037,280
Common Shares of beneficial interest, $0.01 par value; 1,000,000,000 shares authorized; 375,527,195 shares issued and outstanding as of December 31, 2021 and 372,302,000 shares issued and outstanding as of December 31, 20203,7553,723
Paid in capital9,121,1229,128,599
Retained earnings1,827,0631,399,715
Accumulated other comprehensive income (loss)(34,272)(43,666)
Total shareholders’ equity10,954,94810,525,651
Noncontrolling Interests:
Operating Partnership214,094233,162
Partially Owned Properties18,1664,673
Total Noncontrolling Interests232,260237,835
Total equity11,187,20810,763,486
Total liabilities and equity$21,169,241$20,286,891

See accompanying notes

F-8

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Amounts in thousands except per share data)

Year Ended December 31,
202120202019
REVENUES
Rental income$2,463,997$2,571,705$2,700,691
EXPENSES
Property and maintenance453,532440,998446,845
Real estate taxes and insurance397,105381,562366,139
Property management98,15593,82595,344
General and administrative56,50648,30552,757
Depreciation838,272820,832831,083
Total expenses1,843,5701,785,5221,792,168
Net gain (loss) on sales of real estate properties1,072,183531,807447,637
Impairment(16,769)——
Operating income1,675,8411,317,9901,356,160
Interest and other income25,6665,9353,201
Other expenses(19,275)(17,510)(18,177)
Interest:
Expense incurred, net(272,473)(365,073)(390,076)
Amortization of deferred financing costs(8,737)(8,939)(11,670)
Income before income and other taxes, income (loss) from investments in unconsolidated entities and net gain (loss) on sales of land parcels1,401,022932,403939,438
Income and other tax (expense) benefit(915)(852)2,281
Income (loss) from investments in unconsolidated entities(3,398)(3,284)65,945
Net gain (loss) on sales of land parcels534,2342,044
Net income1,396,714962,5011,009,708
Net (income) loss attributable to Noncontrolling Interests:
Operating Partnership(45,900)(34,010)(36,034)
Partially Owned Properties(17,964)(14,855)(3,297)
Net income attributable to controlling interests1,332,850913,636970,377
Preferred distributions(3,090)(3,090)(3,090)
Net income available to Common Shares$1,329,760$910,546$967,287
Earnings per share – basic:
Net income available to Common Shares$3.56$2.45$2.61
Weighted average Common Shares outstanding373,833371,791370,461
Earnings per share – diluted:
Net income available to Common Shares$3.54$2.45$2.60
Weighted average Common Shares outstanding388,089385,874386,333

See accompanying notes

F-9

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Continued)

(Amounts in thousands except per share data)

Year Ended December 31,
202120202019
Comprehensive income:
Net income$1,396,714$962,501$1,009,708
Other comprehensive income (loss):
Other comprehensive income (loss) – derivative instruments:
Unrealized holding gains (losses) arising during the year—(1,190)(33,765)
Losses reclassified into earnings from other comprehensive income9,39435,08721,188
Other comprehensive income (loss)9,39433,897(12,577)
Comprehensive income1,406,108996,398997,131
Comprehensive (income) attributable to Noncontrolling Interests(64,183)(50,084)(38,872)
Comprehensive income attributable to controlling interests$1,341,925$946,314$958,259

See accompanying notes

F-10

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

Year Ended December 31,
202120202019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income$1,396,714$962,501$1,009,708
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation838,272820,832831,083
Amortization of deferred financing costs8,7378,93911,670
Amortization of above/below market lease intangibles(154)(71)(71)
Amortization of discounts and premiums on debt5,3025,23111,780
Amortization of deferred settlements on derivative instruments9,38235,07521,176
Amortization of right-of-use assets13,26611,68211,764
Impairment16,769——
Write-off of pursuit costs6,5266,8695,529
(Income) loss from investments in unconsolidated entities3,3983,284(65,945)
Distributions from unconsolidated entities – return on capital561002,621
Net (gain) loss on sales of real estate properties(1,072,183)(531,807)(447,637)
Net (gain) loss on sales of land parcels(5)(34,234)(2,044)
Net (gain) loss on debt extinguishment—26,15013,647
Realized/unrealized (gain) loss on derivative instruments—50—
Realized (gain) loss on sale of investment securities(23,432)——
Compensation paid with Company Common Shares27,81023,17424,449
Other operating activities, net—1,805(287)
Changes in assets and liabilities:
(Increase) decrease in other assets5,906(53,021)6,278
Increase (decrease) in accounts payable and accrued expenses15,3814705,116
Increase (decrease) in accrued interest payable3,614(956)4,230
Increase (decrease) in lease liabilities(5,122)(2,204)(2,269)
Increase (decrease) in other liabilities4,286(8,751)13,382
Increase (decrease) in security deposits5,661(9,582)2,804
Net cash provided by operating activities1,260,1841,265,5361,456,984
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in real estate – acquisitions(1,712,131)(48,898)(1,518,878)
Investment in real estate – development/other(206,421)(230,332)(195,692)
Capital expenditures to real estate(151,019)(135,979)(178,423)
Non-real estate capital additions(1,696)(20,100)(4,955)
Interest capitalized for real estate and unconsolidated entities under development(15,932)(10,165)(6,884)
Proceeds from disposition of real estate, net1,707,7471,113,9721,064,619
Investments in unconsolidated entities – acquisitions(48,534)——
Investments in unconsolidated entities – other(31,257)(5,775)(9,604)
Distributions from unconsolidated entities – return of capital1,5161,63678,262
Purchase of investment securities and other investments(168,291)(773)(269)
Proceeds from sale of investment securities191,398——
Net cash provided by (used for) investing activities(434,620)663,586(771,824)

See accompanying notes

F-11

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Amounts in thousands)

Year Ended December 31,
202120202019
CASH FLOWS FROM FINANCING ACTIVITIES:
Debt financing costs$(6,446)$(2,923)$(19,812)
Mortgage notes payable, net:
Proceeds58,428519,204295,771
Lump sum payoffs(156,815)(160,522)(743,021)
Scheduled principal repayments(7,465)(7,759)(6,808)
Net gain (loss) on debt extinguishment—(327)(3,381)
Notes, net:
Proceeds497,470—1,194,468
Lump sum payoffs—(750,000)(1,050,000)
Net gain (loss) on debt extinguishment—(25,823)(10,266)
Line of credit and commercial paper:
Line of credit proceeds10,0001,870,0006,010,000
Line of credit repayments(10,000)(1,890,000)(5,990,000)
Commercial paper proceeds7,590,2007,450,99715,944,800
Commercial paper repayments(7,690,000)(8,034,000)(15,446,150)
Proceeds from (payments on) settlement of derivative instruments—(1,240)(41,616)
Prepaid finance ground lease——(34,734)
Finance ground lease principal payments(365)——
Proceeds from Employee Share Purchase Plan (ESPP)4,2654,5083,116
Proceeds from exercise of options85,44512,27577,785
Payment of offering costs(428)—(991)
Other financing activities, net(63)(63)(80)
Contributions – Noncontrolling Interests – Partially Owned Properties1,3944177,337
Contributions – Noncontrolling Interests – Operating Partnership—132
Distributions:
Common Shares(900,468)(883,938)(831,111)
Preferred Shares(3,090)(3,090)(3,090)
Noncontrolling Interests – Operating Partnership(31,316)(32,403)(29,615)
Noncontrolling Interests – Partially Owned Properties(5,802)(11,719)(7,078)
Net cash provided by (used for) financing activities(565,056)(1,946,393)(684,474)
Net increase (decrease) in cash and cash equivalents and restricted deposits260,508(17,271)686
Cash and cash equivalents and restricted deposits, beginning of year99,728116,999116,313
Cash and cash equivalents and restricted deposits, end of year$360,236$99,728$116,999
Cash and cash equivalents and restricted deposits, end of year
Cash and cash equivalents$123,832$42,591$45,753
Restricted deposits236,40457,13771,246
Total cash and cash equivalents and restricted deposits, end of year$360,236$99,728$116,999

See accompanying notes

F-12

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Amounts in thousands)

Year Ended December 31,
202120202019
SUPPLEMENTAL INFORMATION:
Cash paid for interest, net of amounts capitalized$252,838$320,854$342,048
Net cash paid (received) for income and other taxes$1,179$(1,038)$(585)
Amortization of deferred financing costs:
Investment in real estate, net$(353)$(240)$(120)
Other assets$2,338$2,338$2,987
Mortgage notes payable, net$2,743$1,815$3,934
Notes, net$4,009$5,026$4,869
Amortization of discounts and premiums on debt:
Mortgage notes payable, net$2,764$2,234$8,618
Notes, net$2,538$2,997$3,162
Amortization of deferred settlements on derivative instruments:
Other liabilities$(12)$(12)$(12)
Accumulated other comprehensive income$9,394$35,087$21,188
Write-off of pursuit costs:
Investment in real estate, net$5,918$6,566$5,451
Other assets$582$271$62
Accounts payable and accrued expenses$26$32$16
(Income) loss from investments in unconsolidated entities:
Investments in unconsolidated entities$2,122$1,995$(67,268)
Other liabilities$1,276$1,289$1,323
Realized/unrealized (gain) loss on derivative instruments:
Other assets$—$—$2,002
Notes, net$—$—$2,277
Other liabilities$—$1,240$29,486
Accumulated other comprehensive income$—$(1,190)$(33,765)
Interest capitalized for real estate and unconsolidated entities under development:
Investment in real estate, net$(15,318)$(10,165)$(6,884)
Investments in unconsolidated entities$(614)$—$—
Investments in unconsolidated entities – other:
Investment in real estate, net$1,395$—$—
Investments in unconsolidated entities$(30,642)$(4,275)$(7,504)
Other liabilities$(2,010)$(1,500)$(2,100)
Debt financing costs:
Other assets$229$(231)$(6,909)
Mortgage notes payable, net$(2,344)$(2,692)$(2,354)
Notes, net$(4,331)$—$(10,549)
Right-of-use assets and lease liabilities initial measurement and reclassifications:
Right-of-use assets$11,308$—$(489,517)
Other assets$—$—$184,116
Lease liabilities$(11,308)$—$333,603
Other liabilities$—$—$(28,202)
Non-cash share distribution from unconsolidated entities:
Investments in unconsolidated entities$1,430$—$—
Other assets$(1,430)$—$—

See accompanying notes

F-13

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Amounts in thousands except per share data)

Year Ended December 31,
202120202019
SHAREHOLDERS’ EQUITY
PREFERRED SHARES
Balance, beginning of year$37,280$37,280$37,280
Balance, end of year$37,280$37,280$37,280
COMMON SHARES, $0.01 PAR VALUE
Balance, beginning of year$3,723$3,717$3,694
Conversion of OP Units into Common Shares1313
Exercise of share options17217
Employee Share Purchase Plan (ESPP)111
Share-based employee compensation expense:
Restricted shares122
Balance, end of year$3,755$3,723$3,717
PAID IN CAPITAL
Balance, beginning of year$9,128,599$8,965,577$8,935,453
Common Share Issuance:
Conversion of OP Units into Common Shares74,0504,69510,407
Exercise of share options85,42812,27377,768
Employee Share Purchase Plan (ESPP)4,2644,5073,115
Share-based employee compensation expense:
Restricted shares8,38811,22312,436
Share options3,1012,3492,675
ESPP discount991944642
Offering costs(428)—(991)
Supplemental Executive Retirement Plan (SERP)(1,335)(395)(1,675)
Change in market value of Redeemable Noncontrolling Interests – Operating Partnership(158,598)125,224(82,283)
Adjustment for Noncontrolling Interests ownership in Operating Partnership(23,338)2,2028,030
Balance, end of year$9,121,122$9,128,599$8,965,577
RETAINED EARNINGS
Balance, beginning of year$1,399,715$1,386,495$1,261,763
Net income attributable to controlling interests1,332,850913,636970,377
Common Share distributions(902,412)(897,326)(842,555)
Preferred Share distributions(3,090)(3,090)(3,090)
Balance, end of year$1,827,063$1,399,715$1,386,495
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Balance, beginning of year$(43,666)$(77,563)$(64,986)
Accumulated other comprehensive income (loss) – derivative instruments:
Unrealized holding gains (losses) arising during the year—(1,190)(33,765)
Losses reclassified into earnings from other comprehensive income9,39435,08721,188
Balance, end of year$(34,272)$(43,666)$(77,563)
DISTRIBUTIONS
Distributions declared per Common Share outstanding$2.41$2.41$2.27

See accompanying notes

F-14

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Continued)

(Amounts in thousands except per share data)

Year Ended December 31,
202120202019
NONCONTROLLING INTERESTS
OPERATING PARTNERSHIP
Balance, beginning of year$233,162$227,837$228,738
Issuance of restricted units to Noncontrolling Interests—132
Conversion of OP Units held by Noncontrolling Interests into OP Units held by General Partner(74,063)(4,696)(10,410)
Equity compensation associated with Noncontrolling Interests17,79711,92613,410
Net income attributable to Noncontrolling Interests45,90034,01036,034
Distributions to Noncontrolling Interests(30,612)(32,951)(29,896)
Change in carrying value of Redeemable Noncontrolling Interests – Operating Partnership(1,428)(775)(2,011)
Adjustment for Noncontrolling Interests ownership in Operating Partnership23,338(2,202)(8,030)
Balance, end of year$214,094$233,162$227,837
PARTIALLY OWNED PROPERTIES
Balance, beginning of year$4,673$1,183$(2,293)
Net income attributable to Noncontrolling Interests17,96414,8553,297
Contributions by Noncontrolling Interests1,3944177,337
Distributions to Noncontrolling Interests(5,865)(11,782)(7,158)
Balance, end of year$18,166$4,673$1,183

See accompanying notes

F-15

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

December 31,December 31,
20212020
ASSETS
Land$5,814,790$5,785,367
Depreciable property22,370,81120,920,654
Projects under development24,307411,134
Land held for development62,99886,170
Investment in real estate28,272,90627,203,325
Accumulated depreciation(8,354,282)(7,859,657)
Investment in real estate, net19,918,62419,343,668
Investments in unconsolidated entities127,44852,782
Cash and cash equivalents123,83242,591
Restricted deposits236,40457,137
Right-of-use assets474,713499,287
Other assets288,220291,426
Total assets$21,169,241$20,286,891
LIABILITIES AND CAPITAL
Liabilities:
Mortgage notes payable, net$2,191,201$2,293,890
Notes, net5,835,2225,335,536
Line of credit and commercial paper315,030414,830
Accounts payable and accrued expenses107,013107,366
Accrued interest payable69,51065,896
Lease liabilities312,335329,130
Other liabilities353,102345,064
Security deposits66,14160,480
Distributions payable233,502232,262
Total liabilities9,483,0569,184,454
Commitments and contingencies
Redeemable Limited Partners498,977338,951
Capital:
Partners’ Capital:
Preference Units37,28037,280
General Partner10,951,94010,532,037
Limited Partners214,094233,162
Accumulated other comprehensive income (loss)(34,272)(43,666)
Total partners’ capital11,169,04210,758,813
Noncontrolling Interests – Partially Owned Properties18,1664,673
Total capital11,187,20810,763,486
Total liabilities and capital$21,169,241$20,286,891

See accompanying notes

F-16

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Amounts in thousands except per Unit data)

Year Ended December 31,
202120202019
REVENUES
Rental income$2,463,997$2,571,705$2,700,691
EXPENSES
Property and maintenance453,532440,998446,845
Real estate taxes and insurance397,105381,562366,139
Property management98,15593,82595,344
General and administrative56,50648,30552,757
Depreciation838,272820,832831,083
Total expenses1,843,5701,785,5221,792,168
Net gain (loss) on sales of real estate properties1,072,183531,807447,637
Impairment(16,769)——
Operating income1,675,8411,317,9901,356,160
Interest and other income25,6665,9353,201
Other expenses(19,275)(17,510)(18,177)
Interest:
Expense incurred, net(272,473)(365,073)(390,076)
Amortization of deferred financing costs(8,737)(8,939)(11,670)
Income before income and other taxes, income (loss) from investments in unconsolidated entities and net gain (loss) on sales of land parcels1,401,022932,403939,438
Income and other tax (expense) benefit(915)(852)2,281
Income (loss) from investments in unconsolidated entities(3,398)(3,284)65,945
Net gain (loss) on sales of land parcels534,2342,044
Net income1,396,714962,5011,009,708
Net (income) loss attributable to Noncontrolling Interests – Partially Owned Properties(17,964)(14,855)(3,297)
Net income attributable to controlling interests$1,378,750$947,646$1,006,411
ALLOCATION OF NET INCOME:
Preference Units$3,090$3,090$3,090
General Partner$1,329,760$910,546$967,287
Limited Partners45,90034,01036,034
Net income available to Units$1,375,660$944,556$1,003,321
Earnings per Unit – basic:
Net income available to Units$3.56$2.45$2.61
Weighted average Units outstanding386,096384,794383,368
Earnings per Unit – diluted:
Net income available to Units$3.54$2.45$2.60
Weighted average Units outstanding388,089385,874386,333

See accompanying notes

F-17

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Continued)

(Amounts in thousands except per Unit data)

Year Ended December 31,
202120202019
Comprehensive income:
Net income$1,396,714$962,501$1,009,708
Other comprehensive income (loss):
Other comprehensive income (loss) – derivative instruments:
Unrealized holding gains (losses) arising during the year—(1,190)(33,765)
Losses reclassified into earnings from other comprehensive income9,39435,08721,188
Other comprehensive income (loss)9,39433,897(12,577)
Comprehensive income1,406,108996,398997,131
Comprehensive (income) attributable to Noncontrolling Interests – Partially Owned Properties(17,964)(14,855)(3,297)
Comprehensive income attributable to controlling interests$1,388,144$981,543$993,834

See accompanying notes

F-18

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

Year Ended December 31,
202120202019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income$1,396,714$962,501$1,009,708
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation838,272820,832831,083
Amortization of deferred financing costs8,7378,93911,670
Amortization of above/below market lease intangibles(154)(71)(71)
Amortization of discounts and premiums on debt5,3025,23111,780
Amortization of deferred settlements on derivative instruments9,38235,07521,176
Amortization of right-of-use assets13,26611,68211,764
Impairment16,769——
Write-off of pursuit costs6,5266,8695,529
(Income) loss from investments in unconsolidated entities3,3983,284(65,945)
Distributions from unconsolidated entities – return on capital561002,621
Net (gain) loss on sales of real estate properties(1,072,183)(531,807)(447,637)
Net (gain) loss on sales of land parcels(5)(34,234)(2,044)
Net (gain) loss on debt extinguishment—26,15013,647
Realized/unrealized (gain) loss on derivative instruments—50—
Realized (gain) loss on sale of investment securities(23,432)——
Compensation paid with Company Common Shares27,81023,17424,449
Other operating activities, net—1,805(287)
Changes in assets and liabilities:
(Increase) decrease in other assets5,906(53,021)6,278
Increase (decrease) in accounts payable and accrued expenses15,3814705,116
Increase (decrease) in accrued interest payable3,614(956)4,230
Increase (decrease) in lease liabilities(5,122)(2,204)(2,269)
Increase (decrease) in other liabilities4,286(8,751)13,382
Increase (decrease) in security deposits5,661(9,582)2,804
Net cash provided by operating activities1,260,1841,265,5361,456,984
CASH FLOWS FROM INVESTING ACTIVITIES:
Investment in real estate – acquisitions(1,712,131)(48,898)(1,518,878)
Investment in real estate – development/other(206,421)(230,332)(195,692)
Capital expenditures to real estate(151,019)(135,979)(178,423)
Non-real estate capital additions(1,696)(20,100)(4,955)
Interest capitalized for real estate and unconsolidated entities under development(15,932)(10,165)(6,884)
Proceeds from disposition of real estate, net1,707,7471,113,9721,064,619
Investments in unconsolidated entities – acquisitions(48,534)——
Investments in unconsolidated entities – other(31,257)(5,775)(9,604)
Distributions from unconsolidated entities – return of capital1,5161,63678,262
Purchase of investment securities and other investments(168,291)(773)(269)
Proceeds from sale of investment securities191,398——
Net cash provided by (used for) investing activities(434,620)663,586(771,824)

See accompanying notes

F-19

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Amounts in thousands)

Year Ended December 31,
202120202019
CASH FLOWS FROM FINANCING ACTIVITIES:
Debt financing costs$(6,446)$(2,923)$(19,812)
Mortgage notes payable, net:
Proceeds58,428519,204295,771
Lump sum payoffs(156,815)(160,522)(743,021)
Scheduled principal repayments(7,465)(7,759)(6,808)
Net gain (loss) on debt extinguishment—(327)(3,381)
Notes, net:
Proceeds497,470—1,194,468
Lump sum payoffs—(750,000)(1,050,000)
Net gain (loss) on debt extinguishment—(25,823)(10,266)
Line of credit and commercial paper:
Line of credit proceeds10,0001,870,0006,010,000
Line of credit repayments(10,000)(1,890,000)(5,990,000)
Commercial paper proceeds7,590,2007,450,99715,944,800
Commercial paper repayments(7,690,000)(8,034,000)(15,446,150)
Proceeds from (payments on) settlement of derivative instruments—(1,240)(41,616)
Prepaid finance ground lease——(34,734)
Finance ground lease principal payments(365)——
Proceeds from EQR’s Employee Share Purchase Plan (ESPP)4,2654,5083,116
Proceeds from exercise of EQR options85,44512,27577,785
Payment of offering costs(428)—(991)
Other financing activities, net(63)(63)(80)
Contributions – Noncontrolling Interests – Partially Owned Properties1,3944177,337
Contributions – Limited Partners—132
Distributions:
OP Units – General Partner(900,468)(883,938)(831,111)
Preference Units(3,090)(3,090)(3,090)
OP Units – Limited Partners(31,316)(32,403)(29,615)
Noncontrolling Interests – Partially Owned Properties(5,802)(11,719)(7,078)
Net cash provided by (used for) financing activities(565,056)(1,946,393)(684,474)
Net increase (decrease) in cash and cash equivalents and restricted deposits260,508(17,271)686
Cash and cash equivalents and restricted deposits, beginning of year99,728116,999116,313
Cash and cash equivalents and restricted deposits, end of year$360,236$99,728$116,999
Cash and cash equivalents and restricted deposits, end of year
Cash and cash equivalents$123,832$42,591$45,753
Restricted deposits236,40457,13771,246
Total cash and cash equivalents and restricted deposits, end of year$360,236$99,728$116,999

