ESSEX PROPERTY TRUST INC

Unregistered Sales of Equity Securities; Essex Portfolio, L.P.

During the three months ended September 30, 2024, the Operating Partnership issued OP Units in private placements in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act, in the amounts and for the consideration set forth below:

During the three months ended September 30, 2024, Essex issued an aggregate of 56,992 shares of its common stock upon the exercise of stock options and the exchange of OP units by limited partners or members into shares of common stock. Essex contributed the net proceeds of $11.4 million from the option exercises during the three months ended September 30, 2024 to the Operating Partnership in exchange for an aggregate of 50,742 OP Units, as required by the Operating Partnership’s partnership agreement. Furthermore, for each share of common stock issued by Essex in connection with the exchange of OP Units, the Operating Partnership issued OP Units to Essex, as required by the partnership agreement. During the three months ended September 30, 2024, 6,250 OP Units were issued to Essex pursuant to this mechanism.

Stock Repurchases

In September 2022, the Board of Directors approved a new stock repurchase plan to allow the Company to acquire shares of common stock up to an aggregate of $500.0 million. The plan supersedes the Company's previous common stock repurchase plan announced in December 2015. As a result of the new stock repurchase plan, as of September 30, 2024, the Company had $302.7 million of purchase authority remaining under the stock repurchase plan. The Company did not repurchase any of its common stock during the three months ended September 30, 2024.