AddedRisk Factors
•The risk that our partner may transfer its interest to a third party whose financial condition, reputation or business goals increase our overall risk profile or are incompatible with our investment strategy.
VMRKVivmark Residential
Equity Residential (“EQR”) is committed to creating communities where people thrive. 10-K, Item 1
- Headquarters
- Chicago, IL
- Next results
- around Feb 4, 2027
10-K 0001193125-26-051433 (2026-02-13) vs 10-K 0000950170-25-019894 (2025-02-13)
| Section | Compared text | Words now | Changed |
|---|---|---|---|
| Risk Factors | Item 1A | 8,897 | 12.1% |
| MD&A | Item 7 | 6,628 | 15.2% |
| Legal Proceedings | Item 3 | 56 | not compared |
| Accounting Policies | 10-K text (note not found) | 0 | not compared |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Risk Factors 405 words changed in this paragraph; it is 31% similar to last year's version.
Source: Item 1A, 10-K 0001193125-26-051433 vs Item 1A, 10-K 0000950170-25-019894
MD&A 131 words changed in this paragraph; it is 38% similar to last year's version.
During the year ended December 31, 2024, 2025, the Company's operating business performed well, with healthy was solid, driven by sustained demand across most of our its markets and supported by a continuing solid job market, high employment the Company’s record-high resident retention and continued low levels and high of unemployment, in addition to wage growth among our its target renter demographic. Competitive new supply was modest in our most of the Established Markets, but has been remained elevated in our Expansion Markets. As expected, our East Coast markets were our best performers. On the West Coast, Seattle showed improvement, while San Francisco improved but at Markets, resulting in a more modest pace. Our Southern California markets (namely the city challenging new lease pricing environment, although tenant renewal pricing was strong. On a positive note, Atlanta and Dallas are beginning to show indications of Los Angeles) showed good demand but greater price sensitivity during the second half of 2024, though pricing started improving later in the year. improvement as competitive supply declines.
Source: Item 7, 10-K 0001193125-26-051433 vs Item 7, 10-K 0000950170-25-019894
Every change, by type
Sentences and paragraphs of VMRK's Risk Factors and MD&A, 10-K 2026-02-13 against 10-K 2025-02-13. Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
Certain of these ground leases have payments subject to annual escalations and/or periodic fair market value adjustments which could adversely affect our financial condition or results of operations.
AddedRisk Factors
•Certain provisions of Maryland law prohibit certain “business combinations” between us and an “interested shareholder” (defined generally as any person who beneficially owns 10% or more of the voting power of our securities or an affiliate thereof or an affiliate of ours who was the beneficial owner, directly or indirectly, of 10% or more of the voting power of our then outstanding voting securities at any time within the two-year period immediately prior to the date in question) for five years after the most recent date on which the shareholder becomes an interested shareholder, and thereafter impose special shareholder voting requirements on these business combinations, unless certain fair price requirements are satisfied.
RemovedRisk Factors
RemovedRisk Factors
RemovedRisk Factors
RewordedRisk Factors
While the Company has previously at times purchased incremental insurance coverage in the event of multiple non-catastrophic occurrences within the same policy year, these substantial deductible and self-insured retention amounts do expose the Company to greater potential for uninsured losses and there can be no assurance that this additional coverage may not will be available at all or on commercially reasonable terms or that the Company will decide to purchase it in the future.
RewordedRisk Factors
In addition, a downgrade below investment grade would likely cause us to lose access to the commercial paper market and would require us to post cash collateral and/or letters of credit in favor of some of our secured lenders to cover our self-insured property and liability insurance deductibles or to obtain lower deductible insurance compliant with the lenders’ requirements at the lower ratings level.
RewordedRisk Factors
To the extent the REIT does not we distribute all of its net capital gain, or distributes at least 90%, but less than 100% 100%, of its our REIT taxable income, it we will be required subject to pay tax at regular U.S. federal income corporate tax rates on the undistributed amount at corporate rates. retained portion.
RewordedRisk Factors
While we believe the IRS would not prevail in any such dispute, if the IRS were to argue successfully that a transfer or disposition of property constituted a prohibited transaction, we would be required to pay a 100% penalty tax on any gain allocable to us from the prohibited transaction.