See accompanying notes

F-20

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Amounts in thousands)

Year Ended December 31,
202120202019
SUPPLEMENTAL INFORMATION:
Cash paid for interest, net of amounts capitalized$252,838$320,854$342,048
Net cash paid (received) for income and other taxes$1,179$(1,038)$(585)
Amortization of deferred financing costs:
Investment in real estate, net$(353)$(240)$(120)
Other assets$2,338$2,338$2,987
Mortgage notes payable, net$2,743$1,815$3,934
Notes, net$4,009$5,026$4,869
Amortization of discounts and premiums on debt:
Mortgage notes payable, net$2,764$2,234$8,618
Notes, net$2,538$2,997$3,162
Amortization of deferred settlements on derivative instruments:
Other liabilities$(12)$(12)$(12)
Accumulated other comprehensive income$9,394$35,087$21,188
Write-off of pursuit costs:
Investment in real estate, net$5,918$6,566$5,451
Other assets$582$271$62
Accounts payable and accrued expenses$26$32$16
(Income) loss from investments in unconsolidated entities:
Investments in unconsolidated entities$2,122$1,995$(67,268)
Other liabilities$1,276$1,289$1,323
Realized/unrealized (gain) loss on derivative instruments:
Other assets$—$—$2,002
Notes, net$—$—$2,277
Other liabilities$—$1,240$29,486
Accumulated other comprehensive income$—$(1,190)$(33,765)
Interest capitalized for real estate and unconsolidated entities under development:
Investment in real estate, net$(15,318)$(10,165)$(6,884)
Investments in unconsolidated entities$(614)$—$—
Investments in unconsolidated entities – other:
Investment in real estate, net$1,395$—$—
Investments in unconsolidated entities$(30,642)$(4,275)$(7,504)
Other liabilities$(2,010)$(1,500)$(2,100)
Debt financing costs:
Other assets$229$(231)$(6,909)
Mortgage notes payable, net$(2,344)$(2,692)$(2,354)
Notes, net$(4,331)$—$(10,549)
Right-of-use assets and lease liabilities initial measurement and reclassifications:
Right-of-use assets$11,308$—$(489,517)
Other assets$—$—$184,116
Lease liabilities$(11,308)$—$333,603
Other liabilities$—$—$(28,202)
Non-cash share distribution from unconsolidated entities:
Investments in unconsolidated entities$1,430$—$—
Other assets$(1,430)$—$—

See accompanying notes

F-21

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL

(Amounts in thousands except per Unit data)

Year Ended December 31,
202120202019
PARTNERS’ CAPITAL
PREFERENCE UNITS
Balance, beginning of year$37,280$37,280$37,280
Balance, end of year$37,280$37,280$37,280
GENERAL PARTNER
Balance, beginning of year$10,532,037$10,355,789$10,200,910
OP Unit Issuance:
Conversion of OP Units held by Limited Partners into OP Units held by General Partner74,0634,69610,410
Exercise of EQR share options85,44512,27577,785
EQR’s Employee Share Purchase Plan (ESPP)4,2654,5083,116
Share-based employee compensation expense:
EQR restricted shares8,38911,22512,438
EQR share options3,1012,3492,675
EQR ESPP discount991944642
Net income available to Units – General Partner1,329,760910,546967,287
OP Units – General Partner distributions(902,412)(897,326)(842,555)
Offering costs(428)—(991)
Supplemental Executive Retirement Plan (SERP)(1,335)(395)(1,675)
Change in market value of Redeemable Limited Partners(158,598)125,224(82,283)
Adjustment for Limited Partners ownership in Operating Partnership(23,338)2,2028,030
Balance, end of year$10,951,940$10,532,037$10,355,789
LIMITED PARTNERS
Balance, beginning of year$233,162$227,837$228,738
Issuance of restricted units to Limited Partners—132
Conversion of OP Units held by Limited Partners into OP Units held by General Partner(74,063)(4,696)(10,410)
Equity compensation associated with Units – Limited Partners17,79711,92613,410
Net income available to Units – Limited Partners45,90034,01036,034
Units – Limited Partners distributions(30,612)(32,951)(29,896)
Change in carrying value of Redeemable Limited Partners(1,428)(775)(2,011)
Adjustment for Limited Partners ownership in Operating Partnership23,338(2,202)(8,030)
Balance, end of year$214,094$233,162$227,837
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Balance, beginning of year$(43,666)$(77,563)$(64,986)
Accumulated other comprehensive income (loss) – derivative instruments:
Unrealized holding gains (losses) arising during the year—(1,190)(33,765)
Losses reclassified into earnings from other comprehensive income9,39435,08721,188
Balance, end of year$(34,272)$(43,666)$(77,563)
DISTRIBUTIONS
Distributions declared per Unit outstanding$2.41$2.41$2.27

See accompanying notes

F-22

ERP OPERATING LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL (Continued)

(Amounts in thousands except per Unit data)

Year Ended December 31,
202120202019
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS – PARTIALLY OWNED PROPERTIES
Balance, beginning of year$4,673$1,183$(2,293)
Net income attributable to Noncontrolling Interests17,96414,8553,297
Contributions by Noncontrolling Interests1,3944177,337
Distributions to Noncontrolling Interests(5,865)(11,782)(7,158)
Balance, end of year$18,166$4,673$1,183

See accompanying notes

F-23

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.Business

Equity Residential (“EQR”) is an S&P 500 company focused on the acquisition, development and management of residential properties located in and around dynamic cities that attract affluent long-term renters, a business that is conducted on its behalf by ERP Operating Limited Partnership (“ERPOP”). EQR is a Maryland real estate investment trust (“REIT”) formed in March 1993 and ERPOP is an Illinois limited partnership formed in May 1993. References to the “Company,” “we,” “us” or “our” mean collectively EQR, ERPOP and those entities/subsidiaries owned or controlled by EQR and/or ERPOP. References to the “Operating Partnership” mean collectively ERPOP and those entities/subsidiaries owned or controlled by ERPOP. Unless otherwise indicated, the notes to consolidated financial statements apply to both the Company and the Operating Partnership.

EQR is the general partner of, and as of December 31, 2021 owned an approximate 96.7% ownership interest in, ERPOP. All of the Company’s property ownership, development and related business operations are conducted through the Operating Partnership and EQR has no material assets or liabilities other than its investment in ERPOP. EQR issues equity from time to time, the net proceeds of which it is obligated to contribute to ERPOP, but does not have any indebtedness as all debt is incurred by the Operating Partnership. The Operating Partnership holds substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures. The Operating Partnership conducts the operations of the business and is structured as a partnership with no publicly traded equity.

As of December 31, 2021, the Company, directly or indirectly through investments in title holding entities, owned all or a portion of 310 properties located in 10 states and the District of Columbia consisting of 80,407 apartment units. The ownership breakdown includes (table does not include various uncompleted development properties):

PropertiesApartment Units
Wholly Owned Properties29476,861
Partially Owned Properties – Consolidated163,546
31080,407

COVID-19 Pandemic

The Company continues to monitor and respond to the ongoing effects of the novel coronavirus (“COVID-19”) pandemic. Its duration, severity and the extent of its adverse health impact on the general population, our residents and employees, along with the distribution, effectiveness and acceptance of vaccines and testing and pace and degree of recovery from the pandemic are among the many unknowns that have had or could continue to have a significant impact on the Company. These, among other items, have impacted the economy, the unemployment rate and our operations and could materially affect our future consolidated results of operations, financial condition, liquidity, investments and overall performance.

2.Summary of Significant Accounting Policies

Basis of Presentation

Due to the Company’s ability as general partner to control either through ownership or by contract the Operating Partnership and its subsidiaries, the Operating Partnership and each such subsidiary has been consolidated with the Company for financial reporting purposes, except for any unconsolidated properties/entities.

Real Estate Assets and Depreciation of Investment in Real Estate

The Company expects that substantially all of its acquisitions will be accounted for as asset acquisitions. In an asset acquisition, the Company is required to capitalize transaction costs and allocate the purchase price on a relative fair value basis (including any identified intangible assets). For the years ended December 31, 2021 and 2020, all acquisitions were considered asset acquisitions.

In making estimates of relative fair values for purposes of allocating purchase price, the Company utilizes a number of sources, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property, our own analysis of recently acquired or developed and existing comparable properties in our portfolio and other market data. The Company also considers information obtained about each property as a result of its pre-acquisition due diligence, marketing and

F-24

leasing activities in estimating the relative fair value of the tangible and intangible assets/liabilities acquired. The Company allocates the purchase price of acquired real estate to various components as follows:

•Land – Based on actual purchase price adjusted to an allocation of the relative fair value (as necessary) if acquired separately or market research/comparables if acquired with an operating property.
•Furniture, Fixtures and Equipment – Based on an estimate of the allocation of the relative fair value of the appliances and fixtures inside an apartment unit. The per-apartment unit amount applied depends on the economic age of the apartment units acquired. Depreciation is calculated on the straight-line method over an estimated useful life of five to ten years.
•Lease Intangibles – The Company considers the value of acquired in-place leases and above/below market leases and the amortization period is the average remaining term of each respective acquired lease. In-place residential leases’ average term at acquisition approximates six months. In-place non-residential leases’ term at acquisition approximates the average remaining term of all acquired non-residential leases.
•Other Intangible Assets – The Company considers whether it has acquired other intangible assets, including any customer relationship intangibles and the amortization period is the estimated useful life of the acquired intangible asset.
•Building – Based on the allocation of the relative fair value determined on an “as-if vacant” basis. Depreciation is calculated on the straight-line method over an estimated useful life of thirty years.
•Long-Term Debt – The Company calculates the allocation of the relative fair value by discounting the remaining contractual cash flows on each instrument at the current market rate for those borrowings.

Replacements inside an apartment unit such as appliances and carpeting are depreciated over an estimated useful life of five to ten years. Expenditures for ordinary maintenance and repairs are expensed to operations as incurred and significant renovations and improvements that improve and/or extend the useful life of the asset are capitalized over their estimated useful life, generally five to fifteen years. Initial direct leasing costs are expensed as incurred as such expense approximates the deferral and amortization of initial direct leasing costs over the lease terms.

Property dispositions are recorded when control transfers to unrelated third parties, contingencies have been removed and sufficient cash consideration has been received by the Company. Upon disposition, the related costs and accumulated depreciation are removed from the respective accounts. Any gain or loss on sale is recognized in accordance with accounting principles generally accepted in the United States.

The Company classifies real estate assets as real estate held for sale when it is probable a property will be disposed of. The Company classifies properties under development and/or expansion and properties in the lease-up phase (including land) as construction-in-progress until construction has been completed and certificates of occupancy permits have been obtained.

Impairment of Long-Lived Assets

At least quarterly, the Company evaluates its long-lived assets, including its investment in real estate, for indicators of impairment. The judgments regarding the existence of impairment indicators are based on factors such as operational performance, market conditions, legal, regulatory and environmental concerns, the Company’s intent and ability to hold the related asset, as well as any significant cost overruns on development properties. Future events could occur which would cause the Company to conclude that impairment indicators exist and an impairment loss is warranted. If an impairment indicator exists, the Company performs the following:

•For long-lived operating assets to be held and used, the Company compares the expected future undiscounted cash flows for the long-lived asset against the carrying amount of that asset. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the asset, the Company would make an estimate of the fair value for the particular asset and would record an impairment loss for the difference between the estimated fair value and the carrying amount of the asset. In determining the future undiscounted cash flows or the estimated fair value of an asset there is judgment in estimating the expected future rental revenues, operating expenses and discount and capitalization rates.
•For long-lived non-operating assets (projects under development and land held for development), management evaluates major cost overruns, market conditions that could affect lease-up projections, intent and ability to hold the asset, and any other indicators of impairment. If any of the indicators were to suggest impairment was present, a recoverability analysis would be performed and the carrying value of the asset would be adjusted accordingly to fair value.
•For long-lived assets to be disposed of, an impairment loss is recognized when the estimated fair value of the asset, less the estimated cost to sell, is less than the carrying amount of the asset measured at the time that the Company has determined it will sell the asset. Long-lived assets held for sale and the related liabilities are separately reported, with the

F-25

long-lived assets reported at the lower of their carrying amounts or their estimated fair values, less their costs to sell, and are not depreciated after reclassification to real estate held for sale.

See Note 4 for further discussion of the Company’s impairment charge on a land parcel in 2021.

Impairment of Investments in Unconsolidated Entities

At least quarterly, the Company evaluates its investments in unconsolidated entities, including any multifamily real estate assets held by a joint venture, for indicators of other than temporary impairment, considering whether there has been a change to events or circumstances that would impact recoverability of the Company’s investment as well as any changes with regards to the Company's intent and ability to hold the investment to recover its carrying value.

Cost Capitalization

See the Real Estate Assets and Depreciation of Investment in Real Estate section for a discussion of the Company’s policy with respect to capitalization vs. expensing of fixed asset/repair and maintenance costs. For all development, capital and renovation projects, the Company uses its professional judgment in determining whether such costs meet the criteria for capitalization or must be expensed as incurred. The Company capitalizes interest, real estate taxes and insurance, as well as payroll for those individuals directly responsible for and who spend their time on the execution and supervision of development activities. Additionally, the Company capitalizes payroll for those individuals directly responsible for and who spend their time on the execution and supervision of major capital and/or renovation projects. Capitalization ends when the asset, or a portion of the asset, is substantially completed and ready for its intended use. These costs are reflected on the balance sheets as increases to depreciable property and/or construction-in-progress.

During the years ended December 31, 2021 and 2020, the Company capitalized $13.9 million and $12.1 million, respectively, of payroll and associated costs of employees directly responsible for and who spend their time on the execution and supervision of development activities as well as major capital and/or renovation projects.

Cash and Cash Equivalents

The Company considers all demand deposits, money market accounts and investments in certificates of deposit with a maturity of three months or less at the date of purchase to be cash equivalents. The Company maintains its cash and cash equivalents at financial institutions. The combined account balances at one or more institutions typically exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance coverage, and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company believes that the risk is not significant, as the Company does not anticipate the financial institutions’ non-performance.

Fair Value of Financial Instruments

The valuation of financial instruments requires the Company to make estimates and judgments that affect the fair value of the instruments. The Company, where possible, bases the fair values of its financial instruments on listed market prices and third-party quotes. Where these are not available, the Company bases its estimates on current instruments with similar terms and maturities or on other factors relevant to the financial instruments.

In the normal course of business, the Company is exposed to the effect of interest rate changes. The Company may seek to manage these risks by following established risk management policies and procedures, including the use of derivatives to hedge interest rate risk on debt instruments. The Company may also use derivatives to manage commodity prices in the daily operations of the business.

The Company has a policy of only entering into derivative contracts with major financial institutions based upon their credit ratings and other factors. When viewed in conjunction with the underlying and offsetting exposure that the derivatives are designed to hedge, the Company has not sustained a material loss from these instruments nor does it anticipate any material adverse effect on its net income or financial position in the future.

The Company recognizes all derivatives as either assets or liabilities in the consolidated balance sheets and measures those instruments at fair value. In addition, fair value adjustments will affect either shareholders’ equity/partners’ capital or net income depending on whether the derivative instruments qualify as a hedge for accounting purposes and, if so, the nature of the hedging activity. When the terms of an underlying transaction are modified, or when the underlying transaction is terminated or completed, all changes in the fair value of the instrument are marked-to-market with changes in value included in net income each period until the

F-26

instrument matures. Any derivative instrument used for risk management that does not meet the hedging criteria is marked-to-market each period. The Company does not use derivatives for trading or speculative purposes.

Leases and Revenue Recognition

Rental income attributable to residential leases is recorded on a straight-line basis over the term of the lease when reasonably assured they are collectible, which is not materially different than if it were recorded when due from residents and recognized monthly as it was earned. Leases entered into between a resident and a property for the rental of an apartment unit are generally year-to-year, renewable upon consent of both parties on an annual or monthly basis. Rental income attributable to non-residential leases is also recorded on a straight-line basis over the term of the lease when reasonably assured they are collectible. Non-residential leases generally have five to ten year lease terms with market-based renewal options. Fee and asset management revenue and interest income are recorded on an accrual basis.

The majority of the Company’s revenue is derived from residential, non-residential and other lease income, which are accounted for under the lease standard effective January 1, 2019. Our revenue streams have the same timing and pattern of revenue recognition across our reportable segments, with consistent allocations between the lease and revenue recognition standards.

The Company is a lessor for its residential and non-residential leases and is a lessee for its corporate headquarters and regional offices and ground leases for land underlying current operating properties or projects under development. If applicable, lease agreements must be evaluated to determine the accounting treatment as a finance or operating lease in accordance with the lease standard. A lease is classified as a finance lease if it meets any of the following criteria: (a) Ownership of the underlying asset is transferred to the lessee by the end of the lease term; (b) the lessee has and is reasonably certain to exercise an option to purchase the underlying asset; (c) the lease term is for the major part of the remaining economic life of the underlying asset; (d) the present value of future minimum lease payments is equal to substantially all of the fair value of the underlying asset; and (e) the underlying asset is expected to have no alternative use to the lessor at the end of the lease term due to its specialized nature.

The lease standard also requires lessees to recognize on the balance sheet: (a) a liability for the lease obligation (initially measured at the present value of the future lease payments not yet paid over the lease term); and (b) an asset for its right to use the underlying asset (initially equal to the lease liability). The discount rate for the lease is the rate implicit in the lease or, if that rate cannot be readily determined, the incremental borrowing rate. As the Company does not know the amount of the lessors’ initial direct costs, it cannot readily determine the rate implicit in the lease and instead must apply the incremental borrowing rate. The Company uses estimates and judgments on the incremental borrowing rate used to calculate the present value of the future lease payments. Since the Company’s credit backs the corporate office lease obligations and the lease terms are generally ten years or less, the discount rate range was estimated by using the Company’s borrowing rates for actual pricing data. The discount rate range for ground leases takes into account various factors, including the longer life of the ground leases, and was estimated by using the Company’s borrowing rates for actual pricing data through 30 years and other long-term market rates.

The Company’s revenue streams that are not accounted for under the lease standard include:

•Parking revenue – The Company’s parking revenue, not related to leasing, is derived primarily from monthly and transient daily parking and is accounted for at the point in time when control of the goods or services transfers to the customer and our performance obligation is satisfied.
•Other rental and non-rental related revenue – The Company receives other income, including, but not limited to: (a) ancillary income, such as laundry, renters insurance and cable income; (b) net settlement income; and (c) miscellaneous fee income.
•Gains or losses on sales of real estate properties – The Company accounts for the sale of real estate properties and any related gain recognition in accordance with the accounting guidance applicable to sales of real estate, which establishes standards for recognition of profit on all real estate sales transactions. The Company recognizes the sale, and associated gain or loss from the disposition, provided that the earnings process is complete and the Company does not have significant continuing involvement. A gain or loss is recognized when the criteria for an asset to be derecognized are met, which include when a contract exists and the buyer obtained control of the nonfinancial asset that was sold.

See Note 8 for the Company’s rental income detail allocated between the lease and revenue recognition standards.

The Company’s allowance for doubtful accounts (which offsets accounts receivable and is included within other assets on the consolidated balance sheets) and bad debts (which reduce rental income on the consolidated statements of operations and comprehensive income) have historically been very modest, particularly in our residential business, given the quality of our resident base and asset class. However, due to the impact of the COVID-19 pandemic, the allowance for doubtful accounts and bad debts became elevated during 2020 and remained elevated in 2021. In accordance with the lease standard, if we determine the lease payments are not probable of collection (based on known troubled accounts, rent deferral plans granted, historical experience and other currently available evidence), we fully reserve for any unpaid amounts, deferred rent receivable, variable lease payments and straight-line receivable balances and recognize rental income only if cash is received. If the Company’s estimates of collectibility

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differ from the cash received, then the timing and amount of the Company’s reported revenue could be impacted. See Note 8 for additional details.

Share-Based Compensation

The Company expenses share-based compensation for employee and trustee grants of restricted shares, restricted units and share options. Any common share of beneficial interest, $0.01 par value per share (the “Common Shares”), issued pursuant to EQR’s incentive equity compensation and employee share purchase plans will result in ERPOP issuing units of partnership interest (“OP Units”) to EQR on a one-for-one basis, with ERPOP receiving the net cash proceeds of such issuances. See Note 12 for further discussion.

Income and Other Taxes

EQR has elected to be taxed as a REIT. This, along with the nature of the operations of its operating properties, resulted in no provision for federal income taxes at the EQR level. In addition, ERPOP generally is not liable for federal income taxes as the partners recognize their allocable share of income or loss in their tax returns; therefore no provision for federal income taxes has been made at the ERPOP level. Historically, the Company has generally only incurred certain state and local income, excise and franchise taxes. The Company has elected taxable REIT subsidiary (“TRS”) status for certain of its corporate subsidiaries and, as a result, these entities will incur both federal and state income taxes on any taxable income of such entities after consideration of any net operating losses.

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) included tax provisions which increased allowable interest expense deductions for 2019 and 2020 (no increases for 2021) and increased the ability for taxpayers to use net operating losses. These provisions did not result in a material impact to the Company’s taxable income or tax liabilities.

The CARES Act also allowed corporations to request accelerated refunds of their alternative minimum tax (“AMT”) credit. Prior to enactment of this provision, the remaining credits would have been refunded in installments in 2020, 2021 and 2022. We received a refund of our remaining $1.6 million in AMT credits during the year ended December 31, 2020.

The Company’s provision for income and other tax expense (benefit) was as follows for the years ended December 31, 2021, 2020 and 2019 (amounts in thousands):

Year Ended December 31,
202120202019
State and local income, franchise and excise tax (benefit)$915$852$963
Alternative minimum tax credit (benefit) (1)——(3,244)
Income and other tax expense (benefit) (2)$915$852$(2,281)
(1)As provided in recent tax legislation which repealed the AMT credit on corporations, in 2019 the Company claimed/received $1.6 million of refunds of various AMT credit carryovers generated in prior tax years. The provision originally allowed for carryover amounts to be refunded over four years, with 50% available in the first year. The remaining $1.6 million was received in 2020 as noted above.
(2)All provisions for income tax amounts are current and none are deferred.

