Initial Statement of Beneficial Ownership (3)
01 Abril 2021 - 5:31PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Griffiths William H |
2. Date of Event Requiring Statement (MM/DD/YYYY)
4/1/2021
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3. Issuer Name and Ticker or Trading Symbol
Equity Commonwealth [EQC]
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(Last)
(First)
(Middle)
C/O EQUITY COMMONWEALTH, TWO NORTH RIVERSIDE PLAZA, SUITE 2100 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
SVP, CFO & Treasurer / |
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(Street)
CHICAGO, IL 60606
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Common Shares of Beneficial Interest | 45238 | I | See footnote (1) |
| Common Shares of Beneficial Interest | 6746 | I | By LLC (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| OP Units | (3) | (3) | Common Shares of Beneficial Interest | 12047.0 | (3) | I | See footnote (1) |
| Restricted Share Units | (4) | (4) | Common Shares of Beneficial Interest | 6169.0 | (5) | I | See footnote (1) |
| Explanation of Responses: |
| (1) | These shares/units, as applicable, are held by the William Harden Griffiths Revocable Trust, of which the Reporting Person is the trustee and a beneficiary. |
| (2) | These shares are held by BGAC Investments LLC, of which the reporting person and his spouse are members. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| (3) | OP Units are shares of beneficial interest, designated as units, in EQC Operating Trust and are redeemable for cash or, at the option of Equity Commonwealth, exchangeable for Common Shares of Beneficial Interest of Equity Commonwealth ("Common Share") on a one-for-one basis. |
| (4) | Reflects Restricted Share Units ("RSU") that were issued to the Reporting Person as a result of certain performance criteria being met with respect to previously granted RSUs. These RSUs will vest in February of 2022, subject to the Reporting Person's continued employment with Equity Commonwealth through such date. |
| (5) | Each RSU represents the right to receive one Common Share, subject to the terms and conditions set forth in the applicable Equity Commonwealth equity compensation plan and the applicable RSU agreement for the Reporting Person. |
Remarks:
Exhibit List:
Exhibit 24 - Power of Attorney |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Griffiths William H
C/O EQUITY COMMONWEALTH
TWO NORTH RIVERSIDE PLAZA, SUITE 2100
CHICAGO, IL 60606 |
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| SVP, CFO & Treasurer |
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Signatures
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| /s/ Orrin S. Shifrin, attorney-in-fact | | 4/1/2021 |
| **Signature of Reporting Person | Date |
Equity Commonwealth (NYSE:EQC)
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