RewordedRisk Factors
RewordedRisk Factors
We have developed developed/instituted and may continue to develop develop/institute technology-based initiatives that are intended to serve our customers better and operate more efficiently, including “smart home” technology and self-service options that are accessible to residents through smart devices or otherwise. efficiently.
RewordedRisk Factors
We have experienced and may continue to experience changes in local market conditions and/or an increase in financing or construction costs due to general disruptions that affect the cost of labor and/or materials, disruptions, such as supply chain disruptions, trade disputes, tariffs, immigration issues, labor unrest, geopolitical conflicts or other factors that create inflationary pressures.
RewordedRisk Factors
If our Non-Residential tenants experience financial distress or bankruptcy, as some have in the past, they may fail to comply with their contractual obligations, seek concessions, such as rent abatements and deferrals, in order to continue operations or cease their operations, any or all of which could lead us to record a non-cash write-off of a tenant's straight-line rent receivable (like we did in 2023 due to the Rite Aid bankruptcy) and could adversely impact our results of operations and financial condition.
RewordedRisk Factors
To facilitate maintenance of our REIT qualification, the ownership limit in our Declaration of Trust, subject to certain exceptions, prohibits ownership by any single shareholder of more than five percent 5% of the lesser of the number or value of any outstanding class of common or preferred shares (the “Ownership Limit”). shares.
RewordedRisk Factors
The adoption of, or changes in, rent control or control, rent stabilization regulations and stabilization, eviction restrictions and/or other regulations/restrictions could have an adverse effect on our operations and property values.
RewordedRisk Factors
RewordedRisk Factors
As a result, we may not be able to reconfigure our portfolio, including the diversification of our portfolio into the Expansion Markets, as promptly as desired or as quickly in response to changing economic or other conditions.
Quiet changesRisk Factors
We intend to actively acquire, develop and renovate multifamily operating properties as part of our business strategy.
AddedMD&A
•The consolidated land parcel disposed of in 2025 was located in the New York market.
AddedMD&A
•Acquired its joint venture partners' interests (ranging from 10% to 25%) in three previously unconsolidated properties, consisting of an aggregate of 966 apartment units, in 2025, located in the Dallas/Ft. Worth (2) and Denver markets, for approximately $16.4 million in cash and also contributed approximately $151.9 million for the respective joint ventures to repay the construction loans encumbering the properties, one of which was held by the Company. The properties are now wholly owned.
AddedMD&A
San Francisco and New York were the Company’s best performing markets throughout 2025. Each of these markets has experienced healthy demand as evidenced by strong Physical Occupancy, healthy pricing, low Turnover and modest new supply. The Seattle market improved due to large employers' return to office policies and continued investment from technology companies, though higher supply levels are resulting in a slower recovery than in San Francisco. Washington, D.C. experienced a market slowdown during the second half of 2025, a result of several factors, including uncertainty from government cuts, national guard deployment and the government shutdown. Los Angeles continues to face ongoing challenges as growth from the entertainment industry remains muted, limiting pricing power, despite early signs of an improving quality of life ahead of the World Cup and Olympics in 2026 and 2028, respectively.
AddedMD&A
•Acquired its joint venture partners' interests (ranging from 10% to 25%) in three previously unconsolidated properties for approximately $16.4 million in cash and also contributed approximately $151.9 million for the respective joint ventures to repay the construction loans encumbering the properties, one of which was held by the Company. See Note 5 in the Notes to Consolidated Financial Statements for further discussion;
AddedMD&A
•Advanced $102.3 million as replacement loans to two of its unconsolidated development joint ventures following the Company's repayment of outstanding principal balances on the third-party construction mortgages for these joint ventures. Subsequently, one of the joint ventures repaid the outstanding principal balance of $45.5 million to the Company in connection with the buyout of the partner. See Note 5 in the Notes to Consolidated Financial Statements for further discussion; and
AddedMD&A
•Repaid $44.7 million on mortgage loans (inclusive of scheduled principal repayments);
AddedMD&A
•Received net proceeds of $43.0 million from our unsecured commercial paper note program;
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RemovedMD&A
RewordedMD&A
Interest and other income increased during the year ended December 31, 2024 2025 as compared to 2023, 2024, primarily due to a net increase in realized/unrealized gains on various investment securities, short-term investment interest income on restricted deposit accounts due to a higher rate environment mortgages receivable and higher overall invested balances as well as an employment tax refund received in 2025 but not in 2024, partially offset by lower insurance/litigation settlement proceeds received during 2024 that did not occur in 2023. 2025 as compared to 2024.