During the years ended December 31, 2021, 2020 and 2019, the tax character of the Company’s dividends and distributions were as follows (unaudited):

Year Ended December 31,
2021 (1)2020 (2)2019 (3)
Tax character of dividends and distributions:
Ordinary dividends$1.40791$1.34739$1.39604
Long-term capital gain0.736870.779230.61243
Unrecaptured section 1250 gain0.265220.248380.23403
Dividends and distributions per
Common Share/Unit outstanding$2.41000$2.37500$2.24250
(1)The Company’s fourth quarter 2021 dividends and distributions of $0.6025 per Common Share/Unit outstanding will be included as taxable income in calendar year 2022.
(2)The Company’s fourth quarter 2020 dividends and distributions of $0.6025 per Common Share/Unit outstanding was included as taxable income in calendar year 2021.
(3)The Company’s fourth quarter 2019 dividends and distributions of $0.5675 per Common Share/Unit outstanding was included as taxable income in calendar year 2020.

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The Company issued Internal Revenue Service (“IRS”) Form 1099-DIV to shareholders to report the tax character of Company distributions consistent with these amounts. The Company provides additional information to assist shareholders in the preparation of their tax returns. For 2021, the Company reported an AMT preference adjustment equal to $0.06 per share and disclosed amounts defined under Treasury Regulation §1.1061-6(c) of the Internal Revenue Code as “One Year” and “Three Year” amounts equal to $0.02650 per share and $0.00584 per share, respectively.

The unaudited cost of land and depreciable property, net of accumulated depreciation, for federal income tax purposes as of December 31, 2021 and 2020 was approximately $13.2 billion and $13.8 billion, respectively.

Principles of Consolidation

The Company may hold an interest in subsidiaries, partnerships, joint ventures and other similar entities and accounts for these interests in accordance with the consolidation guidance. The Company first determines whether to consolidate the entity as a variable interest entity (“VIE”) or voting interest entity, or to account for the interest under the equity method of accounting as an unconsolidated entity. In situations in which we have concluded that an entity qualifies as a VIE, it is generally because the equity investors of VIEs do not have sufficient equity at risk to finance their activities without additional subordinated financial support or do not have substantive voting rights. The Company consolidates an entity when it is considered to be the primary beneficiary of the VIE or when it controls the entity through ownership of a majority voting interest. A primary beneficiary has the power to direct the activities that most significantly impact the VIE’s performance and has the obligation to absorb the expected losses or the right to receive the expected residual returns that could potentially be significant to the VIE. In evaluating whether the entity is a VIE and/or the Company is the primary beneficiary of the entity, the Company considers several factors, including, but not limited to, proportionate share or ownership of the VIE, funding and financing sources, the business purpose of the entity, related parties, developer and property management fees and agreement terms regarding major decisions, participating and voting rights, contributions and distributions.

Investments in Unconsolidated Entities

The Company accounts for investments in unconsolidated entities under the equity method of accounting and measures the investments initially at cost. The Company subsequently adjusts the carrying amount by additional cash and non-cash contributions and distributions and its proportionate share of the earnings and losses of such entities. The proportionate share of the earnings and losses are also recognized in the consolidated statements of operations and comprehensive income. In addition, we may earn fees for providing property management services or construction oversight.

Noncontrolling Interests

A noncontrolling interest in a subsidiary (minority interest) is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements and separate from the parent company’s equity. In addition, consolidated net income is required to be reported at amounts that include the amounts attributable to both the parent and the noncontrolling interest and the amount of consolidated net income attributable to the parent and the noncontrolling interest are required to be disclosed on the face of the consolidated statements of operations and comprehensive income. See Note 3 for further discussion.

Operating Partnership: Net income is allocated to noncontrolling interests based on their respective ownership percentage of the Operating Partnership. The ownership percentage is calculated by dividing the number of OP Units held by the noncontrolling interests by the total OP Units held by the noncontrolling interests and EQR. Issuance of additional Common Shares and OP Units changes the ownership interests of both the noncontrolling interests and EQR. Such transactions and the related proceeds are treated as capital transactions.

Partially Owned Properties: The Company reflects noncontrolling interests in partially owned properties on the balance sheet for the portion of properties consolidated by the Company that are not wholly owned by the Company. The earnings or losses from those properties attributable to the noncontrolling interests are generally based on ownership percentage and are reflected as noncontrolling interests in partially owned properties in the consolidated statements of operations and comprehensive income.

Partners’ Capital

The “Limited Partners” of ERPOP include various individuals and entities that contributed their properties to ERPOP in exchange for OP Units. The “General Partner” of ERPOP is EQR. Net income is allocated to the Limited Partners based on their respective ownership percentage of ERPOP. The ownership percentage is calculated by dividing the number of OP Units held by the Limited Partners by the total OP Units held by the Limited Partners and the General Partner. Issuance of additional Common Shares and OP Units changes the ownership interests of both the Limited Partners and EQR. Such transactions and the related proceeds are treated as capital transactions.

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Redeemable Noncontrolling Interests – Operating Partnership / Redeemable Limited Partners

The Company classifies Redeemable Noncontrolling Interests – Operating Partnership / Redeemable Limited Partners in the mezzanine section of the consolidated balance sheets for the portion of OP Units that EQR is required, either by contract or securities law, to deliver registered Common Shares to the exchanging OP Unit holder. The redeemable noncontrolling interest units / redeemable limited partner units are adjusted to the greater of carrying value or fair market value based on the Common Share price of EQR at the end of each respective reporting period. See Note 3 for further discussion.

Use of Estimates

In preparation of the Company’s financial statements in conformity with accounting principles generally accepted in the United States, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

Reclassifications

Certain reclassifications considered necessary for a fair presentation have been made to the prior period financial statements in order to conform to the current year presentation. These reclassifications have not changed the results of operations or equity/capital.

Recently Issued Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued an amendment to the debt and equity financial instruments standards which simplifies the accounting for convertible instruments and accounting for contracts in an entity’s own equity. Instead of being required to assess whether an equity contract permits settlement in unregistered shares, which may require a legal analysis under the securities laws, entities will only analyze whether cash settlements are explicitly required when registered shares are unavailable. As a result, such contracts may potentially be classified in permanent rather than mezzanine equity, which may affect the way the Company’s OP Units are presented on its financial statements. The update is effective for the Company beginning on January 1, 2022, as the Company did not early adopt the standard as allowed on January 1, 2021. The Company is currently evaluating the impact of adopting the new standard on its consolidated results of operations and financial position.

Recently Adopted Accounting Pronouncements

In August 2021, the FASB issued an amendment to the presentation of financial statements standard which aligns the financial statements and disclosure requirements with those of the final rules released by the SEC in May 2020. The amendment changes the significance tests that determine what disclosures about significant business acquisitions are required, the periods the financial statements must cover and the pro forma financial information that must be included in certain reports. The amendment was effective for the Company upon issuance on August 9, 2021. The Company has not yet acquired businesses that exceed the threshold as defined by the standard, therefore, the amendment did not have a material effect on its consolidated results of operations and financial position.

In March 2020, the FASB issued an amendment to the reference rate reform standard which provides the option for a limited period of time to ease the potential burden in accounting for, or recognizing the effects of, reference rate reform on contract modifications and hedge accounting. An example of such reform is the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. Entities that make this optional expedient election would not have to remeasure the contracts at the modification date or reassess the accounting treatment if certain criteria are met and would continue applying hedge accounting for relationships affected by reference rate reform. The new standard was effective for the Company upon issuance and elections can be made through December 31, 2022. The Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

In April 2020, a FASB staff question and answer document was issued which intended to reduce the challenges of evaluating the enforceable rights and obligations of leases for concessions granted to lessees in response to the COVID-19 pandemic. We elected not to evaluate whether qualifying concessions provided by the Company in response to the COVID-19 pandemic are a lease modification, subject to the criteria that the total payments under the amended lease cannot result in a substantial increase in the rights of the lessor or obligations of the lessee. We also elected to treat the concessions as though they were contemplated as part of the existing contracts and therefore will not apply lease modification rules to the qualifying lease concession amendments. As such, deferrals deemed collectible are recorded as rental receivables with no change to timing of rental revenues and deferrals deemed non-collectible and abatements reduce rental revenues in the

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deferral/abatement period and cause rental revenues to effectively follow a cash basis related to the changes. The accounting elections provided by the FASB mainly apply to the Company’s non-residential leases and the majority of the amendments will not require a straight-line adjustment. See Note 8 for additional discussion.

In June 2016, the FASB issued a standard which requires companies to adopt a new approach for estimating credit losses on certain types of financial instruments, such as trade and other receivables and loans. The standard requires entities to estimate a lifetime expected credit loss for most financial instruments, including trade receivables. In November 2018, the FASB issued an amendment excluding operating lease receivables accounted for under the lease standard from the scope of the credit losses standard. The Company adopted this standard as required effective January 1, 2020, and it did not have a material effect on its consolidated results of operations and financial position.

Other

The Company is the controlling partner in various consolidated partnerships owning 16 properties consisting of 3,546 apartment units having a noncontrolling interest balance of $18.2 million at December 31, 2021. The Company is required to make certain disclosures regarding noncontrolling interests in consolidated limited-life subsidiaries. Of the consolidated entities described above, the Company is the controlling partner in limited-life partnerships owning two properties having a noncontrolling interest deficit balance of $4.8 million. These two partnership agreements contain provisions that require the partnerships to be liquidated through the sale of their assets upon reaching a date specified in each respective partnership agreement. The Company, as controlling partner, has an obligation to cause the property owning partnerships to distribute the proceeds of liquidation to the Noncontrolling Interests in these Partially Owned Properties only to the extent that the net proceeds received by the partnerships from the sale of their assets warrant a distribution based on the partnership agreements. As of December 31, 2021, the Company estimates the value of Noncontrolling Interest distributions for these two properties would have been approximately $70.8 million (“Settlement Value”) had the partnerships been liquidated. This Settlement Value is based on estimated third-party consideration realized by the partnerships upon disposition of the two Partially Owned Properties and is net of all other assets and liabilities, including yield maintenance on the mortgages encumbering the properties, that would have been due on December 31, 2021 had those mortgages been prepaid. Due to, among other things, the inherent uncertainty in the sale of real estate assets, the amount of any potential distribution to the Noncontrolling Interests in the Company’s Partially Owned Properties is subject to change. To the extent that the partnerships’ underlying assets are worth less than the underlying liabilities, the Company has no obligation to remit any consideration to the Noncontrolling Interests in these Partially Owned Properties.

3.Equity, Capital and Other Interests

The Company refers to “Common Shares” and “Units” (which refer to both OP Units and restricted units) as equity securities for EQR and “General Partner Units” and “Limited Partner Units” as equity securities for ERPOP. To provide a streamlined and more readable presentation of the disclosures for the Company and the Operating Partnership, several sections below refer to the respective terminology for each with the same financial information and separate sections are provided, where needed, to further distinguish any differences in financial information and terminology.

The following table presents the changes in the Company’s issued and outstanding Common Shares and Units for the years ended December 31, 2021, 2020 and 2019:

202120202019
Common Shares
Common Shares outstanding at January 1,372,302,000371,670,884369,405,161
Common Shares Issued:
Conversion of OP Units1,354,208122,505313,940
Exercise of share options1,710,692239,6951,745,050
Employee Share Purchase Plan (ESPP)70,70290,19648,131
Restricted share grants, net89,593178,720158,602
Common Shares outstanding at December 31,375,527,195372,302,000371,670,884
Units
Units outstanding at January 1,13,858,07313,731,31513,904,035
Restricted unit grants, net155,162249,263141,220
Conversion of OP Units to Common Shares(1,354,208)(122,505)(313,940)
Units outstanding at December 31,12,659,02713,858,07313,731,315
Total Common Shares and Units outstanding at December 31,388,186,222386,160,073385,402,199
Units Ownership Interest in Operating Partnership3.3%3.6%3.6%

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The following table presents the changes in the Operating Partnership’s issued and outstanding General Partner Units and Limited Partner Units for the years ended December 31, 2021, 2020 and 2019:

202120202019
General and Limited Partner Units
General and Limited Partner Units outstanding at January 1,386,160,073385,402,199383,309,196
Issued to General Partner:
Exercise of EQR share options1,710,692239,6951,745,050
EQR’s Employee Share Purchase Plan (ESPP)70,70290,19648,131
EQR’s restricted share grants, net89,593178,720158,602
Issued to Limited Partners:
Restricted unit grants, net155,162249,263141,220
General and Limited Partner Units outstanding at December 31,388,186,222386,160,073385,402,199
Limited Partner Units
Limited Partner Units outstanding at January 1,13,858,07313,731,31513,904,035
Limited Partner restricted unit grants, net155,162249,263141,220
Conversion of Limited Partner OP Units to EQR Common Shares(1,354,208)(122,505)(313,940)
Limited Partner Units outstanding at December 31,12,659,02713,858,07313,731,315
Limited Partner Units Ownership Interest in Operating Partnership3.3%3.6%3.6%

The equity positions of various individuals and entities that contributed their properties to the Operating Partnership in exchange for OP Units, as well as the equity positions of the holders of restricted units, are collectively referred to as the “Noncontrolling Interests – Operating Partnership” and “Limited Partners Capital,” respectively, for the Company and the Operating Partnership. Subject to certain exceptions (including the “book-up” requirements of restricted units), the Noncontrolling Interests – Operating Partnership/Limited Partners Capital may exchange their Units with EQR for Common Shares on a one-for-one basis. The carrying value of the Noncontrolling Interests – Operating Partnership/Limited Partners Capital (including redeemable interests) is allocated based on the number of Noncontrolling Interests – Operating Partnership/Limited Partners Capital in total in proportion to the number of Noncontrolling Interests – Operating Partnership/Limited Partners Capital in total plus the total number of Common Shares/General Partner Units. Net income is allocated to the Noncontrolling Interests – Operating Partnership/Limited Partners Capital based on the weighted average ownership percentage during the period.

The Operating Partnership has the right but not the obligation to make a cash payment instead of issuing Common Shares to any and all holders of Noncontrolling Interests – Operating Partnership/Limited Partners Capital requesting an exchange of their Noncontrolling Interests – Operating Partnership/Limited Partners Capital with EQR. Once the Operating Partnership elects not to redeem the Noncontrolling Interests – Operating Partnership/Limited Partners Capital for cash, EQR is obligated to deliver Common Shares to the exchanging holder of the Noncontrolling Interests – Operating Partnership/Limited Partners Capital.

The Noncontrolling Interests – Operating Partnership/Limited Partners Capital are classified as either mezzanine equity or permanent equity. If EQR is required, either by contract or securities law, to deliver registered Common Shares, such Noncontrolling Interests – Operating Partnership/Limited Partners Capital are differentiated and referred to as “Redeemable Noncontrolling Interests – Operating Partnership” and “Redeemable Limited Partners,” respectively. Instruments that require settlement in registered shares cannot be classified in permanent equity as it is not always completely within an issuer’s control to deliver registered shares. Therefore, settlement in cash is assumed and that responsibility for settlement in cash is deemed to fall to the Operating Partnership as the primary source of cash for EQR, resulting in presentation in the mezzanine section of the balance sheet. The Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners are adjusted to the greater of carrying value or fair market value based on the Common Share price of EQR at the end of each respective reporting period. EQR has the ability to deliver unregistered Common Shares for the remaining portion of the Noncontrolling Interests – Operating Partnership/Limited Partners Capital that are classified in permanent equity at December 31, 2021 and 2020.

The carrying value of the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners is allocated based on the number of Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners in proportion to the number of Noncontrolling Interests – Operating Partnership/Limited Partners Capital in total. Such percentage of the total carrying value of Units/Limited Partner Units which is ascribed to the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners is then adjusted to the greater of carrying value or fair market value as described above. As of December 31, 2021 and 2020, the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners have a redemption value of approximately $499.0 million and $339.0 million, respectively, which represents the value of Common Shares that would be issued in exchange for the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners.

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The following table presents the changes in the redemption value of the Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited Partners for the years ended December 31, 2021, 2020 and 2019, respectively (amounts in thousands):

202120202019
Balance at January 1,$338,951$463,400$379,106
Change in market value158,598(125,224)82,283
Change in carrying value1,4287752,011
Balance at December 31,$498,977$338,951$463,400

Net proceeds from EQR Common Share and Preferred Share (see definition below) offerings and proceeds from exercise of options for Common Shares are contributed by EQR to ERPOP. In return for those contributions, EQR receives a number of OP Units in ERPOP equal to the number of Common Shares it has issued in the equity offering (or in the case of a preferred equity offering, a number of preference units in ERPOP equal in number and having the same terms as the Preferred Shares issued in the equity offering). As a result, the net proceeds from Common Shares and Preferred Shares are allocated for the Company between shareholders’ equity and Noncontrolling Interests – Operating Partnership and for the Operating Partnership between General Partner’s Capital and Limited Partners Capital to account for the change in their respective percentage ownership of the underlying equity.

The Company’s declaration of trust authorizes it to issue up to 100,000,000 preferred shares of beneficial interest, $0.01 par value per share (the “Preferred Shares”), with specific rights, preferences and other attributes as the Board of Trustees may determine, which may include preferences, powers and rights that are senior to the rights of holders of the Company’s Common Shares.

The following table presents the Company’s issued and outstanding Preferred Shares/Preference Units as of December 31, 2021 and 2020:

Amounts in thousands
Annual
CallDividend PerDecember 31,December 31,
Date (1)Share/Unit (2)20212020
Preferred Shares/Preference Units of beneficial interest, $0.01 par value; 100,000,000 shares authorized:
8.29% Series K Cumulative Redeemable Preferred Shares/Preference Units; liquidation value $50 per share/unit; 745,600 shares/units issued and outstanding as of December 31, 2021 and 202012/10/26$4.145$37,280$37,280
$37,280$37,280
(1)On or after the call date, redeemable Preferred Shares/Preference Units may be redeemed for cash at the option of the Company or the Operating Partnership, respectively, in whole or in part, at a redemption price equal to the liquidation price per share/unit, plus accrued and unpaid distributions, if any.
(2)Dividends on Preferred Shares/Preference Units are payable quarterly.

Other

EQR and ERPOP currently have an active universal shelf registration statement for the issuance of equity and debt securities that automatically became effective upon filing with the SEC in June 2019 and expires in June 2022. Per the terms of ERPOP’s partnership agreement, EQR contributes the net proceeds of all equity offerings to the capital of ERPOP in exchange for additional OP Units (on a one-for-one Common Share per OP Unit basis) or preference units (on a one-for-one preferred share per preference unit basis).

The Company has an At-The-Market (“ATM”) share offering program which allows EQR to issue Common Shares from time to time into the existing trading market at current market prices or through negotiated transactions, including under forward sale arrangements. The current program matures in June 2022 and gives EQR the authority to issue up to 13.0 million shares, all of which remain outstanding as of December 31, 2021, pending the settlement of the outstanding forward sale agreements. These forward sale agreements allow the Company, at its election, to settle the agreements by issuing Common Shares in exchange for net proceeds at the then-applicable forward sale price specified by the agreement or, alternatively, to settle the agreements in whole or in part through the delivery or receipt of Common Shares or cash. Issuances of shares under these forward sale agreements are classified as equity transactions. Accordingly, no amounts relating to the forward sale agreements are recorded in the consolidated financial statements until settlement occurs. Prior to any settlements, the only impact to the consolidated financial statements is the inclusion of incremental shares, if any, within the calculation of diluted net income per share using the treasury stock method (see Note 11 for

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additional discussion). The actual forward price per share to be received by the Company upon settlement will be determined on the applicable settlement date based on adjustments made to the initial forward price to reflect the then-current overnight federal funds rate and the amount of dividends paid to holders of the Company’s Common Shares over the term of the forward sale agreement.

As of December 31, 2021, the Company had entered into such forward sale agreements under this program for a total of approximately 1.7 million Common Shares at a weighted average initial forward price per share of $83.25. All of these forward sale agreements were entered into during the quarter ended September 30, 2021. As of December 31, 2021, no shares under the forward sale agreements had been settled. These forward sale agreements must be settled by March 2023.

The Company may repurchase up to 13.0 million Common Shares under its share repurchase program. No open market repurchases have occurred since 2008 and no repurchases of any kind have occurred since February 2014. As of December 31, 2021, EQR has remaining authorization to repurchase up to 13.0 million of its shares.

4.Real Estate

The following table summarizes the carrying amounts for the Company’s investment in real estate (at cost) as of December 31, 2021 and 2020 (amounts in thousands):

20212020
Land$5,814,790$5,785,367
Depreciable property:
Buildings and improvements19,632,28418,464,484
Furniture, fixtures and equipment2,220,2031,970,033
In-Place lease intangibles518,324486,137
Projects under development:
Land—23,531
Construction-in-progress24,307387,603
Land held for development:
Land46,16046,160
Construction-in-progress16,83840,010
Investment in real estate28,272,90627,203,325
Accumulated depreciation(8,354,282)(7,859,657)
Investment in real estate, net$19,918,624$19,343,668

Acquisitions and Dispositions

During the year ended December 31, 2021, the Company acquired the following from unaffiliated parties (purchase price in thousands):

PropertiesApartment UnitsPurchase Price
Rental Properties – Consolidated (1)174,747$1,709,379
Total174,747$1,709,379
(1)Purchase price includes an allocation of approximately $226.3 million to land and $1.5 billion to depreciable property (inclusive of capitalized closing costs).

During the year ended December 31, 2020, the Company acquired the following from unaffiliated parties (purchase price in thousands):

PropertiesApartment UnitsPurchase Price
Rental Properties – Consolidated (1)1158$48,860
Total1158$48,860
(1)Purchase price includes an allocation of approximately $5.5 million to land and $43.4 million to depreciable property (inclusive of capitalized closing costs).

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During the year ended December 31, 2021, the Company disposed of the following to unaffiliated parties (sales price in thousands):

PropertiesApartment UnitsSales Price
Rental Properties – Consolidated143,053$1,716,775
Total143,053$1,716,775

The Company recognized a net gain on sales of real estate properties of approximately $1.1 billion on the above sales.

During the year ended December 31, 2020, the Company disposed of the following to unaffiliated parties (sales price in thousands):

PropertiesApartment UnitsSales Price
Rental Properties – Consolidated62,231$1,066,861
Land Parcels (two)——55,510
Total62,231$1,122,371

The Company recognized a net gain on sales of real estate properties of approximately $531.8 million and a net gain on sales of land parcels of approximately $34.2 million on the above sales.

Impairment

During the year ended December 31, 2021, the Company recorded an approximate $16.8 million non-cash asset impairment charge on a land parcel which is included in land held for development on the consolidated balance sheets and included in the non-same store/other segment discussed in Note 17. The charge was the result of an analysis of the parcel’s estimated fair value (determined using internally developed models based on market assumptions and potential sales data from the marketing process) compared to its current capitalized carrying value after reassessment of our expected hold period for the parcel. The parcel now has a carrying value of $15.0 million.