RewordedMD&A
Loss from investments in unconsolidated entities increased during the year ended December 31, 2024 2025 as compared to 2023, 2024, primarily as a result of losses incurred on our unconsolidated development properties which recently started lease-up activities, partially offset by increases in net income of unconsolidated operating properties activities as well as those that recently stabilized and a gain on sale of an unconsolidated operating property. our real estate technology and other real estate fund investments.
RewordedMD&A
Other expenses increased decreased during the year ended December 31, 2024 2025 as compared to 2023, 2024, primarily due to a decrease in advocacy contributions, partially offset by increases in litigation accruals and advocacy contributions, partially offset by decreases in data transformation project the write-off of development pursuit costs that occurred during 2023 but not during 2024. and overhead.
RewordedMD&A
During the year ended December 31, 2024, 2025, the Company's operating business performed well, with healthy was solid, driven by sustained demand across most of our its markets and supported by a continuing solid job market, high employment the Company’s record-high resident retention and continued low levels and high of unemployment, in addition to wage growth among our its target renter demographic.
RewordedMD&A
Write-off of pursuit costs 7,735 5,155 3,647 4,780 Debt extinguishment and preferred share/preference unit redemption 366 1,444 1,143 4,664 (gains) losses Non-operating asset (gains) losses (20,777) (16,311) (13,323) 2,368 Other miscellaneous items 32,499 61,608 21,588 (13,901) Normalized FFO available to Common Shares and Units / Units (2) (3) (4) $ 1,558,403 $ 1,521,606 $ 1,477,081 $ 1,371,828 FFO (1) (3) $ 1,540,002 $ 1,472,767 $ 1,467,116 $ 1,377,007 Preferred/preference distributions (1,422) (1,613) (3,090) (3,090) Premium on redemption of Preferred Shares/Preference Units — (1,444) — — FFO available to Common Shares and Units / Units (1) (3) (4) $ 1,538,580 $ 1,469,710 $ 1,464,026 $ 1,373,917 Normalized FFO (2) (3) $ 1,559,825 $ 1,523,219 $ 1,480,171 $ 1,374,918 Preferred/preference distributions (1,422) (1,613) (3,090) (3,090) Normalized FFO available to Common Shares and Units / Units (2) (3) (4) $ 1,558,403 $ 1,521,606 $ 1,477,081 $ 1,371,828
RewordedMD&A
RewordedMD&A
RewordedMD&A
RewordedMD&A
Competitive new supply was modest in our most of the Established Markets, but has been remained elevated in our Expansion Markets. Markets, resulting in a more challenging new lease pricing environment, although tenant renewal pricing was strong.
RewordedMD&A
The increase during the year ended December 31, 2024 2025 as compared to 2023 2024 is primarily attributable to increases in payroll-related costs, training and marketing expenses, information technology expenses and legal and professional fees. fees, partially offset by decreases in workforce/contractors costs and payroll-related costs.
RewordedMD&A
Year Ended December 31 Diluted earnings per share/unit for full year 2023 2024 $ 2.20 2.72 Property NOI 0.18 0.15 Interest expense (0.04) (0.05) Corporate overhead (1) (0.04) (0.01) Net gain/loss on property sales 0.68 0.21 Depreciation expense (0.17) Other (0.09) 0.09 Diluted earnings per share/unit for full year 2024 2025 $ 2.72 2.94
RewordedMD&A
The increase in NOI is primarily a result of the Company's 2025 and significant second half of 2024 net acquisition activity during 2024. activity, which is positively impacting 2025 results.
Quiet changesMD&A
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 10 10, if applicable, in the Notes to Consolidated Financial Statements).
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