5.Commitments to Acquire/Dispose of Real Estate

The Company has not entered into any agreements to acquire rental properties or land parcels as of the date of filing.

The Company has entered into separate agreements to dispose of the following (sales price and net book value in thousands):

PropertiesApartment UnitsSales PriceNet Book Value at December 31, 2021
Rental Properties – Consolidated2490$331,150$191,196
Total2490$331,150$191,196

The closing of pending transactions is subject to certain conditions and restrictions; therefore, there can be no assurance that the transactions will be consummated or that the final terms will not differ in material respects from any agreements summarized above. See Note 18 for discussion of the properties acquired or disposed of, if any, subsequent to December 31, 2021.

6.Investments in Partially Owned Entities

The Company has invested in various entities with unrelated third parties which are either consolidated or accounted for under the equity method of accounting (unconsolidated).

Consolidated VIEs

In accordance with accounting standards for consolidation of VIEs, the Company consolidates ERPOP on EQR’s financial statements. As the sole general partner of ERPOP, EQR has exclusive control of ERPOP’s day-to-day management. The limited partners are not able to exercise substantive kick-out or participating rights. As a result, ERPOP qualifies as a VIE. EQR has a controlling financial interest in ERPOP and, thus, is ERPOP’s primary beneficiary. EQR has the power to direct the activities of ERPOP that most significantly impact ERPOP’s economic performance as well as the obligation to absorb losses or the right to receive benefits from ERPOP that could potentially be significant to ERPOP.

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The Company has various equity interests in certain joint ventures that have been deemed to be VIEs, and the Company is the VIEs’ primary beneficiary. As a result, the joint ventures are required to be consolidated on the Company’s financial statements. The following table summarizes the Company’s consolidated joint ventures as of December 31, 2021:

Operating PropertiesProject Under Development (1)
PropertiesApartment UnitsProjectApartment Units
Consolidated Joint Ventures (VIE)163,5461312
(1)The land under this project is subject to a long-term ground lease.

The following table provides consolidated assets and liabilities related to the VIEs discussed above as of December 31, 2021 and 2020 (amounts in thousands):

December 31, 2021December 31, 2020
Consolidated Assets$912,955$784,066
Consolidated Liabilities$251,424$223,989

Investments in Unconsolidated Entities

The following table and information summarizes the Company’s investments in unconsolidated entities, which are accounted for under the equity method of accounting as the requirements for consolidation are not met, as of December 31, 2021 and 2020 (amounts in thousands except for ownership percentage):

December 31, 2021December 31, 2020Ownership Percentage
Investments in Unconsolidated Entities:
Operating Property (VIE) (1)$36,024$38,28833.3%
Unconsolidated Development Joint Ventures (VIE) (2)72,488—62% - 90% (4)
Real Estate Technology (3)19,34714,866Varies
Other(411)(372)Varies
Investments in Unconsolidated Entities$127,448$52,782
(1)Represents an unconsolidated interest in an entity that owns the land underlying one of the consolidated joint venture properties noted above and owns and operates a related parking facility. The consolidated joint venture entity, as a limited partner, does not have substantive kick-out or participating rights in the entity. As a result, the entity qualifies as a VIE, but the consolidated joint venture entity does not have a controlling financial interest in the VIE and is not the VIE’s primary beneficiary. As a result, the entity that owns the land and owns and operates the parking facility is unconsolidated and recorded using the equity method of accounting.
(2)Represents unconsolidated interests in projects under development and land held for development. See further discussion below.
(3)Represents unconsolidated investments in real estate technology funds/companies.
(4)In certain instances, the joint venture agreements contain provisions for promoted interests in favor of our joint venture partner. If the terms of the promoted interest are attained, then our share of the proceeds from a sale or other capital event of the unconsolidated entity may be less than the indicated ownership percentage.

The following table summarizes the Company’s unconsolidated joint ventures that were deemed to be VIEs as of December 31, 2021:

Operating Property (1)Projects Under Development (2)Land Held for Development (2), (3)
EntityProjectsApartment Units (4)ProjectsApartment Units (4)
Unconsolidated Joint Ventures (VIE)1392931,005
(1)Represents the operating property noted in the table above.
(2)Represents separate unconsolidated joint ventures for the purpose of developing multifamily rental properties.
(3)Represents separate unconsolidated joint ventures that are expected to start construction in 2022. One parcel is subject to a long-term ground lease.
(4)Represents the intended number of apartment units.

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New Joint Ventures

In August 2021, the Company entered into a strategic partnership with Toll Brothers, Inc. (“Toll”) to develop apartment communities in key markets. The Company and Toll will enter into separate joint venture agreements for each property, and the Company will account for these unconsolidated joint ventures under the equity method of accounting. Toll will act as the managing member of each project and receive developer fees. The Company, in certain circumstances, may act as the property manager, receive property management fees and have the right, but not the obligation, to acquire each property at fair market value upon stabilization. As of December 31, 2021, the Company and Toll entered into three separate joint venture agreements under the strategic partnership (included in the table below).

The following table provides information on total unconsolidated development joint ventures entered into during the year ended December 31, 2021 (amounts in thousands except for number of unconsolidated joint ventures):

Number of unconsolidated joint ventures (1) (2)6
EQR's investments in unconsolidated entities – acquisitions$48,534
(1)The entities qualify as VIEs, but the Company is not the primary beneficiary because it does not have the power to direct the activities that most significantly impact the VIE’s performance. Therefore, these entities are unconsolidated and recorded using the equity method of accounting. See Note 2 for additional discussion.
(2)One parcel is subject to a long-term ground lease.
7.Restricted Deposits

The following table presents the Company’s restricted deposits as of December 31, 2021 and 2020 (amounts in thousands):

December 31, 2021December 31, 2020
Mortgage escrow deposits:
Replacement reserves$11,156$9,877
Mortgage principal reserves/sinking funds19,10414,168
Mortgage escrow deposits30,26024,045
Restricted cash:
Tax-deferred (1031) exchange proceeds166,362—
Earnest money on pending acquisitions2,000—
Restricted deposits on real estate investments284307
Resident security and utility deposits35,66331,412
Other1,8351,373
Restricted cash206,14433,092
Restricted deposits$236,404$57,137
8**.**Leases

Lessor Accounting

The Company is the lessor for its residential and non-residential leases and these leases are accounted for as operating leases under the lease standard.

For the years ended December 31, 2021, 2020 and 2019, approximately 97%, 98% and 97%, respectively, of the Company’s total lease revenue is generated from residential apartment leases that are generally twelve months or less in length. The residential apartment leases may include lease income related to such items as utility recoveries, parking rent, storage rent and pet rent that the Company treats as a single lease component because the amenities cannot be leased on their own and the timing and pattern of revenue recognition are the same. The collection of lease payments at lease commencement is probable and therefore the Company subsequently recognizes lease income over the lease term on a straight-line basis. Residential leases are renewable upon consent of both parties on an annual or monthly basis.

For the years ended December 31, 2021, 2020 and 2019, approximately 3%, 2% and 3%, respectively, of the Company’s total lease revenue is generated by non-residential leases that are generally for terms ranging between five to ten years. The non-residential leases generally consist of ground floor retail spaces and master-leased parking garages that serve as additional amenities for our residents. The non-residential leases may include lease income related to such items as utility recoveries, parking rent and storage rent that the Company treats as a single lease component because the amenities cannot be leased on their own and the timing and pattern of

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revenue recognition are the same. The collection of lease payments at lease commencement is probable and therefore the Company subsequently recognizes lease income over the lease term on a straight-line basis. Non-residential leases are renewable with market-based renewal options.

The Company elected the practical expedient to account for both its lease and non-lease components (specifically common area maintenance charges) as a single lease component under the lease standard.

The following table presents the lease income types relating to lease payments for residential and non-residential leases along with the total other rental income for the years ended December 31, 2021, 2020 and 2019 (amounts in thousands):

Year Ended December 31, 2021Year Ended December 31, 2020Year Ended December 31, 2019
Income TypeResidential LeasesNon-Residential LeasesTotalResidential LeasesNon-Residential LeasesTotalResidential LeasesNon-Residential LeasesTotal
Residential and non-residential rent$2,199,986$61,033$2,261,019$2,336,778$51,663$2,388,441$2,414,201$71,988$2,486,189
Utility recoveries (RUBS income) (1)74,84672375,56970,69967771,37667,65991768,576
Parking rent40,93456541,49938,74341239,15537,55734837,905
Other lease revenue (2)(17,667)4,027(13,640)(28,663)(5,519)(34,182)1,979(820)1,159
Total lease revenue$2,298,099$66,3482,364,447$2,417,557$47,2332,464,790$2,521,396$72,4332,593,829
Parking revenue26,78922,21028,272
Other revenue72,76184,70578,590
Total other rental income (3)99,550106,915106,862
Rental income$2,463,997$2,571,705$2,700,691
(1)RUBS income primarily consists of variable payments representing the recovery of utility costs from residents.
(2)Other lease revenue consists of the revenue adjustment related to bad debt and other miscellaneous lease revenue.
(3)Other rental income is accounted for under the revenue recognition standard.

The economic impact of the pandemic on a subset of our residents and tenants has led to elevated levels of bad debt, which was reduced, in part, by governmental rental assistance payments paid on their behalf. We continue to work with our residents and tenants on payment plans and collections and our bad debt allowance policies remain consistent from those existing prior to the pandemic.

The following table presents residential and non-residential accounts receivable and straight-line receivable balances for the Company’s properties as of December 31, 2021 and 2020 (amounts in thousands):

ResidentialNon-Residential
Balance Sheet (Other assets):December 31, 2021December 31, 2020December 31, 2021December 31, 2020
Resident/tenant accounts receivable balances$37,959$30,856$3,218$7,598
Allowance for doubtful accounts(33,121)(24,021)(2,365)(6,527)
Net receivable balances$4,838(1)$6,835$853$1,071
Straight-line receivable balances$7,460$19,992$13,021$13,413
(1)The Company held residential security deposits approximating 48.2% of the net receivable balance at December 31, 2021.

The following table presents residential bad debt for the Company’s properties for the years ended December 31, 2021, 2020 and 2019 (amounts in thousands):

Year Ended December 31,
Income Statement (Rental income):202120202019
Bad debt, net (1)$31,485$42,505$12,067
% of rental income1.3%1.7%0.5%
(1)Bad debt, net benefited from additional resident payments due to governmental rental assistance programs of approximately $34.8 million for the year ended December 31, 2021.

Due to the impact of COVID-19 and the resulting economic impact on our non-residential tenants, we recognized a non-cash write-off of non-residential straight-line lease receivables of approximately $0.8 million and $13.2 million during the years ended December 31, 2021 and 2020, respectively. In addition, we reduced rental revenues by approximately $7.5 million and $7.3 million during the years ended December 31, 2021 and 2020, respectively, due to rent payment deferrals/abatements granted to our non-residential tenants.

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Lessee Accounting

The Company is the lessee under various corporate office and ground leases for which the Company recognizes right-of-use (“ROU”) assets and related lease liabilities. The following table presents the Company’s ROU assets and related lease liabilities as of December 31, 2021 and 2020 (amounts in thousands):

20212020
Right-of-use assets:
Corporate office leases (operating)$36,897$39,203
Ground leases (finance)97,57557,584
Ground leases (operating)340,241402,500
Right-of-use assets$474,713$499,287
Lease liabilities:
Corporate office leases (operating)$37,760$40,470
Ground leases (finance)69,47923,350
Ground leases (operating)205,096265,310
Lease liabilities$312,335$329,130

Corporate office leases

The Company leases eight corporate offices with lease expiration dates ranging from 2022 through 2042 (inclusive of applicable extension options). See Note 15 for details on a corporate office lease with a related party.

Ground leases

The Company maintains long-term ground leases for 15 operating properties and one project under development with lease expiration dates ranging from 2042 through 2118 (inclusive of applicable purchase options). The Company owns the building and improvements. During the year ended December 31, 2021, the Company modified one ground lease that was previously classified as an operating lease. The Company now classifies this lease as a finance lease and reduced its lease liability and ROU asset due to remeasurement by approximately $11.3 million.

Additional disclosures

The following tables illustrate the quantitative disclosures for lessees as of and for the years ended December 31, 2021, 2020 and 2019 (amounts in thousands):

Year Ended December 31, 2021Year Ended December 31, 2020Year Ended December 31, 2019
Lease cost:
Finance lease cost:
Amortization of right-of-use assets (capitalized)$351$—$—
Amortization of right-of-use assets (expensed)1,391——
Interest on lease liabilities (capitalized)4521,029225
Interest on lease liabilities (expensed)1,464——
Operating lease cost:
Corporate office leases3,5813,7473,937
Ground leases18,33822,10222,198
Variable lease cost:
Corporate office leases1,0371,3071,489
Ground leases2,9733,3043,700
Total lease cost$29,587$31,489$31,549

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December 31, 2021December 31, 2020December 31, 2019
Other information:
Cash paid for amounts included in the measurement of lease liabilities:
Investing cash flows from finance leases$383$567$188
Financing cash flows from finance leases$1,898$—$34,734
Operating cash flows from operating leases:
Corporate office leases$5,016$5,296$5,494
Ground leases$14,682$16,552$16,837
ROU assets obtained in exchange for new finance lease liabilities$—$—$23,201
ROU assets obtained in exchange for new operating lease liabilities:
Corporate office leases$—$—$44,298
Ground leases$—$—$422,018
Weighted-average remaining lease term – finance leases25.2 years18.7 years19.7 years
Weighted-average remaining lease term – operating leases:
Corporate office leases16.8 years17.4 years18.1 years
Ground leases61.8 years55.3 years56.2 years
Weighted-average discount rate – finance leases2.8%3.0%3.0%
Weighted-average discount rate – operating leases:
Corporate office leases3.2%3.2%3.2%
Ground leases5.1%5.0%5.0%

The following table summarizes the Company’s undiscounted cash flows for contractual obligations for minimum rent payments/receipts under operating and financing leases for the next five years and thereafter as of December 31, 2021:

(Payments)/Receipts Due by Year (in thousands)
20222023202420252026ThereafterTotal
Finance Leases:
Minimum Rent Payments (a)$(2,463)$(2,662)$(2,880)$(2,946)$(2,959)$(88,209)$(102,119)
Operating Leases:
Minimum Rent Payments (a)$(15,090)$(14,998)$(15,131)$(14,957)$(14,843)$(831,456)$(906,475)
Minimum Rent Receipts (b)$58,561$56,754$51,295$45,091$37,283$135,922$384,906
(a)Minimum basic rent due for corporate office leases and base rent due on ground leases where the Company is the lessee.
(b)Minimum basic rent receipts due for various non-residential space where the Company is the lessor. Excludes residential leases due to their short-term nature.

The following table provides a reconciliation of lease liabilities from our undiscounted cash flows for minimum rent payments as of December 31, 2021 (amounts in thousands):

2021
Total minimum rent payments$1,008,594
Less: Lease discount(696,259)
Lease liabilities$312,335
9**.**Debt

EQR does not have any indebtedness as all debt is incurred by the Operating Partnership. Weighted average interest rates noted below for the years ended December 31, 2021 and 2020 include the effect of any derivative instruments and amortization of premiums/discounts/OCI (other comprehensive income) on debt and derivatives.

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Mortgage Notes Payable

The following tables summarize the Company’s mortgage notes payable activity for the years ended December 31, 2021 and 2020, respectively (amounts in thousands):

Mortgage notes payable, net as of December 31, 2020ProceedsLump sum payoffsScheduled principal repaymentsAmortization of premiums/ discountsAmortization of deferred financing costs, net (1)Mortgage notes payable, net as of December 31, 2021
Fixed Rate Debt:
Secured – Conventional$1,901,091$28,500(2)$(28,200)$(7,465)$1,522$1,024$1,896,472
Floating Rate Debt:
Secured – Conventional31,49429,928(3)———(1,532)59,890
Secured – Tax Exempt361,305—(128,615)—1,242907234,839
Floating Rate Debt392,79929,928(128,615)—1,242(625)294,729
Total$2,293,890$58,428$(156,815)$(7,465)$2,764$399$2,191,201
(1)Represents amortization of deferred financing costs, net of debt financing costs.
(2)Obtained 3.58% fixed rate mortgage debt maturing on March 1, 2031.
(3)Variable rate construction mortgage debt that is non-recourse to the Company maturing on June 25, 2022 (total commitment of $67.6 million).
Mortgage notes payable, net as of December 31, 2019ProceedsLump sum payoffsScheduled principal repaymentsAmortization of premiums/ discountsAmortization of deferred financing costs, net (1)Mortgage notes payable, net as of December 31, 2020
Fixed Rate Debt:
Secured – Conventional$1,574,699$495,000(2)$(160,522)$(7,759)$988$(1,315)$1,901,091
Floating Rate Debt:
Secured – Conventional7,05024,204(3)———24031,494
Secured – Tax Exempt359,861———1,246198361,305
Floating Rate Debt366,91124,204——1,246438392,799
Total$1,941,610$519,204$(160,522)$(7,759)$2,234$(877)$2,293,890
(1)Represents amortization of deferred financing costs, net of debt financing costs.
(2)Obtained a 2.60% fixed rate mortgage loan pool maturing on May 1, 2030.
(3)Variable rate construction mortgage debt that is non-recourse to the Company maturing on June 25, 2022 (total commitment of $67.6 million).

The following table summarizes certain interest rate and maturity date information as of and for the years ended December 31, 2021 and 2020, respectively:

December 31, 2021December 31, 2020
Interest Rate Ranges0.06% - 4.21%0.06% - 4.71%
Weighted Average Interest Rate3.18%3.33%
Maturity Date Ranges2022-20612021-2061

As of December 31, 2021 and 2020, the Company had $250.0 million and $281.7 million, respectively, of secured debt (primarily tax-exempt bonds) subject to third-party credit enhancement.

The historical cost, net of accumulated depreciation, of encumbered properties was $2.7 billion and $2.9 billion at December 31, 2021 and 2020, respectively.

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Notes

The following tables summarize the Company’s notes activity for the years ended December 31, 2021 and 2020, respectively (amounts in thousands):

Notes, net as of December 31, 2020ProceedsLump sum payoffsAmortization of premiums/ discountsAmortization of deferred financing costs, net (1)Notes, net as of December 31, 2021
Fixed Rate Debt:
Unsecured – Public$5,335,536$497,470(2)$—$2,538$(322)$5,835,222
(1)Represents amortization of deferred financing costs, net of debt financing costs.
(2)Issued $500.0 million of ten-year 1.85% unsecured notes, receiving net proceeds before underwriting fees and other expenses.
Notes, net as of December 31, 2019ProceedsLump sum payoffsAmortization of premiums/ discountsAmortization of deferred financing costs, net (1)Notes, net as of December 31, 2020
Fixed Rate Debt:
Unsecured – Public$6,077,513$—$(750,000)$2,997$5,026$5,335,536
(1)Represents amortization of deferred financing costs, net of debt financing costs.

The following table summarizes certain interest rate and maturity date information as of and for the years ended December 31, 2021 and 2020, respectively:

December 31, 2021December 31, 2020
Interest Rate Ranges1.85% - 7.57%2.50% - 7.57%
Weighted Average Interest Rate3.65%4.03%
Maturity Date Ranges2023-20472023-2047

The Company’s unsecured public notes contain certain financial and operating covenants including, among other things, maintenance of certain financial ratios. The Company was in compliance with its unsecured public debt covenants for both the years ended December 31, 2021 and 2020.

EQR and ERPOP currently have an active universal shelf registration statement for the issuance of equity and debt securities that automatically became effective upon filing with the SEC in June 2019 and expires in June 2022.

Line of Credit and Commercial Paper

The Company has a $2.5 billion unsecured revolving credit facility maturing November 1, 2024. The Company has the ability to increase available borrowings by an additional $750.0 million by adding lenders to the facility, obtaining the agreement of existing lenders to increase their commitments or incurring one or more term loans. The interest rate on advances under the facility will generally be LIBOR plus a spread (currently 0.775%), or based on bids received from the lending group, and the Company pays an annual facility fee (currently 0.125%). Both the spread and the facility fee are dependent on the Company’s senior unsecured credit rating. The weighted average interest rates on the revolving credit facility were 0.88% and 1.47% for the years ended December 31, 2021 and 2020, respectively.

The Company has an unsecured commercial paper note program under which it may borrow up to a maximum of $1.0 billion subject to market conditions. The notes will be sold under customary terms in the United States commercial paper note market and will rank pari passu with all of the Company’s other unsecured senior indebtedness. The notes bear interest at various floating rates with a weighted average interest rate of 0.27% and 1.72% for the years ended December 31, 2021 and 2020, respectively, and a weighted average maturity of 27 days and 45 days as of December 31, 2021 and 2020, respectively. The weighted average amount outstanding for the years ended December 31, 2021 and 2020 was approximately $471.0 million and $276.6 million, respectively.

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The Company limits its utilization of the revolving credit facility in order to maintain liquidity to support its $1.0 billion commercial paper program along with certain other obligations. The following table presents the availability on the Company’s unsecured revolving credit facility as of December 31, 2021 and 2020 (amounts in thousands):

December 31, 2021December 31, 2020
Unsecured revolving credit facility commitment$2,500,000$2,500,000
Commercial paper balance outstanding(315,121)(415,000)
Unsecured revolving credit facility balance outstanding——
Other restricted amounts(3,507)(100,949)
Unsecured revolving credit facility availability$2,181,372$1,984,051

Other

The following table summarizes the Company’s total debt extinguishment costs recorded as additional interest expense during the years ended December 31, 2021, 2020 and 2019, respectively (amounts in thousands):

December 31, 2021December 31, 2020December 31, 2019
Prepayment premiums/penalties$—$26,150$13,647
Write-offs of unamortized deferred financing costs7446343,148
Write-offs of unamortized (premiums)/discounts/OCI—12,5087,196
Total$744$39,292$23,991

The following table provides a summary of the aggregate payments of principal on all debt for each of the next five years and thereafter as of December 31, 2021 (amounts in thousands):

YearTotal
2022 (1)$641,089
20231,329,088
20246,100
2025458,200
2026601,025
Thereafter5,385,670
Subtotal8,421,172
Deferred Financing Costs and Unamortized (Discount)(79,719)
Total$8,341,453
(1)Includes $315.1 million in principal outstanding on the Company’s commercial paper program.
10**.**Fair Value Measurements

The valuation of financial instruments requires the Company to make estimates and judgments that affect the fair value of the instruments. The Company, where possible, bases the fair values of its financial instruments on listed market prices and third-party quotes. Where these are not available, the Company bases its estimates on current instruments with similar terms and maturities or on other factors relevant to the financial instruments.

In the normal course of business, the Company is exposed to the effect of interest rate changes. The Company may seek to manage these risks by following established risk management policies and procedures including the use of derivatives to hedge interest rate risk on debt instruments. The Company may also use derivatives to manage commodity prices in the daily operations of the business.

During the year ended December 31, 2021, the Company purchased and sold investment securities and recognized a net gain on sale of $23.4 million, which is included in interest and other income in the consolidated statements of operations. The Company did not own any of these investment securities at December 31, 2021.

A three-level valuation hierarchy exists for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. A financial instrument’s categorization

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within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows:

•Level 1 – Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
•Level 2 – Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
•Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company’s derivative positions are valued using models developed by the respective counterparty as well as models applied internally by the Company that use as their inputs readily observable market parameters (such as forward yield curves and credit default swap data). The following table summarizes the inputs to the valuations for each type of fair value measurement:

Fair Value Measurement TypeValuation Inputs
Employee holdings (other than Common Shares) within the supplemental executive retirement plan (the “SERP”)Quoted market prices for identical assets. These holdings are included in other assets and other liabilities on the consolidated balance sheets.
Redeemable Noncontrolling Interests – Operating Partnership/Redeemable Limited PartnersQuoted market price of Common Shares.
Mortgage notes payable and private unsecured debt (including its commercial paper and line of credit, if applicable)Indicative rates provided by lenders of similar loans.
Public unsecured notesQuoted market prices for each underlying issuance.

The fair values of the Company’s financial instruments (other than mortgage notes payable, unsecured notes, commercial paper, line of credit and derivative instruments), including cash and cash equivalents and other financial instruments, approximate their carrying or contract value. The following table provides a summary of the carrying and fair values for the Company’s mortgage notes payable and unsecured debt (including its commercial paper and line of credit, if applicable) at December 31, 2021 and 2020, respectively (amounts in thousands):

December 31, 2021December 31, 2020
Carrying ValueEstimated Fair Value (Level 2)Carrying ValueEstimated Fair Value (Level 2)
Mortgage notes payable, net$2,191,201$2,193,689$2,293,890$2,313,263
Unsecured debt, net6,150,2526,798,3095,750,3666,686,612
Total debt, net$8,341,453$8,991,998$8,044,256$8,999,875

The following tables provide a summary of the fair value measurements for each major category of assets and liabilities measured at fair value on a recurring basis and the location within the accompanying consolidated balance sheets at December 31, 2021 and 2020, respectively (amounts in thousands):

Fair Value Measurements at Reporting Date Using
DescriptionBalance Sheet Location12/31/2021Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Assets
Supplemental Executive Retirement PlanOther Assets$164,650$164,650$—$—
Liabilities
Supplemental Executive Retirement PlanOther Liabilities$164,650$164,650$—$—
Redeemable Noncontrolling Interests –
Operating Partnership/Redeemable
Limited PartnersMezzanine$498,977$—$498,977$—

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Fair Value Measurements at Reporting Date Using
DescriptionBalance Sheet Location12/31/2020Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Assets
Supplemental Executive Retirement PlanOther Assets$160,293$160,293$—$—
Liabilities
Supplemental Executive Retirement PlanOther Liabilities$160,293$160,293$—$—
Redeemable Noncontrolling Interests –
Operating Partnership/Redeemable
Limited PartnersMezzanine$338,951$—$338,951$—

The following tables provide a summary of the effect of fair value hedges on the Company’s accompanying consolidated statements of operations and comprehensive income for the years ended December 31, 2021, 2020 and 2019, respectively (amounts in thousands):

December 31, 2021 Type of Fair Value HedgeLocation of Gain/(Loss) Recognized in Income on DerivativeAmount of Gain/(Loss) Recognized in Income on DerivativeHedged ItemIncome Statement Location of Hedged Item Gain/(Loss)Amount of Gain/(Loss) Recognized in Income on Hedged Item
Derivatives designated as hedging instruments:
Interest Rate Contracts:
Interest Rate SwapsN/A$—N/AN/A$—
Total$—$—
December 31, 2020 Type of Fair Value HedgeLocation of Gain/(Loss) Recognized in Income on DerivativeAmount of Gain/(Loss) Recognized in Income on DerivativeHedged ItemIncome Statement Location of Hedged Item Gain/(Loss)Amount of Gain/(Loss) Recognized in Income on Hedged Item
Derivatives designated as hedging instruments:
Interest Rate Contracts:
Interest Rate SwapsN/A$—N/AN/A$—
Total$—$—
December 31, 2019 Type of Fair Value HedgeLocation of Gain/(Loss) Recognized in Income on DerivativeAmount of Gain/(Loss) Recognized in Income on DerivativeHedged ItemIncome Statement Location of Hedged Item Gain/(Loss)Amount of Gain/(Loss) Recognized in Income on Hedged Item
Derivatives designated as hedging instruments:
Interest Rate Contracts:
Interest Rate SwapsInterest expense$2,277Fixed rate debtInterest expense$(2,277)
Total$2,277$(2,277)

The following tables provide a summary of the effect of cash flow hedges on the Company’s accompanying consolidated statements of operations and comprehensive income for the years ended December 31, 2021, 2020 and 2019, respectively (amounts in thousands):

December 31, 2021 Type of Cash Flow HedgeAmount of Gain/(Loss) Recognized in OCI on DerivativeLocation of Gain/(Loss) Reclassified from Accumulated OCI into IncomeAmount of Gain/(Loss) Reclassified from Accumulated OCI into Income
Derivatives designated as hedging instruments:
Interest Rate Contracts:
Forward Starting Swaps$—Interest expense$(9,394)
Total$—$(9,394)

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December 31, 2020 Type of Cash Flow HedgeAmount of Gain/(Loss) Recognized in OCI on DerivativeLocation of Gain/(Loss) Reclassified from Accumulated OCI into IncomeAmount of Gain/(Loss) Reclassified from Accumulated OCI into Income
Derivatives designated as hedging instruments:
Interest Rate Contracts:
Forward Starting Swaps$(1,190)Interest expense$(35,087)
Total$(1,190)$(35,087)
December 31, 2019 Type of Cash Flow HedgeAmount of Gain/(Loss) Recognized in OCI on DerivativeLocation of Gain/(Loss) Reclassified from Accumulated OCI into IncomeAmount of Gain/(Loss) Reclassified from Accumulated OCI into Income
Derivatives designated as hedging instruments:
Interest Rate Contracts:
Forward Starting Swaps$(33,765)Interest expense$(21,188)
Total$(33,765)$(21,188)

As of December 31, 2021 and 2020, there were approximately $34.3 million and $43.7 million in deferred losses, net, included in accumulated other comprehensive income (loss), respectively, related to derivative instruments, of which an estimated $10.6 million may be recognized as additional interest expense during the twelve months ending December 31, 2022.

In April 2020, the Company paid approximately $1.2 million to settle two forward starting swaps in conjunction with the issuance of $495.0 million of ten-year secured conventional mortgage notes. The entire $1.2 million was initially deferred as a component of accumulated other comprehensive income (loss) and will be recognized as an increase to interest expense over the first five years of the mortgage notes.

In July 2019, six fair value interest rate swaps matured in conjunction with the maturity of $450.0 million of 2.375% unsecured notes.

In June 2019, the Company paid approximately $41.8 million to settle ten forward starting swaps in conjunction with the issuance of $600.0 million of ten-year unsecured public notes. The accrued interest of approximately $0.2 million was recorded as an increase to interest expense. The remaining $41.6 million was deferred as a component of accumulated other comprehensive income (loss) and will be recognized as an increase to interest expense over the first nine years and eleven months of the notes.

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11.Earnings Per Share and Earnings Per Unit

Equity Residential

The following tables set forth the computation of net income per share – basic and net income per share – diluted for the Company (amounts in thousands except per share amounts):

Year Ended December 31,
202120202019
Numerator for net income per share – basic:
Net income$1,396,714$962,501$1,009,708
Allocation to Noncontrolling Interests – Operating Partnership(45,900)(34,010)(36,034)
Net (income) loss attributable to Noncontrolling Interests – Partially Owned Properties(17,964)(14,855)(3,297)
Preferred distributions(3,090)(3,090)(3,090)
Numerator for net income per share – basic$1,329,760$910,546$967,287
Numerator for net income per share – diluted:
Net income$1,396,714$962,501$1,009,708
Net (income) loss attributable to Noncontrolling Interests – Partially Owned Properties(17,964)(14,855)(3,297)
Preferred distributions(3,090)(3,090)(3,090)
Numerator for net income per share – diluted$1,375,660$944,556$1,003,321
Denominator for net income per share – basic and diluted:
Denominator for net income per share – basic373,833371,791370,461
Effect of dilutive securities:
OP Units12,26313,00312,907
Long-term compensation shares/units1,9241,0802,965
ATM forward sales69——
Denominator for net income per share – diluted388,089385,874386,333
Net income per share – basic$3.56$2.45$2.61
Net income per share – diluted$3.54$2.45$2.60

ERP Operating Limited Partnership

The following tables set forth the computation of net income per Unit – basic and net income per Unit – diluted for the Operating Partnership (amounts in thousands except per Unit amounts):

Year Ended December 31,
202120202019
Numerator for net income per Unit – basic and diluted:
Net income$1,396,714$962,501$1,009,708
Net (income) loss attributable to Noncontrolling Interests – Partially Owned Properties(17,964)(14,855)(3,297)
Allocation to Preference Units(3,090)(3,090)(3,090)
Numerator for net income per Unit – basic and diluted$1,375,660$944,556$1,003,321
Denominator for net income per Unit – basic and diluted:
Denominator for net income per Unit – basic386,096384,794383,368
Effect of dilutive securities:
Dilution for Units issuable upon assumed exercise/vesting of the Company’s long-term compensation shares/units1,9241,0802,965
ATM forward sales69——
Denominator for net income per Unit – diluted388,089385,874386,333
Net income per Unit – basic$3.56$2.45$2.61
Net income per Unit – diluted$3.54$2.45$2.60
12.Share Incentive Plans

Any Common Shares issued pursuant to EQR’s incentive equity compensation and employee share purchase plans will result in ERPOP issuing OP Units to EQR on a one-for-one basis with ERPOP receiving the net cash proceeds of such issuances.

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Overview of Share Incentive Plans

The 2019 Share Incentive Plan (the “2019 Plan”), as approved by the Company’s shareholders on June 27, 2019, expires on June 27, 2029 and reserves 11,331,958 Common Shares for issuance. All future awards will be granted under the 2019 Plan. As of December 31, 2021, 9,539,478 shares were available for future issuance.

Pursuant to the 2019 Plan and the 2011 Share Incentive Plan (the “2011 Plan”) (collectively the “Share Incentive Plans”), officers, trustees, key employees and consultants of the Company and its subsidiaries may be granted share options to acquire Common Shares (“Options”), including non-qualified share options (“NQSOs”), incentive share options (“ISOs”) and share appreciation rights (“SARs”), or may be granted restricted or non-restricted shares/units (including long-term incentive plan awards), subject to conditions and restrictions. Options, SARs, restricted shares and restricted units are sometimes collectively referred to herein as “Awards.”

The 2011 Plan will terminate when all outstanding Awards have expired or have been exercised/vested. The Board of Trustees may at any time amend or terminate the Share Incentive Plans, but termination will not affect Awards previously granted, absent immediate vesting and cash settlement. Any Options which had vested prior to such a termination would remain exercisable by the holder.

Employee Long-Term Compensation Awards

The following table summarizes the terms of Awards generally granted to employees:

OptionsRestricted SharesRestricted Units
OverviewOptions exercised after vesting result in issuance of new Common Shares.Restricted shareholders generally have the same voting rights and receive quarterly dividend payments on their shares at the same rate and on the same date as any other Common Share holder (1).When certain conditions are met, restricted units convert into an equal number of OP Units, which the holder may exchange for Common Shares on a one-for-one basis or at the option of the Company the cash value of such shares. Restricted unitholders receive quarterly distribution payments on their restricted units at the same rate and on the same date as any other OP Unit holder (1).
Grant/Exercise PriceGranted at the fair market value of Common Shares as of the grant date.Granted at the fair market value of Common Shares as of the grant date.Granted at varying discount rates to the fair market value of Common Shares as of the grant date (2).
Vesting PeriodIn three equal installments over a three-year period from the grant date.Three years from the grant date.Three years from the grant date.
ExpirationTen years from the grant date.Not applicable.Ten years from the grant date (2).
Upon Employee TerminationUnvested options are canceled.Unvested restricted shares are canceled.Unvested restricted units are canceled.
(1)Dividends/distributions paid on unvested restricted shares and units are included as a component of retained earnings and Noncontrolling Interest – Operating Partnership/Limited Partners Capital, respectively, and have not been considered in reducing net income available to Common Shares/Units in a manner similar to the Company’s preferred share/preference unit dividends for the earnings per share/Unit calculation.
(2)A restricted unit will automatically convert to an OP Unit when the capital account of each restricted unit increases (“books-up”) to a specified target. The probability of a book-up occurring within the ten-year contractual life along with the liquidity risk associated with various hold period restrictions are both reflected in the discount. If the capital target is not attained within ten years following the date of issuance, the restricted unit will automatically be canceled and no compensation will be payable to the holder of such canceled restricted unit. If the capital target is attained and the restricted unit is converted to an OP Unit, it will not expire.

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Valuation Method of Share Options

The fair value of the Option grants is recognized over the requisite service/vesting period of the Options. The fair value for the Company’s Options was estimated at the time the Options were granted using the Black-Scholes option pricing model with the primary grant in each year having the following weighted average assumptions:

202120202019
Expected volatility (1)21.3%15.2%16.3%
Expected life (2)5 years5 years5 years
Expected dividend yield (3)3.23%3.04%3.10%
Risk-free interest rate (4)0.50%1.32%2.43%
Exercise price per share (5)$67.48$83.08$72.02
Option valuation per share$7.96$7.23$8.06
(1)Expected volatility – Estimated based on the historical five-year volatility (the period matching the expected life) of EQR’s share price measured on a monthly basis.
(2)Expected life – Approximates the actual weighted average life of all Options granted since the Company went public in 1993.
(3)Expected dividend yield – Calculated by averaging the historical annual yield on EQR shares for a period matching the expected life of each grant, with the annual yield calculated by dividing actual regular dividends (excluding any special dividends) by the average price of EQR’s shares in a given year.
(4)Risk-free interest rate – The most current U.S. Treasury rate available at the grant date for a period matching the expected life of each grant.
(5)Exercise price per share – The closing share price of the Common Shares on the grant date.

The valuation method and assumptions are the same as those the Company used in accounting for Option expense in its consolidated financial statements. The Black-Scholes option valuation model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. This model is only one method of valuing options. Because the Company’s Options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, the actual value of the Options to the recipient may be significantly different.

Long-Term Incentive Plan

The Company’s executive compensation program allows the Chairman, Chief Executive Officer and certain other executive officers to earn from 0% to 200% of the target number of long-term incentive (“LTI”) awards, payable in the form of restricted shares and/or restricted units. No payout would be made for any return below 50% of the target performance metric. The Company’s Total Shareholder Return (“TSR”) and Normalized Funds from Operations (“FFO”) results over a forward-looking three-year performance period determine the restricted shares and/or restricted units awarded and are compared to pre-established quantitative performance metrics. The grant date fair value of the awards is estimated using a Monte Carlo model for the TSR portion of the awards, and the resulting expense is recorded over the service period regardless of whether the TSR performance measures are achieved, while the Normalized FFO portion of the awards is adjusted based on the final achievement obtained. If the executive is retirement-eligible, the grant date fair value is amortized into expense over the first year. All other awards are amortized into expense over the three-year performance and vesting period. If employment is terminated prior to vesting, the restricted shares and restricted units are generally canceled.

The LTI participants receive distributions only on restricted units awarded equal to 10% of the quarterly distributions paid on OP Units during the performance period. At the end of the performance period, LTI participants receive dividends/distributions actually earned on restricted shares or restricted units awarded during the performance period, less any distributions already paid on the restricted units.

The grant date fair value of the TSR portion of the LTI awards is estimated using a multifactor Monte Carlo model to determine share prices for an absolute award for which the payout of the award only depends on EQR’s TSR and a set of relative awards for which the payout of the award depends on the spread of EQR’s TSR to the TSR of two indices: (a) the FTSE Nareit Apartment Index; and (b) the FTSE Nareit Equity Index. The grant date fair value of the Normalized FFO portion of the LTI awards is estimated using the closing price of EQR Common Shares on the grant date for the restricted shares and a discounted closing price of EQR Common Shares on the grant date for the restricted units to reflect the “book-up” and liquidity risk inherent in the units. The individual prices determined above are then weighted to arrive at the final values for each restricted share/unit as follows:

202120202019
Weighted average fair value per restricted share$61.73$75.89$65.36
Weighted average fair value per restricted unit$59.82$72.69$63.12

The valuation method and assumptions are the same as those the Company used in accounting for restricted share/unit expense in its consolidated financial statements. The Monte Carlo valuation model is only one method of valuing awards. Because the

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Company’s restricted shares/units have characteristics significantly different from those of traded shares/units, and because changes in the subjective input assumptions can materially affect the fair value estimate, the actual value of the restricted shares/units to the recipient may be significantly different.

Trustees

All Trustees, with the exception of the Company’s Chairman and employee Trustees, are granted Options, restricted shares and/or restricted units that vest one-year from the grant date that corresponds to the term for which he or she has been elected to serve. Since 2016, the Chairman has only received awards under the LTI plan (see further discussion above).

Retirement Benefits

The Company’s Share Incentive Plans provide for certain benefits upon retirement. The following table summarizes the terms of each retirement eligibility category.

Age 62 for EmployeesRule of 70 for EmployeesAge 72 for Trustees
EligibilityFor employees hired prior to January 1, 2009 and who were age 59 or older as of February 1, 2019.All employees (1).All non-employee Trustees.
Effect on unvested restricted shares, restricted units and OptionsAwards immediately vest and Options continue to be exercisable for the balance of the applicable ten-year option period.Awards continue to vest per the original vesting schedule, subject to certain conditions, and Options continue to be exercisable for the balance of the applicable ten-year option period.Awards immediately vest and Options continue to be exercisable for the balance of the applicable ten-year option period.
Effect on LTI PlanAwards are prorated in proportion to the number of days worked in the first year of the three-year performance period and the individual does not receive any payout of shares or units until the final payout is determined at the end of the three-year performance period.
(1)The Rule of 70 is met when an employee’s years of service with the Company (which must be at least 15 years) plus his or her age (which must be at least 55 years) on the date of termination equals or exceeds 70 years. In addition, the employee must give the Company at least six months’ advance written notice of his or her intention to retire along with agreeing to certain other conditions.

Under the Company’s definitions of retirement, some of its executive officers, including its Chief Executive Officer, and its Chairman are retirement eligible.

Compensation Expense and Award Activity

The following tables summarize compensation information regarding the restricted shares, restricted units, Options and Employee Share Purchase Plan (“ESPP”) for the three years ended December 31, 2021, 2020 and 2019.

Year Ended December 31, 2021
Compensation ExpenseCompensation CapitalizedRestricted Units/Options In-Lieu of Bonus (1)Compensation EquityDividends Incurred
Restricted shares (2)$7,258$1,131$—$8,389$761
Restricted units (2)16,689701,03817,7971,254
Options2,980121—3,101—
ESPP discount883108—991—
Total$27,810$1,430$1,038$30,278$2,015
Year Ended December 31, 2020
Compensation ExpenseCompensation CapitalizedRestricted Units/Options In-Lieu of Bonus (1)Compensation EquityDividends Incurred
Restricted shares (2)$10,053$1,172$—$11,225$1,172
Restricted units (2)10,103801,74311,9261,855
Options2,156193—2,349—
ESPP discount86282—944—
Total$23,174$1,527$1,743$26,444$3,027

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Year Ended December 31, 2019
Compensation ExpenseCompensation CapitalizedRestricted Units/Options In-Lieu of Bonus (1)Compensation EquityDividends Incurred
Restricted shares (2)$11,522$916$—$12,438$979
Restricted units (2)9,9052403,26513,410825
Options2,42025412,675—
ESPP discount60240—642—
Total$24,449$1,450$3,266$29,165$1,804
(1)The Company allows eligible officers the ability to receive immediately vested restricted units (subject to the book-up provisions described above and a two-year hold restriction) or immediately vested Options in-lieu of any percentage of their annual cash bonus.
(2)Includes LTI plan awards granted under the executive compensation program.

Compensation expense is generally recognized for Awards as follows:

•Restricted shares, restricted units and Options – Straight-line method over the vesting period of the Options, shares or units regardless of cliff or ratable vesting distinctions.
•LTI plan awards – Target amount is recognized under the straight-line method over the vesting period of the shares or units.
•ESPP discount – Immediately upon the purchase of Common Shares each quarter.

The Company accelerates the recognition of compensation expense for all Awards for those individuals approaching or meeting the retirement age criteria discussed above. The total compensation expense related to Awards not yet vested at December 31, 2021 is $8.6 million (including the accelerated expenses for individuals approaching or meeting the retirement age criteria discussed above), which is expected to be recognized over a weighted average term of 1.37 years.

The table below summarizes the Award activity of the Share Incentive Plans for the three years ended December 31, 2021, 2020 and 2019:

Common Shares Subject to OptionsWeighted Average Exercise Price per OptionRestricted SharesWeighted Average Fair Value per Restricted ShareRestricted UnitsWeighted Average Fair Value per Restricted Unit
Balance at December 31, 20187,112,235$52.35299,425$66.521,139,848$71.07
Awards granted (1)234,147$72.10163,799$73.96141,772$67.22
Awards exercised/vested(1,745,050)$44.72(151,321)$75.41(422,784)$70.77
Awards forfeited(30,489)$61.92(5,197)$65.35(552)$69.43
Awards expired(3,299)$40.39—$——$—
Balance at December 31, 20195,567,544$55.52306,706$66.15858,284$64.95
Awards granted (1)317,731$76.26179,911$77.44249,263$72.00
Awards exercised/vested(239,695)$50.31(131,792)$66.32(227,747)$68.47
Awards forfeited(1,344)$72.69(1,191)$73.45—$—
Awards expired(1,484)$47.18—$——$—
Balance at December 31, 20205,642,752$56.91353,634$71.81879,800$66.78
Awards granted (1)489,853$67.5896,224$70.46190,742$60.71
Awards exercised/vested(1,710,692)$50.09(133,351)$62.89(181,531)$62.01
Awards forfeited(23,317)$73.33(6,631)$74.31(35,580)$59.82
Awards expired(10,763)$68.00—$——$—
Balance at December 31, 20214,387,833$60.65309,876$75.17853,431$66.11
(1)Includes LTI plan awards granted under the executive compensation program.
Amounts in thousands except per share amounts
Year Ended December 31,
202120202019
Weighted average grant date fair value per share for Options granted$7.98$6.74$8.05
Aggregate intrinsic value of Options exercised (1)$47,413$7,569$58,066
Fair value of restricted shares vested$9,222$10,559$11,133
Fair value of restricted units vested$12,468$18,711$29,149
(1)These values were calculated as the difference between the strike price of the underlying awards and the per share price at which each respective award was exercised.

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The following table summarizes information regarding Options outstanding and exercisable at December 31, 2021 (aggregate intrinsic value is in thousands):

OptionsWeighted Average Remaining Contractual Life in YearsWeighted Average Exercise PriceAggregate Intrinsic Value (1)
Options Outstanding4,387,8335.37$60.65$130,999
Options Exercisable3,710,8884.76$58.70$118,015
Vested and expected to vest666,3348.71$71.33$12,775
(1)The aggregate intrinsic values were calculated as the excess, if any, between the Company’s closing share price of $90.50 per share on December 31, 2021 and the strike price of the underlying awards.

As of December 31, 2020 and 2019, 4,985,668 Options (with a weighted average exercise price of $55.12) and 4,750,481 Options (with a weighted average exercise price of $54.13) were exercisable, respectively.

13.Employee Plans

The Company established an Employee Share Purchase Plan to provide each employee and trustee the ability to annually acquire up to $100,000 of Common Shares of EQR. The Company registered 7,000,000 Common Shares under the ESPP, of which 2,553,434 Common Shares remained available for purchase at December 31, 2021. The Common Shares may be purchased quarterly at a price equal to 85% of the lesser of: (a) the closing price for a share on the last day of such quarter; and (b) the greater of: (i) the closing price for a share on the first day of such quarter, and (ii) the average closing price for a share for all the business days in the quarter. The following table summarizes information regarding the Common Shares issued under the ESPP with the net proceeds noted below being contributed to ERPOP in exchange for OP Units (amounts in thousands except share and per share amounts):

Year Ended December 31,
202120202019
Shares issued70,70290,19648,131
Issuance price ranges$53.13 – $71.04$46.23 – $63.84$59.56 – $72.91
Issuance proceeds$4,265$4,508$3,116

The Company established a defined contribution plan (the “401(k) Plan”) to provide retirement benefits for employees that meet minimum employment criteria. The Company matches dollar for dollar up to the first 4% of eligible compensation that a participant contributes to the 401(k) Plan for all employees except those defined as highly compensated employees, whose match is 3%. Participants are vested in the Company’s contributions over five years. The Company recognized an expense in the amount of $4.9 million, $5.2 million and $5.0 million for the years ended December 31, 2021, 2020 and 2019, respectively.

The Company established the SERP to provide certain officers and trustees an opportunity to defer a portion of their eligible compensation in order to save for retirement. The SERP is restricted to investments in Common Shares, certain marketable securities that have been specifically approved and cash equivalents. The deferred compensation liability represented in the SERP and the securities issued to fund such deferred compensation liability are consolidated by the Company and carried on the Company’s balance sheets, and the Company’s Common Shares held in the SERP are accounted for as a reduction to paid in capital (included in general partner’s capital in the Operating Partnership’s financial statements).

14.Distribution Reinvestment Plan

On September 30, 2014, the Company filed with the SEC a Form S-3 Registration Statement to register 4,790,000 Common Shares pursuant to a Distribution Reinvestment Plan (the “2014 DRIP”), which included the remaining shares available for issuance under a previous registration. The registration was automatically declared effective the same day and will expire when all 4,790,000 shares have been issued. The Company has 4,640,684 Common Shares available for issuance under the 2014 DRIP at December 31, 2021.

The 2014 DRIP provides holders of record and beneficial owners of Common Shares and Preferred Shares with a simple and convenient method of reinvesting cash dividends/distributions in additional Common Shares. Common Shares purchased under the 2014 DRIP may, at the option of EQR, be directly issued by EQR or purchased by EQR’s transfer agent in the open market using participants’ funds. The net proceeds from any Common Share issuances are contributed to ERPOP in exchange for OP Units.

15.Transactions with Related Parties

The Company leases its corporate headquarters from an entity affiliated with EQR’s Chairman of the Board of Trustees. The lease term expires on November 30, 2032 and contains two five-year extension options. The amount incurred for such office space for

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the years ended December 31, 2021, 2020 and 2019 were approximately $1.7 million, $2.1 million and $2.6 million, respectively. The Company believes these amounts approximate market rates for such rental space.

16.Commitments and Contingencies

Commitments

Joint Venture and Real Estate Technology Fund Commitments

We have entered into, and may continue in the future to enter into, joint ventures agreements with third-party partners for the development of multifamily rental properties, as well as real estate technology fund investments. The joint venture agreements with each development partner include buy-sell provisions that provide the right, but not the obligation, for the Company to acquire each respective partner’s interests or sell its interests at any time following the occurrence of certain pre-defined events described in the joint venture agreements. See Note 6 for additional discussion.

The following table summarizes the Company’s approximate real estate commitments at December 31, 2021 (amounts in thousands for remaining commitments):

Remaining
Projects/InvestmentsApartment UnitsCommitments
Projects Under Development
Consolidated1312$83,720
Unconsolidated3929264,290
Total Projects Under Development (1)41,241$348,010
Real Estate Technology Investments9—$30,947
(1)Remaining commitments for total projects under development represent the gross amounts, with funds to be provided by the Company, its joint venture partners and/or applicable construction loans.

As of December 31, 2021, the Company entered into a commitment agreement (the “Commitment Agreement”) with Toll to pursue the joint development of multifamily rental properties. Over the next three years, the Company intends to invest 75% of the equity for each selected project and Toll intends to invest 25%. It is expected that each project will also be financed with approximately 60% non-recourse construction debt. The parties have targeted an initial minimum co-investment of approximately $750.0 million in combined equity. The Company and Toll will enter into separate joint venture agreements for each property, and the Company will account for these unconsolidated joint ventures under the equity method of accounting. As of December 31, 2021, the Company and Toll have entered into three separate joint venture agreements under the Commitment Agreement, with all three projects expected to start development in 2022.

Employment Agreements

The Company has entered into a retirement benefits agreement with its Chairman and a deferred compensation agreement with one former executive officer. During the years ended December 31, 2021, 2020 and 2019, the Company recognized compensation expense of $0.1 million, $0.5 million and $0.4 million, respectively, related to these agreements.

The following table summarizes the Company’s contractual obligations for deferred compensation for the next five years and thereafter as of December 31, 2021:

(Payments) Due by Year (in thousands)
20222023202420252026ThereafterTotal
Other Long-Term Liabilities:
Deferred Compensation (1)$(773)$(1,013)$(732)$(732)$(732)$(4,023)$(8,005)
(1)Estimated payments to the Company’s Chairman and one former executive officer based on actual and estimated retirement dates.

Contingencies

Litigation and Legal Matters

The Company, as an owner of real estate, is subject to various Federal, state and local laws, including, but not limited to, rent regulations and environmental laws. Compliance by the Company with existing laws has not had a material adverse effect on the

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Company. However, the Company cannot predict the impact of new or changed laws or regulations, whether related to COVID-19 or otherwise, on its current properties or on properties that it may acquire in the future.

The Company does not believe there is any litigation pending or threatened against it that, individually or in the aggregate, may reasonably be expected to have a material adverse effect on the Company.

17.Reportable Segments

Operating segments are defined as components of an enterprise that engage in business activities from which they may earn revenues and incur expenses and about which discrete financial information is available that is evaluated regularly by the chief operating decision maker. The chief operating decision maker decides how resources are allocated and assesses performance on a recurring basis at least quarterly.

The Company’s primary business is the acquisition, development and management of multifamily residential properties, which includes the generation of rental and other related income through the leasing of apartment units to residents. The chief operating decision maker evaluates the Company’s operating performance geographically by market and both on a same store and non-same store basis. While the Company does maintain a non-residential presence, it accounts for approximately 3.9% of total revenues for the year ended December 31, 2021 and is designed as an amenity for our residential residents. The chief operating decision maker evaluates the performance of each property on a consolidated residential and non-residential basis. The Company’s geographic consolidated same store operating segments represent its reportable segments.

The Company’s development activities are other business activities that do not constitute an operating segment and as such, have been aggregated in the “Other” category in the tables presented below.

All revenues are from external customers and there is no customer who contributed 10% or more of the Company’s total revenues during the three years ended December 31, 2021, 2020 and 2019, respectively.

The primary financial measure for the Company’s rental real estate segment is net operating income (“NOI”), which represents rental income less: 1) property and maintenance expense and 2) real estate taxes and insurance expense (all as reflected in the accompanying consolidated statements of operations and comprehensive income). The Company believes that NOI is helpful to investors as a supplemental measure of its operating performance because it is a direct measure of the actual operating results of the Company’s apartment properties. Revenues for all leases are reflected on a straight-line basis in accordance with GAAP for the current and comparable periods.

The following table presents a reconciliation of NOI from our rental real estate for the years ended December 31, 2021, 2020 and 2019, respectively (amounts in thousands):

Year Ended December 31,
202120202019
Rental income$2,463,997$2,571,705$2,700,691
Property and maintenance expense(453,532)(440,998)(446,845)
Real estate taxes and insurance expense(397,105)(381,562)(366,139)
Total operating expenses(850,637)(822,560)(812,984)
Net operating income$1,613,360$1,749,145$1,887,707

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The following tables present NOI from our rental real estate for each segment for the years ended December 31, 2021, 2020 and 2019, respectively, as well as total assets and capital expenditures at December 31, 2021 and 2020, respectively (amounts in thousands):

Year Ended December 31, 2021Year Ended December 31, 2020Year Ended December 31, 2019
Rental IncomeOperating ExpensesNOIRental IncomeOperating ExpensesNOIRental IncomeOperating ExpensesNOI
Same store (1)
Los Angeles$447,094$141,636$305,458$444,129$140,469$303,660$485,084$144,314$340,770
Orange County109,42724,98684,441105,23624,54580,691105,08724,35980,728
San Diego78,70918,39660,31374,73718,17656,56173,69817,88955,809
Subtotal - Southern California635,230185,018450,212624,102183,190440,912663,869186,562477,307
San Francisco391,022121,134269,888435,371117,085318,286473,102115,702357,400
Washington D.C.393,374130,445262,929405,571125,353280,218394,171119,419274,752
New York405,830202,954202,876424,534197,740226,794464,270191,514272,756
Seattle245,48477,537167,947257,37274,362183,010252,31168,717183,594
Boston232,23375,698156,535240,15871,611168,547253,29770,875182,422
Other Markets39,08411,20927,87537,91711,04026,87718,2154,71313,502
Total same store2,342,257803,9951,538,2622,425,025780,3811,644,6442,519,235757,5021,761,733
Non-same store/other (2) (3)
Non-same store51,60421,29630,30811,7912,7069,08558,75117,70241,049
Other (3)70,13625,34644,790134,88939,47395,416122,70537,78084,925
Total non-same store/other121,74046,64275,098146,68042,179104,501181,45655,482125,974
Totals$2,463,997$850,637$1,613,360$2,571,705$822,560$1,749,145$2,700,691$812,984$1,887,707
(1)For the years ended December 31, 2021 and 2020, same store primarily includes all properties acquired or completed that were stabilized prior to January 1, 2020, less properties subsequently sold, which represented 74,077 apartment units. For the year ended December 31, 2019, same store primarily includes all properties acquired or completed that were stabilized prior to January 1, 2019, less properties subsequently sold, which represented 73,585 apartment units.
(2)For the years ended December 31, 2021 and 2020, non-same store primarily includes properties acquired after January 1, 2020, plus any properties in lease-up and not stabilized as of January 1, 2020. For the year ended December 31, 2019, non-same store primarily includes properties acquired after January 1, 2019, plus any properties in lease-up and not stabilized as of January 1, 2019.
(3)Other includes development, other corporate operations and operations prior to disposition for properties sold.
Year Ended December 31, 2021Year Ended December 31, 2020
Total AssetsCapital ExpendituresTotal AssetsCapital Expenditures
Same store (1)
Los Angeles$2,792,948$21,507$2,905,404$21,537
Orange County371,0635,647389,0077,260
San Diego232,3452,899242,4293,430
Subtotal - Southern California3,396,35630,0533,536,84032,227
San Francisco3,195,08922,4163,310,08318,091
Washington D.C.3,177,16227,1483,291,76023,637
New York3,897,20229,6234,000,35525,716
Seattle1,958,14515,0382,023,18311,621
Boston1,694,43221,0951,758,66518,367
Denver492,4542,015512,1311,579
Total same store17,810,840147,38818,433,017131,238
Non-same store/other (2) (3)
Non-same store2,512,6111,704671,21673
Other (3)845,7901,9271,182,6584,668
Total non-same store/other3,358,4013,6311,853,8744,741
Totals$21,169,241$151,019$20,286,891$135,979
(1)Same store primarily includes all properties acquired or completed that were stabilized prior to January 1, 2020, less properties subsequently sold, which represented 74,077 apartment units.
(2)Non-same store primarily includes properties acquired after January 1, 2020, plus any properties in lease-up and not stabilized as of January 1, 2020.
(3)Other includes development, other corporate operations and capital expenditures for properties sold.
18.Subsequent Events

Subsequent to December 31, 2021, the Company:

•Acquired one property consisting of 172 apartment units for $113.0 million.

F-55

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

Overall Summary

December 31, 2021

PropertiesApartment UnitsInvestment in Real Estate, GrossAccumulated DepreciationInvestment in Real Estate, NetEncumbrances (1)
Wholly Owned Unencumbered25667,748$23,852,899,270$(7,039,743,046)$16,813,156,224$—
Wholly Owned Encumbered389,1133,414,236,833(1,014,105,838)2,400,130,9951,959,052,708
Wholly Owned Properties29476,86127,267,136,103(8,053,848,884)19,213,287,2191,959,052,708
Partially Owned Unencumbered132,646661,445,674(217,880,998)443,564,676—
Partially Owned Encumbered3900344,324,608(82,552,319)261,772,289232,148,309
Partially Owned Properties163,5461,005,770,282(300,433,317)705,336,965232,148,309
Total Unencumbered Properties26970,39424,514,344,944(7,257,624,044)17,256,720,900—
Total Encumbered Properties4110,0133,758,561,441(1,096,658,157)2,661,903,2842,191,201,017
Total Consolidated Investment in Real Estate31080,407$28,272,906,385$(8,354,282,201)$19,918,624,184$2,191,201,017
(1)See attached Encumbrances Reconciliation.

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EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

Encumbrances Reconciliation

December 31, 2021

Portfolio/Entity EncumbrancesNumber of Properties Encumbered bySee Properties With Note:Amount
Archstone Master Property Holdings LLC (1)12H$799,153,560
Portfolio/Entity Encumbrances12799,153,560
Individual Property Encumbrances1,392,047,457
Total Encumbrances per Financial Statements$2,191,201,017

(1) Collateral also includes a $60.0 million temporary letter of credit at December 31, 2021 pending the completion of a collateral substitution.

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EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III – Real Estate and Accumulated Depreciation

(Amounts in thousands)

The changes in total real estate for the years ended December 31, 2021, 2020 and 2019 are as follows:

202120202019
Balance, beginning of year$27,203,325$27,533,607$26,511,022
Acquisitions and development1,912,579298,8471,704,320
Improvements152,715154,433180,944
Dispositions and other(995,713)(783,562)(862,679)
Balance, end of year$28,272,906$27,203,325$27,533,607

The changes in accumulated depreciation for the years ended December 31, 2021, 2020 and 2019 are as follows:

202120202019
Balance, beginning of year$7,859,657$7,276,786$6,696,281
Depreciation838,272820,832831,083
Dispositions and other(343,647)(237,961)(250,578)
Balance, end of year$8,354,282$7,859,657$7,276,786

S-3

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Wholly Owned Unencumbered:
100 K Apartments (fka 100K Street)Washington, D.C.—2018222$15,600,000$70,296,069$80,503$15,600,000$70,376,572$85,976,572$(9,006,912)$76,969,660$—
140 Riverside BoulevardNew York, NYG2003354103,539,10094,082,72511,259,577103,539,100105,342,302208,881,402(60,169,233)148,712,169—
160 Riverside BoulevardNew York, NYG2001455139,933,500190,964,74518,648,569139,933,500209,613,314349,546,814(119,792,673)229,754,141—
170 AmsterdamNew York, NYG2015236—112,096,955758,783—112,855,738112,855,738(29,560,885)83,294,853—
175 KentBrooklyn, NYG201111322,037,83153,962,1692,645,84122,037,83156,608,01078,645,841(22,155,198)56,490,643—
180 Montague (fka Brooklyn Heights)Brooklyn, NYG200019332,400,00092,675,2285,658,81232,400,00098,334,040130,734,040(34,293,888)96,440,152—
180 Riverside BoulevardNew York, NYG1998516144,968,250138,346,68119,787,240144,968,250158,133,921303,102,171(89,675,680)213,426,491—
1210 MassWashington, D.C.G20041449,213,51236,559,1894,143,0769,213,51240,702,26549,915,777(23,095,902)26,819,875—
1401 Joyce on Pentagon RowArlington, VA—20043269,780,00089,668,1655,800,7089,780,00095,468,873105,248,873(44,718,792)60,530,081—
1500 Mass AveWashington, D.C.G195155654,638,29840,361,70217,093,20054,638,29857,454,902112,093,200(33,979,290)78,113,910—
1800 Oak (fka Rosslyn)Arlington, VAG200331431,400,000109,005,73410,759,71231,400,000119,765,446151,165,446(42,105,522)109,059,924—
2201 Pershing DriveArlington, VAG201218811,321,19849,674,1753,031,77011,321,19852,705,94564,027,143(19,161,188)44,865,955—
2201 WilsonArlington, VAG200021921,900,00078,724,6636,665,86621,900,00085,390,529107,290,529(29,690,417)77,600,112—
2400 M StWashington, D.C.G200635930,006,593114,013,7854,972,55230,006,593118,986,337148,992,930(65,723,407)83,269,523—
315 on ABoston, MAG201320214,450,070115,824,9301,553,51714,450,070117,378,447131,828,517(31,402,367)100,426,150—
340 Fremont (fka Rincon Hill)San Francisco, CA—201634842,000,000248,607,902501,73742,000,000249,109,639291,109,639(52,713,886)238,395,753—
341 NevinsBrooklyn, NY—(F)—3,621,717299,143—3,621,717299,1433,920,860—3,920,860—
3003 Van Ness (fka Van Ness)Washington, D.C.—197062556,300,000141,191,5809,574,52556,300,000150,766,105207,066,105(54,530,411)152,535,694—
425 MassWashington, D.C.G200955928,150,000138,600,0006,876,07428,150,000145,476,074173,626,074(63,089,507)110,536,567—
455 Eye StreetWashington, D.C.G201717411,941,40761,418,689133,24711,941,40761,551,93673,493,343(10,963,269)62,530,074—
4th and HillLos Angeles, CA—(F)—13,131,4561,868,544—13,131,4561,868,54415,000,000—15,000,000—
55 West Fifth I & II (fka Townhouse Plaza and Gardens)San Mateo, CA—1964/197224121,041,71071,931,32315,165,46921,041,71087,096,792108,138,502(36,196,476)71,942,026—
600 WashingtonNew York, NYG200413532,852,00043,140,5513,632,25732,852,00046,772,80879,624,808(25,544,371)54,080,437—
660 Washington (fka Boston Common)Boston, MAG2006420106,100,000166,311,67911,878,053106,100,000178,189,732284,289,732(59,198,371)225,091,361—
70 GreeneJersey City, NJG201048028,108,899236,763,5534,657,36228,108,899241,420,915269,529,814(98,364,599)171,165,215—
71 BroadwayNew York, NYG199723822,611,60077,492,17120,626,14222,611,60098,118,313120,729,913(59,615,389)61,114,524—
77 BluxomeSan Francisco, CA—20071025,249,12418,609,876604,9435,249,12419,214,81924,463,943(7,624,709)16,839,234—
77 Park Avenue (fka Hoboken)Hoboken, NJG200030127,900,000168,992,44010,369,85527,900,000179,362,295207,262,295(60,865,749)146,396,546—
777 SixthNew York, NYG200229465,352,70665,747,2946,035,13865,352,70671,782,432137,135,138(35,483,508)101,651,630—
88 HillsideDaly City, CAG2011957,786,80031,587,3253,723,0497,786,80035,310,37443,097,174(14,208,098)28,889,076—
855 BrannanSan Francisco, CAG201844941,363,921282,738,324420,41841,363,921283,158,742324,522,663(46,006,671)278,515,992—
929 Mass (fka 929 House)Cambridge, MAG19751273,252,99321,745,5958,984,1033,252,99330,729,69833,982,691(22,259,777)11,722,914—
Academy VillageNorth Hollywood, CA—198924825,000,00023,593,19411,983,14825,000,00035,576,34260,576,342(22,857,050)37,719,292—
AcappellaPasadena, CA—20021435,839,54829,360,4522,459,5475,839,54831,819,99937,659,547(14,549,362)23,110,185—
Alban TowersWashington, D.C.—193422918,900,00089,794,2017,420,01318,900,00097,214,214116,114,214(33,052,284)83,061,930—
AlboradaFremont, CA—199944224,310,00059,214,1299,938,96224,310,00069,153,09193,463,091(49,918,901)43,544,190—
Alcott Apartments (fka West End Tower)Boston, MAG202147010,424,000387,714,09036,88910,424,000387,750,979398,174,979(2,677,353)395,497,626—
Altitude (fka Village at Howard Hughes, The (Lots 1 & 2))Los Angeles, CA—201654543,783,485150,234,305678,43943,783,485150,912,744194,696,229(32,898,128)161,798,101—
Alton, The (fka Millikan)Irvine, CA—201734411,049,02796,523,928322,64611,049,02796,846,574107,895,601(19,309,890)88,585,711—
Arbor TerraceSunnyvale, CA—19791759,057,30018,483,64212,379,8319,057,30030,863,47339,920,773(21,254,285)18,666,488—
Arches, TheSunnyvale, CA—197441026,650,00062,850,0004,419,10326,650,00067,269,10393,919,103(29,273,217)64,645,886—
Artisan on SecondLos Angeles, CA—20081188,000,40036,074,6001,450,9818,000,40037,525,58145,525,981(15,416,946)30,109,035—

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EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Artistry Emeryville (fka Emeryville)Emeryville, CA—199426712,300,00061,466,2678,257,63512,300,00069,723,90282,023,902(26,696,773)55,327,129—
AtelierBrooklyn, NYG201512032,401,68047,135,432681,89032,401,68047,817,32280,219,002(12,033,060)68,185,942—
Avenue TwoRedwood City, CA—19721237,995,00018,005,0002,841,9377,995,00020,846,93728,841,937(9,223,132)19,618,805—
Axis at Shady GroveRockville, MD—201636614,745,77490,503,831376,26214,745,77490,880,093105,625,867(15,555,350)90,070,517—
Azure (fka Mission Bay-Block 13)San Francisco, CA—201527332,855,115153,566,841893,63632,855,115154,460,477187,315,592(36,744,242)150,571,350—
Bay HillLong Beach, CA—20021607,600,00027,437,2394,499,0657,600,00031,936,30439,536,304(19,233,962)20,302,342—
Beatrice, TheNew York, NY—2010302114,351,405165,648,5953,092,110114,351,405168,740,705283,092,110(62,467,433)220,624,677—
Bella Vista I, II, III CombinedWoodland Hills, CA—2003-200757931,682,754121,095,78611,565,89131,682,754132,661,677164,344,431(73,507,308)90,837,123—
Belle Arts Condominium Homes, LLCBellevue, WA—2000163,158236,1572,09863,158238,255301,413(108,223)193,190—
Belle FontaineMarina Del Rey, CA—20031029,098,80828,701,1922,487,0419,098,80831,188,23340,287,041(12,139,945)28,147,096—
Breakwater at Marina Del ReyMarina Del Rey, CA—1964-1969224—73,189,2622,593,029—75,782,29175,782,291(27,700,597)48,081,694—
Briarwood (CA)Sunnyvale, CA—19851929,991,50022,247,2784,532,5239,991,50026,779,80136,771,301(21,134,083)15,637,218—
Brodie, TheWestminster, CO—20163128,639,90479,256,940947,9498,639,90480,204,88988,844,793(12,775,088)76,069,705—
Brooklyner, The (fka 111 Lawrence)Brooklyn, NYG201049040,099,922221,438,6315,655,02340,099,922227,093,654267,193,576(85,848,149)181,345,427—
C on PicoLos Angeles, CA—20149417,125,76628,074,234661,32117,125,76628,735,55545,861,321(7,175,224)38,686,097—
Carlyle MillAlexandria, VA—200231710,000,00051,367,9139,986,01410,000,00061,353,92771,353,927(39,619,406)31,734,521—
Carmel TerraceSan Diego, CA—1988-19893842,288,30020,596,28113,182,7342,288,30033,779,01536,067,315(30,571,076)5,496,239—
CascadeSeattle, WAG201747723,751,564149,456,311145,74323,751,564149,602,054173,353,618(26,437,276)146,916,342—
Centennial (fka Centennial Court & Centennial Tower)Seattle, WAG1991/20014089,700,00070,080,37815,453,4559,700,00085,533,83395,233,833(51,055,366)44,178,467—
Centre Club CombinedOntario, CA—1994 & 20024127,436,00033,014,78910,252,1757,436,00043,266,96450,702,964(30,268,211)20,434,753—
Chelsea SquareRedmond, WA—19911133,397,1009,289,0743,146,1263,397,10012,435,20015,832,300(9,742,785)6,089,515—
Chloe on Madison (fka 1401 E. Madison)Seattle, WAG201913710,401,95853,807,10632,01410,401,95853,839,12064,241,078(4,838,864)59,402,214—
Chloe on Union (fka Chloe)Seattle, WAG201011714,835,57139,359,6502,970,00114,835,57142,329,65157,165,222(8,287,738)48,877,484—
Church CornerCambridge, MAG1987855,220,00016,744,6433,484,8155,220,00020,229,45825,449,458(12,559,847)12,889,611—
Circa FitzsimonsDenver, CO—20202809,241,40086,070,796319,0119,241,40086,389,80795,631,207(4,153,312)91,477,895—
City Gate at Cupertino (fka Cupertino)Cupertino, CA—199831140,400,00095,937,0467,939,27340,400,000103,876,319144,276,319(37,159,709)107,116,610—
City Square Bellevue (fka Bellevue)Bellevue, WAG199819115,100,00041,876,2574,017,15015,100,00045,893,40760,993,407(16,856,049)44,137,358—
Clarendon, TheArlington, VAG200529230,400,340103,824,6602,937,60430,400,340106,762,264137,162,604(43,908,001)93,254,603—
Cleo, TheLos Angeles, CA—1989926,615,46714,829,3354,392,6566,615,46719,221,99125,837,458(10,957,338)14,880,120—
Connecticut HeightsWashington, D.C.—197451827,600,000114,002,29511,168,81027,600,000125,171,105152,771,105(43,749,160)109,021,945—
Corcoran House at DuPont Circle (fka DuPont Circle)Washington, D.C.G196113813,500,00026,913,1134,679,30813,500,00031,592,42145,092,421(11,417,114)33,675,307—
Courthouse PlazaArlington, VAG1990396—87,386,0247,944,020—95,330,04495,330,044(35,422,571)59,907,473—
Creekside (San Mateo)San Mateo, CA—19851929,606,60021,193,2325,859,7909,606,60027,053,02236,659,622(21,045,859)15,613,763—
Cronins LandingWaltham, MAG199828132,300,00085,119,32414,041,97432,300,00099,161,298131,461,298(35,545,036)95,916,262—
Crystal PlaceArlington, VA—198618117,200,00047,918,9754,182,31117,200,00052,101,28669,301,286(19,499,819)49,801,467—
Dalton, TheAlexandria, VAG201827022,947,77795,334,754144,95122,947,77795,479,705118,427,482(10,821,659)107,605,823—
Deerwood (SD)San Diego, CA—19903162,082,09518,739,81517,201,7502,082,09535,941,56538,023,660(32,390,313)5,633,347—
Del Mar RidgeSan Diego, CA—19981817,801,82436,948,1764,673,3357,801,82441,621,51149,423,335(20,504,751)28,918,584—
Eagle CanyonChino Hills, CA—19852521,808,90016,274,36111,895,6891,808,90028,170,05029,978,950(23,146,239)6,832,711—
Edge, The (fka 4885 Edgemoor Lane)Bethesda, MD—2021154—73,090,698——73,090,69873,090,698(1,337,668)71,753,030—
Edgemont at Bethesda MetroBethesda, MD—198912213,092,55243,907,4483,598,67213,092,55247,506,12060,598,672(18,431,823)42,166,849—
Emerson PlaceBoston, MAG196244414,855,00057,566,63637,319,84814,855,00094,886,484109,741,484(72,262,761)37,478,723—
Encore at Sherman Oaks, TheSherman Oaks, CA—19881748,700,00025,446,0034,699,4618,700,00030,145,46438,845,464(13,117,331)25,728,133—
Eviva on CherokeeDenver, CO—201727410,507,626100,037,204928,43510,507,626100,965,639111,473,265(14,488,506)96,984,759—

S-5

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
FloraAustin, TX—20191945,733,08832,341,89733,2745,733,08832,375,17138,108,259(2,351,033)35,757,226—
Fremont CenterFremont, CAG200232225,800,00078,753,1145,432,48425,800,00084,185,598109,985,598(30,713,571)79,272,027—
Gaithersburg StationGaithersburg, MDG201340017,500,00074,678,9174,910,33917,500,00079,589,25697,089,256(26,550,891)70,538,365—
Gateway at Malden CenterMalden, MAG19882039,209,78025,722,66618,179,3079,209,78043,901,97353,111,753(30,509,820)22,601,933—
Geary Court YardSan Francisco, CA—19901651,722,40015,471,4296,418,6951,722,40021,890,12423,612,524(17,437,666)6,174,858—
GirardBoston, MAG2016160—102,450,328987,940—103,438,268103,438,268(18,672,977)84,765,291—
Hampshire PlaceLos Angeles, CA—198925910,806,00030,335,3309,226,55010,806,00039,561,88050,367,880(23,198,296)27,169,584—
Harbor StepsSeattle, WAG200076159,403,601158,829,43244,513,59359,403,601203,343,025262,746,626(114,985,651)147,760,975—
HathawayLong Beach, CA—19873852,512,50022,611,91215,153,6742,512,50037,765,58640,278,086(30,134,333)10,143,753—
Helios (fka 2nd+Pine)Seattle, WAG201739818,061,674206,766,901312,40818,061,674207,079,309225,140,983(36,567,089)188,573,894—
Heritage at Stone RidgeBurlington, MA—200518010,800,00031,808,3353,752,47110,800,00035,560,80646,360,806(20,282,031)26,078,775—
Heritage RidgeLynwood, WA—19991976,895,00018,983,5974,870,5036,895,00023,854,10030,749,100(13,956,897)16,792,203—
HesbyNorth Hollywood, CA—201330823,299,892102,700,1082,729,06923,299,892105,429,177128,729,069(32,170,802)96,558,267—
Highlands at South PlainfieldSouth Plainfield, NJ—200025210,080,00037,526,9123,230,73310,080,00040,757,64550,837,645(23,217,224)27,620,421—
HikariLos Angeles, CAG20071289,435,76032,564,2401,453,5529,435,76034,017,79243,453,552(13,835,502)29,618,050—
Hudson CrossingNew York, NYG200325923,420,00069,977,6993,571,16523,420,00073,548,86496,968,864(43,605,553)53,363,311—
Hudson PointeJersey City, NJ—20031825,350,00041,114,0748,229,0145,350,00049,343,08854,693,088(30,026,653)24,666,435—
Huxley, TheRedwood City, CA—201813718,775,02889,336,651105,26518,775,02889,441,916108,216,944(10,326,938)97,890,006—
Indie Deep EllumDallas, TXG202023112,253,50363,844,73435,41412,253,50363,880,14876,133,651(2,577,427)73,556,224—
Ivory WoodBothell, WA—20001442,732,80013,888,2822,742,9432,732,80016,631,22519,364,025(9,766,422)9,597,603—
Jia (fka Chinatown Gateway)Los Angeles, CAG201428014,791,83178,286,4231,142,45314,791,83179,428,87694,220,707(27,653,136)66,567,571—
Junction 47 (fka West Seattle)Seattle, WAG201520611,726,30556,584,312376,51311,726,30556,960,82568,687,130(14,552,334)54,134,796—
Juniper Sandy SpringsSandy Springs, GA—20172308,668,70064,965,19317,8298,668,70064,983,02273,651,722(622,903)73,028,819—
Kelvin, The (fka Modera)Irvine, CA—201519415,521,55264,853,448908,79615,521,55265,762,24481,283,796(17,678,084)63,605,712—
KilbyFrisco, TX—20202586,431,94064,175,46119,9606,431,94064,195,42170,627,361(3,264,959)67,362,402—
Laguna ClaraSanta Clara, CA—197226413,642,42028,684,9029,733,75413,642,42038,418,65652,061,076(22,548,251)29,512,825—
Laguna Clara IISanta Clara, CA—(F)——4,399,463——4,399,4634,399,463—4,399,463—
Landings at Port ImperialW. New York, NJ—199927627,246,04537,741,05016,597,06427,246,04554,338,11481,584,159(37,633,786)43,950,373—
LaneSeattle, WAG201921713,142,94671,939,706125,61313,142,94672,065,31985,208,265(7,428,489)77,779,776—
Lex, TheSan Jose, CA—201738721,817,512158,778,598664,07121,817,512159,442,669181,260,181(21,065,903)160,194,278—
Liberty ParkBraintree, MA—20002025,977,50426,749,1118,235,3685,977,50434,984,47940,961,983(22,906,485)18,055,498—
Liberty TowerArlington, VAG200823516,382,82283,817,0786,030,56016,382,82289,847,638106,230,460(38,101,851)68,128,609—
Lincoln HeightsQuincy, MA—19913365,928,40033,595,26216,212,1565,928,40049,807,41855,735,818(41,040,115)14,695,703—
Lofts at Kendall Square (fka Kendall Square)Cambridge, MA—199818618,696,67478,445,6577,812,84918,696,67486,258,506104,955,180(31,085,417)73,869,763—
Lofts at Kendall Square ll (fka 249 Third Street)Cambridge, MAG2019844,603,32644,012,26633,1644,603,32644,045,43048,648,756(3,879,191)44,769,565—
Longacre HouseNew York, NYG200029373,170,04553,962,5106,230,04673,170,04560,192,556133,362,601(30,329,437)103,033,164—
Longfellow PlaceBoston, MAG197571038,264,917132,175,91594,971,92438,264,917227,147,839265,412,756(173,153,336)92,259,420—
Luna Upper WestsideAtlanta, GA—202034514,847,420108,292,63921,88414,847,420108,314,523123,161,943(3,339,114)119,822,829—
MadoxJersey City, NJG20131319,679,63564,594,2051,254,6729,679,63565,848,87775,528,512(10,085,214)65,443,298—
MantenaNew York, NYG20129822,346,51361,501,1581,761,78822,346,51363,262,94685,609,459(22,271,078)63,338,381—
Marina 41 (fka Marina Del Rey)Marina Del Rey, CA—1973623—168,842,44210,015,523—178,857,965178,857,965(65,825,369)113,032,596—
Mariposa at Playa Del Rey (fka Playa Del Rey)Playa Del Rey, CA—200435460,900,00089,311,4827,365,73560,900,00096,677,217157,577,217(35,254,658)122,322,559—
Mark on 8thSeattle, WAG201617423,004,38751,116,647342,08523,004,38751,458,73274,463,119(9,185,494)65,277,625—

S-6

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Market Street VillageSan Diego, CA—200622913,740,00040,757,3012,797,17513,740,00043,554,47657,294,476(24,031,830)33,262,646—
Marlowe (fka Oakwood Crystal City)Arlington, VA—198716215,400,00035,474,3364,757,69015,400,00040,232,02655,632,026(14,954,232)40,677,794—
Milano LoftsLos Angeles, CAG1925/2006998,125,21627,378,7844,530,3898,125,21631,909,17340,034,389(11,851,749)28,182,640—
Mill CreekMilpitas, CA—199151612,858,69357,168,50318,798,96412,858,69375,967,46788,826,160(46,782,863)42,043,297—
MiloDenver, CO—202031915,957,975153,099,656—15,957,975153,099,656169,057,631—169,057,631—
Mosaic at MetroHyattsville, MD—2008260—59,580,8981,837,346—61,418,24461,418,244(27,876,865)33,541,379—
Mountain View RedevelopmentMountain View, CA—(F)——2,166,909——2,166,9092,166,909—2,166,909—
Mozaic at Union StationLos Angeles, CA—20072728,500,00052,529,4462,930,0628,500,00055,459,50863,959,508(29,803,888)34,155,620—
Murray Hill Tower (fka Murray Hill)New York, NYG197427075,800,000102,705,40113,129,68275,800,000115,835,083191,635,083(43,363,080)148,272,003—
Next on SixthLos Angeles, CAG201739852,509,906136,635,650605,83652,509,906137,241,486189,751,392(18,715,038)171,036,354—
North Pier at HarborsideJersey City, NJ—20032974,000,15994,290,59010,474,4704,000,159104,765,060108,765,219(61,029,617)47,735,602—
NorthglenValencia, CA—19882349,360,00020,778,5537,516,7749,360,00028,295,32737,655,327(19,023,647)18,631,680—
NorthparkBurlingame, CA—197251038,607,00077,472,21716,819,92138,607,00094,292,138132,899,138(47,487,541)85,411,597—
Oak Park CombinedAgoura Hills, CA—1989 & 19904443,390,70030,517,27412,111,3793,390,70042,628,65346,019,353(36,862,704)9,156,649—
OaksSanta Clarita, CA—200052023,400,00061,020,43810,122,28023,400,00071,142,71894,542,718(44,090,629)50,452,089—
Ocean CrestSolana Beach, CA—19861465,111,20011,910,4385,268,9935,111,20017,179,43122,290,631(13,263,918)9,026,713—
Odin (fka Tallman)Seattle, WA—201530116,807,51964,519,515170,39216,807,51964,689,90781,497,426(16,311,212)65,186,214—
Olivian at the RealmLewisville, TX—202142114,854,564109,261,221—14,854,564109,261,221124,115,785—124,115,785—
One Henry AdamsSan Francisco, CAG201624130,224,393139,604,146242,34030,224,393139,846,486170,070,879(28,006,849)142,064,030—
One India Street (fka Oakwood Boston)Boston, MAG19019422,200,00028,672,9797,088,08922,200,00035,761,06857,961,068(13,161,555)44,799,513—
OspreyAtlanta, GAG202032018,121,932116,942,2489,39718,121,932116,951,645135,073,577(4,243,648)130,829,929—
Pacific PlaceLos Angeles, CA—200843032,250,000110,750,0002,377,32332,250,000113,127,323145,377,323(38,719,361)106,657,962—
Packard BuildingSeattle, WAG2010615,911,04119,954,9591,289,8775,911,04121,244,83627,155,877(5,677,314)21,478,563—
Parc 77New York, NYG190313740,504,00018,025,6797,360,94140,504,00025,386,62065,890,620(15,823,387)50,067,233—
Parc CameronNew York, NYG192716637,600,0009,855,5977,969,56737,600,00017,825,16455,425,164(12,804,109)42,621,055—
Parc ColiseumNew York, NYG191017752,654,00023,045,75110,151,47252,654,00033,197,22385,851,223(21,315,552)64,535,671—
Parc East TowersNew York, NYG1977324102,163,000108,989,40213,975,990102,163,000122,965,392225,128,392(65,431,630)159,696,762—
Parc on Powell (fka Parkside at Emeryville)Emeryville, CAG201517316,667,05965,468,571894,34416,667,05966,362,91583,029,974(17,329,432)65,700,542—
Park ConnecticutWashington, D.C.—200014213,700,00059,087,5192,901,02513,700,00061,988,54475,688,544(20,895,182)54,793,362—
Park West (CA)Los Angeles, CA—1987/19904443,033,50027,302,38313,432,8223,033,50040,735,20543,768,705(34,282,511)9,486,194—
ParksideUnion City, CA—19792086,246,70011,827,4538,549,8236,246,70020,377,27626,623,976(15,097,028)11,526,948—
Pearl, The (WA)Seattle, WAG2008806,972,58526,527,4151,256,8236,972,58527,784,23834,756,823(7,499,036)27,257,787—
Pearl MDR (fka Oakwood Marina Del Rey)Marina Del Rey, CAG1969597—120,795,3597,187,274—127,982,633127,982,633(48,509,088)79,473,545—
PegasusLos Angeles, CAG1949/200332218,094,05281,905,9488,565,14618,094,05290,471,094108,565,146(38,970,462)69,594,684—
PortofinoChino Hills, CA—19891763,572,40014,660,9944,142,0523,572,40018,803,04622,375,446(15,501,829)6,873,617—
Portofino (Val)Valencia, CA—19892168,640,00021,487,1266,691,4438,640,00028,178,56936,818,569(19,742,885)17,075,684—
Portside TowersJersey City, NJG1992-199752722,487,00696,842,91328,946,96522,487,006125,789,878148,276,884(98,609,366)49,667,518—
Potrero 1010San Francisco, CAG201645340,830,011181,924,4631,453,55240,830,011183,378,015224,208,026(41,306,612)182,901,414—
Prado (fka Glendale)Glendale, CA—1988264—67,977,3136,891,346—74,868,65974,868,659(26,817,073)48,051,586—
Prime, TheArlington, VA—200228134,625,00077,879,7406,109,13634,625,00083,988,876118,613,876(38,545,149)80,068,727—
Prism at Park Avenue South (fka 400 Park Avenue South)New York, NYG201526976,292,169171,771,886247,22576,292,169172,019,111248,311,280(45,640,216)202,671,064—
Promenade at Town Center I & IIValencia, CA—200156428,200,00069,795,91515,138,64128,200,00084,934,556113,134,556(50,812,260)62,322,296—
ProvidenceBothell, WA—20002003,573,62119,055,5055,727,6703,573,62124,783,17528,356,796(14,191,409)14,165,387—

S-7

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Quarry HillsQuincy, MA—200631626,900,00084,411,1625,214,69026,900,00089,625,852116,525,852(32,044,955)84,480,897—
Radiant Fairfax RidgeFairfax, VA—20162137,352,54763,018,744130,7317,352,54763,149,47570,502,022(3,775,097)66,726,925—
Radius UptownDenver, CO—201737213,644,960121,899,0841,896,78413,644,960123,795,868137,440,828(19,855,000)117,585,828—
Red 160 (fka Redmond Way)Redmond, WAG201125015,546,37665,320,0101,795,10615,546,37667,115,11682,661,492(25,272,790)57,388,702—
Redmond CourtBellevue, WA—197720610,300,00033,488,7453,730,01310,300,00037,218,75847,518,758(14,009,343)33,509,415—
Regency PalmsHuntington Beach, CA—19693101,857,40016,713,2548,707,7101,857,40025,420,96427,278,364(20,984,954)6,293,410—
Reserve at Burlington, TheBurlington, MA—201927020,250,000114,475,523101,85420,250,000114,577,377134,827,377(5,817,645)129,009,732—
Reserve at Clarendon Centre, TheArlington, VAG200325210,500,00052,812,9355,327,79410,500,00058,140,72968,640,729(36,876,197)31,764,532—
Reserve at Eisenhower, TheAlexandria, VA—20022266,500,00034,585,0595,515,2166,500,00040,100,27546,600,275(25,376,674)21,223,601—
Reserve at Empire LakesRancho Cucamonga, CA—200546716,345,00073,080,6708,210,96216,345,00081,291,63297,636,632(44,759,994)52,876,638—
Reserve at Fairfax CornerFairfax, VA—200165215,804,05763,129,05013,867,41815,804,05776,996,46892,800,525(50,742,107)42,058,418—
Reserve at Mountain View (fka Mountain View)Mountain View, CA—196518027,000,00033,029,6058,523,90027,000,00041,553,50568,553,505(16,598,937)51,954,568—
Reserve at Potomac YardAlexandria, VA—200258811,918,91768,862,64119,250,82311,918,91788,113,464100,032,381(53,684,381)46,348,000—
Reserve at Town Center I-III (WA)Mill Creek, WAG2001, 2009, 201458416,768,70577,623,66411,315,69116,768,70588,939,355105,708,060(43,366,666)62,341,394—
Rianna I & IISeattle, WAG2000/20021564,430,00029,298,0961,975,7354,430,00031,273,83135,703,831(14,608,457)21,095,374—
Ridgewood Village I&IISan Diego, CA—199740811,809,50034,004,0487,140,43911,809,50041,144,48752,953,987(30,998,875)21,955,112—
Riva Terra I (fka Redwood Shores)Redwood City, CA—198630434,963,35584,587,6588,421,03234,963,35593,008,690127,972,045(35,095,846)92,876,199—
Riva Terra II (fka Harborside)Redwood City, CA—198614917,136,64540,536,5314,141,82017,136,64544,678,35161,814,996(15,663,545)46,151,451—
RiverparkRedmond, WAG200932114,355,00080,894,0495,143,44314,355,00086,037,492100,392,492(33,609,905)66,782,587—
Rivington, TheHoboken, NJ—199924034,340,640112,112,1524,260,47034,340,640116,372,622150,713,262(20,226,305)130,486,957—
Rivington II, TheHoboken, NJ—(F)——736,622——736,622736,622—736,622—
Rosecliff IIQuincy, MA—20051304,922,84030,202,1602,042,8774,922,84032,245,03737,167,877(13,320,307)23,847,570—
Sakura CrossingLos Angeles, CAG200923014,641,99042,858,0101,646,71414,641,99044,504,72459,146,714(19,007,871)40,138,843—
SaxtonSeattle, WAG201932538,805,400128,652,023474,36838,805,400129,126,391167,931,791(14,473,592)153,458,199—
Seventh & JamesSeattle, WAG199296663,8005,974,8034,681,230663,80010,656,03311,319,833(8,984,088)2,335,745—
Sheffield CourtArlington, VA—19865973,342,38131,337,33221,942,0213,342,38153,279,35356,621,734(43,912,782)12,708,952—
Siena TerraceLake Forest, CA—19883568,900,00024,083,0248,984,0598,900,00033,067,08341,967,083(25,390,768)16,576,315—
SkycrestValencia, CA—199926410,560,00025,574,4576,723,20710,560,00032,297,66442,857,664(22,365,804)20,491,860—
Skyhouse SouthAtlanta, GAG201432014,182,277101,913,422158,43514,182,277102,071,857116,254,134(5,725,734)110,528,400—
SkylarkUnion City, CA—19861741,781,60016,731,9165,805,0741,781,60022,536,99024,318,590(17,322,154)6,996,436—
SkyviewRancho Santa Margarita, CA—19992603,380,00021,952,8636,350,4133,380,00028,303,27631,683,276(21,352,684)10,330,592—
SoMa IISan Francisco, CA—(F)—29,406,6065,919,806—29,406,6065,919,80635,326,412—35,326,412—
Sonterra at Foothill RanchFoothill Ranch, CA—19973007,503,40024,048,5076,366,3037,503,40030,414,81037,918,210(23,842,813)14,075,397—
South City Station (fka South San Francisco)San Francisco, CAG200736868,900,00079,476,8617,779,55768,900,00087,256,418156,156,418(30,685,655)125,470,763—
SouthwoodPalo Alto, CA—19851006,936,60014,324,0697,081,6926,936,60021,405,76128,342,361(15,883,455)12,458,906—
SpringlineSeattle, WAG20161369,163,66747,910,981549,3289,163,66748,460,30957,623,976(9,997,909)47,626,067—
Square OneSeattle, WA—20141127,222,54426,277,456163,7757,222,54426,441,23133,663,775(8,120,956)25,542,819—
STOALos Angeles, CAG201723725,326,04879,976,031496,10725,326,04880,472,138105,798,186(11,336,753)94,461,433—
Summerset VillageChatsworth, CA—19852802,890,45023,670,8899,118,0952,890,45032,788,98435,679,434(27,722,137)7,957,297—
Ten23 (fka 500 West 23rd Street)New York, NYG2011111—58,881,8731,671,777—60,553,65060,553,650(20,445,713)40,107,937—
Terraces, TheSan Francisco, CAG197511714,087,61016,314,1512,658,61314,087,61018,972,76433,060,374(8,712,774)24,347,600—
TheoDenver, COG201827515,322,049121,885,750—15,322,049121,885,750137,207,799—137,207,799—

S-8

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Third SquareCambridge, MAG2008/200947126,767,171218,822,7289,976,61426,767,171228,799,342255,566,513(103,039,548)152,526,965—
Three20Seattle, WAG20131347,030,76629,005,7621,019,8647,030,76630,025,62637,056,392(9,965,271)27,091,121—
ToscanaIrvine, CA—1991/199356339,410,00050,806,07226,804,44039,410,00077,610,512117,020,512(51,851,771)65,168,741—
Town Square at Mark Center I&IIAlexandria, VA—199667839,928,464141,208,32115,585,24939,928,464156,793,570196,722,034(82,156,391)114,565,643—
Troy BostonBoston, MAG201537834,641,051181,607,3312,570,73734,641,051184,178,068218,819,119(31,608,549)187,210,570—
Urbana (fka Market Street Landing)Seattle, WAG201428912,542,41875,800,0903,025,94012,542,41878,826,03091,368,448(25,974,224)65,394,224—
Uwajimaya VillageSeattle, WA—20021768,800,00022,188,2886,003,6928,800,00028,191,98036,991,980(15,062,661)21,929,319—
VeloceRedmond, WAG200932215,322,72476,176,5942,403,26115,322,72478,579,85593,902,579(28,242,511)65,660,068—
Venue at the PromenadeCastle Rock, CO—20173128,355,04883,752,689343,0568,355,04884,095,74592,450,793(11,195,864)81,254,929—
Verde Condominium Homes (fka Mission Verde, LLC)San Jose, CA—19861085,190,7009,679,1094,846,7605,190,70014,525,86919,716,569(11,767,298)7,949,271—
Veridian (fka Silver Spring)Silver Spring, MDG200945718,539,817130,407,3654,769,82818,539,817135,177,193153,717,010(58,024,618)95,692,392—
VersaillesWoodland Hills, CA—199125312,650,00033,656,2928,731,47512,650,00042,387,76755,037,767(27,656,992)27,380,775—
Versailles (K-Town)Los Angeles, CA—200822510,590,97544,409,0251,985,88910,590,97546,394,91456,985,889(21,643,771)35,342,118—
Victor on VeniceLos Angeles, CAG200611510,350,00035,433,4372,802,29410,350,00038,235,73148,585,731(19,744,025)28,841,706—
Villa SolanaLaguna Hills, CA—19842721,665,10014,985,67713,409,5541,665,10028,395,23130,060,331(24,244,498)5,815,833—
Village at Del Mar Heights, The (fka Del Mar Heights)San Diego, CA—198616815,100,00040,859,3963,812,70515,100,00044,672,10159,772,101(16,691,542)43,080,559—
Virginia SquareArlington, VAG2002231—85,940,0036,245,382—92,185,38592,185,385(33,233,676)58,951,709—
Vista 99 (fka Tasman)San Jose, CA—201655427,709,329177,556,9481,080,96227,709,329178,637,910206,347,239(41,109,307)165,237,932—
Vista Del LagoMission Viejo, CA—1986-19886084,525,80040,736,29321,903,7384,525,80062,640,03167,165,831(55,190,613)11,975,218—
Walden ParkCambridge, MA—196623212,448,88852,044,4485,341,55512,448,88857,386,00369,834,891(25,275,403)44,559,488—
Water Park TowersArlington, VA—198936234,400,000108,485,85912,902,94934,400,000121,388,808155,788,808(44,465,434)111,323,374—
Watertown SquareWatertown, MAG200513416,800,00034,074,0562,350,07316,800,00036,424,12953,224,129(12,910,211)40,313,918—
Weaver, TheAustin, TXG202025025,405,23269,462,470—25,405,23269,462,47094,867,702—94,867,702—
West 96thNew York, NYG198720784,800,00067,055,5017,730,72584,800,00074,786,226159,586,226(28,904,295)130,681,931—
West End Apartments (fka Emerson Place/CRP II)Boston, MAG2008310469,546163,123,0225,795,801469,546168,918,823169,388,369(79,030,892)90,357,477—
Westchester at RockvilleRockville, MD—200919210,600,00044,135,2071,445,72310,600,00045,580,93056,180,930(15,808,954)40,371,976—
WesterlyDallas, TXG202133111,958,82979,131,722—11,958,82979,131,72291,090,551(1,663,331)89,427,220—
WestmontNew York, NYG198616364,900,00061,143,2597,045,67464,900,00068,188,933133,088,933(24,572,551)108,516,382—
WestsideLos Angeles, CA—200420434,200,00056,962,6303,519,98734,200,00060,482,61794,682,617(21,371,770)73,310,847—
Westside Barrington (fka Westside Villas III)Los Angeles, CA—1999363,060,0005,538,8711,215,0093,060,0006,753,8809,813,880(4,739,695)5,074,185—
Westside Barry (Westside Villas VI)Los Angeles, CA—1989181,530,0003,023,523788,1951,530,0003,811,7185,341,718(2,659,355)2,682,363—
Westside Beloit (fka Westside Villas I)Los Angeles, CA—1999211,785,0003,233,254828,0981,785,0004,061,3525,846,352(2,875,530)2,970,822—
Westside Bundy (fka Westside Villas II)Los Angeles, CA—1999231,955,0003,541,435819,9781,955,0004,361,4136,316,413(3,052,276)3,264,137—
Westside Butler (fka Westside Villas IV)Los Angeles, CA—1999363,060,0005,539,3901,250,5193,060,0006,789,9099,849,909(4,771,162)5,078,747—
Westside Villas (fka Westside Villas V &VII)Los Angeles, CA—1999 & 20011139,605,00019,983,3853,074,5219,605,00023,057,90632,662,906(15,896,472)16,766,434—
Windridge (CA)Laguna Niguel, CA—19893442,662,90023,985,49713,392,5742,662,90037,378,07140,040,971(32,468,218)7,572,753—
WoodleafCampbell, CA—19841788,550,60016,988,1827,239,2458,550,60024,227,42732,778,027(18,367,471)14,410,556—
Zephyr on the ParkRedmond, WAG202119315,637,10689,960,83647,52315,637,10690,008,359105,645,465(3,050,772)102,594,693—
Management BusinessChicago, IL—(D)———139,672,539—139,672,539139,672,539(108,884,370)30,788,169—
Operating PartnershipChicago, IL—(F)——1,447,587——1,447,5871,447,587—1,447,587—
OtherN/A—————109,837—109,837109,837(85,278)24,559—
Wholly Owned Unencumbered67,7484,942,884,45417,209,707,5471,700,307,2694,942,884,45418,910,014,81623,852,899,270(7,039,743,046)16,813,156,224—

S-9

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Wholly Owned Encumbered:
1111 Belle Pre (fka The Madison)Alexandria, VAG201436018,937,70294,758,679817,53318,937,70295,576,212114,513,914(31,780,060)82,733,85486,298,662
2501 PorterWashington, D.C.—198820213,000,00075,271,1797,260,52413,000,00082,531,70395,531,703(30,707,382)64,824,321(H)
300 East 39th (fka East 39th)New York, NYG200125448,900,00096,174,6396,988,54748,900,000103,163,186152,063,186(36,436,305)115,626,88163,205,738
303 East 83rd (fka Camargue)New York, NYG197626179,400,00079,122,62412,346,13979,400,00091,468,763170,868,763(34,205,778)136,662,985(H)
425 BroadwaySanta Monica, CAG200110112,600,00034,394,7723,952,20512,600,00038,346,97750,946,977(14,054,927)36,892,050(H)
AlcyoneSeattle, WAG200416211,379,49749,360,5031,913,19711,379,49751,273,70062,653,197(15,405,573)47,247,62426,163,830
Artisan SquareNorthridge, CA—20021407,000,00020,537,3592,774,7077,000,00023,312,06630,312,066(14,819,685)15,492,38135,626,749
AvantiAnaheim, CA—198716212,960,00018,497,6834,270,61112,960,00022,768,29435,728,294(13,049,192)22,679,10228,044,297
Avenir ApartmentsBoston, MAG2009241—114,321,6197,568,840—121,890,459121,890,459(41,528,064)80,362,39581,652,924
Calvert WoodleyWashington, D.C.—196213612,600,00043,527,3792,920,31812,600,00046,447,69759,047,697(16,564,329)42,483,368(H)
City PointeFullerton, CAG20041836,863,79236,476,2084,386,1366,863,79240,862,34447,726,136(18,504,841)29,221,29539,624,887
Cleveland HouseWashington, D.C.—195321418,300,00066,392,4147,599,29818,300,00073,991,71292,291,712(25,944,969)66,346,743(H)
ElevéGlendale, CAG201320814,080,56056,419,4401,363,12514,080,56057,782,56571,863,125(18,219,994)53,643,13138,397,494
Estancia at Santa Clara (fka Santa Clara)Santa Clara, CA—2000450—123,759,8043,394,578—127,154,382127,154,382(45,289,007)81,865,375(H)
FairchaseFairfax, VA—200739223,500,00087,722,3212,216,17023,500,00089,938,491113,438,491(30,699,514)82,738,977(H)
Flats at DuPont CircleWashington, D.C.—196730635,200,000108,768,1984,462,78435,200,000113,230,982148,430,982(37,753,595)110,677,387(H)
GloLos Angeles, CAG200820116,047,02348,650,9634,090,83516,047,02352,741,79868,788,821(21,760,967)47,027,85432,704,395
Heights on Capitol HillSeattle, WAG20061045,425,00021,138,0282,124,9905,425,00023,263,01828,688,018(12,467,148)16,220,87022,586,660
Kelvin Court (fka Alta Pacific)Irvine, CA—200813210,752,14534,846,8561,083,93010,752,14535,930,78646,682,931(16,927,083)29,755,84826,258,149
Kenwood MewsBurbank, CA—199114114,100,00024,662,8834,383,68314,100,00029,046,56643,146,566(17,007,785)26,138,78137,626,316
La Terrazza at Colma StationColma, CAG2005155—41,251,0444,175,723—45,426,76745,426,767(23,081,823)22,344,94425,029,507
Lindley ApartmentsEncino, CA—20041295,805,00025,705,0002,288,9455,805,00027,993,94533,798,945(12,248,777)21,550,16828,042,734
Lofts 590Arlington, VA—200521220,100,00067,909,0231,125,63920,100,00069,034,66289,134,662(22,984,204)66,150,45843,012,615
Longview PlaceWaltham, MA—200434820,880,00090,255,50913,702,12220,880,000103,957,631124,837,631(57,354,859)67,482,77284,280,484
Metro on FirstSeattle, WAG20021028,540,00012,209,9812,804,6788,540,00015,014,65923,554,659(8,458,788)15,095,87121,491,495
ModaSeattle, WAG200925112,649,22836,842,0122,379,78112,649,22839,221,79351,871,021(17,514,997)34,356,024(I)
Montierra (CA)San Diego, CA—19902728,160,00029,360,9388,961,7848,160,00038,322,72246,482,722(28,873,699)17,609,02361,025,383
NotchNewcastle, WA—20201585,463,32443,490,98985,4225,463,32443,576,41149,039,735(3,437,360)45,602,375(H)
Old Town LoftsRedmond, WAG20141497,740,46744,146,1811,094,4907,740,46745,240,67152,981,138(12,234,825)40,746,31335,570,767
Olympus TowersSeattle, WAG200032814,752,03473,335,42513,511,61514,752,03486,847,040101,599,074(53,348,127)48,250,94794,751,556
Park Place at San Mateo (fka San Mateo)San Mateo, CAG200157571,900,000211,907,14116,378,74471,900,000228,285,885300,185,885(81,177,243)219,008,642(H)
Skyhouse DenverDenver, COG201735413,562,331126,360,3181,107,66013,562,331127,467,978141,030,309(20,582,877)120,447,43274,189,118
SoMa Square Apartments (fka South Market)San Francisco, CAG198641079,900,000177,316,97718,046,83179,900,000195,363,808275,263,808(68,367,690)206,896,118(H)
TeresinaChula Vista, CA—200044028,600,00061,916,6708,465,47228,600,00070,382,14298,982,142(39,200,260)59,781,88237,940,000
Vantage HollywoodLos Angeles, CA—198729842,580,32656,014,6743,728,87042,580,32659,743,544102,323,870(18,335,134)83,988,73637,537,003
VintageOntario, CA—2005-20073007,059,23047,677,7622,278,7517,059,23049,956,51357,015,743(26,867,509)30,148,23449,136,797
Vintage at 425 Broadway (fka Promenade)Santa Monica, CAG1934/2001609,000,00013,961,5231,985,8639,000,00015,947,38624,947,386(6,073,401)18,873,985(H)
West 54thNew York, NYG200122260,900,00048,193,8374,900,07960,900,00053,093,916113,993,916(20,838,067)93,155,84949,701,588
Portfolio/Entity Encumbrances (1)799,153,560
Wholly Owned Encumbered9,113778,637,6592,442,658,555192,940,619778,637,6592,635,599,1743,414,236,833(1,014,105,838)2,400,130,9951,959,052,708

S-10

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

DescriptionInitial Cost to CompanyCost Capitalized Subsequent to Acquisition (Improvements, net) (E)Gross Amount Carried at Close of Period 12/31/21
Apartment NameLocationNon-Residential ComponentsDate of ConstructionApartment UnitsLandBuilding & FixturesBuilding & FixturesLandBuilding & Fixtures (A)Total (B)Accumulated Depreciation (C)Investment in Real Estate, Net at 12/31/21Encumbrances
Partially Owned Unencumbered:
2300 ElliottSeattle, WAG199292796,8007,173,7257,998,442796,80015,172,16715,968,967(12,907,247)3,061,720—
Bellevue MeadowsBellevue, WA—19831804,507,10012,574,8146,405,5084,507,10018,980,32223,487,422(15,232,652)8,254,770—
Canyon RidgeSan Diego, CA—19891624,869,44811,955,0634,338,3924,869,44816,293,45521,162,903(13,111,514)8,051,389—
Country OaksAgoura Hills, CA—19852566,105,00029,561,8657,744,4706,105,00037,306,33543,411,335(25,320,149)18,091,186—
Harrison Square (fka Elliot Bay)Seattle, WAG19921667,600,00035,844,3456,184,5477,600,00042,028,89249,628,892(16,285,713)33,343,179—
Lantern CoveFoster City, CA—19852326,945,00023,064,9768,636,7236,945,00031,701,69938,646,699(22,406,448)16,240,251—
Radius KoreatownLos Angeles, CA—2014/201630132,494,15484,645,202640,89032,494,15485,286,092117,780,246(18,649,423)99,130,823—
RosecliffQuincy, MA—19901565,460,00015,721,5705,177,9475,460,00020,899,51726,359,517(15,599,076)10,760,441—
Schooner Bay IFoster City, CA—19851685,345,00020,390,6187,976,4915,345,00028,367,10933,712,109(19,122,126)14,589,983—
Schooner Bay IIFoster City, CA—19851444,550,00018,064,7647,043,9554,550,00025,108,71929,658,719(16,966,296)12,692,423—
St Johns WestAustin, TX—202029710,097,10947,926,77823,18110,097,10947,949,95958,047,068(3,613,948)54,433,120—
Venn at MainBellevue, WAG201635026,626,497151,520,448722,93126,626,497152,243,379178,869,876(27,128,523)151,741,353—
Virgil SquareLos Angeles, CA—19791425,500,00015,216,6133,995,3085,500,00019,211,92124,711,921(11,537,883)13,174,038—
Partially Owned Unencumbered2,646120,896,108473,660,78166,888,785120,896,108540,549,566661,445,674(217,880,998)443,564,676—
Partially Owned Encumbered:
9th & WWashington, DCG(F)——24,306,736——24,306,73624,306,736—24,306,736(1,772,313)
Aero ApartmentsAlameda, CAG202120013,107,242100,253,42733,27213,107,242100,286,699113,393,941(2,386,616)111,007,32561,662,484
Canyon Creek (CA)San Ramon, CA—19842685,425,00018,812,1208,423,6665,425,00027,235,78632,660,786(20,255,679)12,405,10728,208,225
Wisconsin PlaceChevy Chase, MD—2009432—172,089,3551,873,790—173,963,145173,963,145(59,910,024)114,053,121144,049,913
Partially Owned Encumbered90018,532,242315,461,63810,330,72818,532,242325,792,366344,324,608(82,552,319)261,772,289232,148,309
Total Consolidated Investment in Real Estate80,407$5,860,950,463$20,441,488,521$1,970,467,401$5,860,950,463$22,411,955,922$28,272,906,385$(8,354,282,201)$19,918,624,184$2,191,201,017

(1)See attached Encumbrances Reconciliation.

S-11

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

Schedule III - Real Estate and Accumulated Depreciation

December 31, 2021

NOTES:

(A)The balance of furniture & fixtures included in the total investment in real estate amount was $2,220,203,083 as of December 31, 2021.
(B)The cost, net of accumulated depreciation, for Federal Income Tax purposes as of December 31, 2021 was approximately $13.2 billion (unaudited).
(C)The life to compute depreciation for building is 30 years, for building improvements ranges from 5 to 15 years, for furniture & fixtures, replacements and renovations is 5 to 10 years and for lease intangibles is the average remaining term of each respective lease.
(D)This asset consists of costs owned by the Management Business acquired/added at various acquisition dates and largely represents furniture, fixtures and equipment and computer equipment and software costs, which are generally depreciated over periods ranging from 3 to 7 years, and leasehold improvements, which are generally depreciated over the term of each respective lease.
(E)Primarily represents capital expenditures for building improvements, replacements and renovations incurred subsequent to each property’s acquisition date.
(F)Primarily represents land and/or construction-in-progress on projects either held for future development or projects currently under development.
(G)A portion of these properties includes and/or will include non-residential components (consisting of retail and/or public parking garage operations).
(H)See Encumbrances Reconciliation schedule.
(I)Boot property for Bond Partnership mortgage pool.

S-12

Previous: Item 15. Exhibit and Financial Statement Schedules