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EQUITY LIFESTYLE PROPERTIES INC

For the period ended Apr 28, 2026. Filed Mar 17, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 28, 2026 · Filed Mar 17, 2026

ELS$62.95-0.0%Stored close · as of Nov 6, 2026
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Contents

Summary Compensation Table

The following table includes information concerning compensation paid to or earned for the year ended December 31, 2025 by the Company's CEO, Chief Financial Officer, and those other persons who were, at December 31, 2025, Executive Officers of the Company, who we collectively refer to as the NEOs.

The Company has not entered into any employment agreements with any of the NEOs. When setting total compensation for each of the NEOs, the Compensation Committee reviews all components of compensation, including equity and non-equity based compensation.

In January 2024 and 2025 and February 2026, the Compensation Committee approved the final short-term incentive plan (Cash Bonus) payments for each NEO as described below, with the substantial majority of such payments determined based on pre-established performance targets. Such annual performance-based Cash Bonus payments are characterized as "Non-Equity Incentive Plan Compensation" in the table below. The Stock Awards column reflects the grant date fair value of the Restricted Stock Awards granted to the NEOs, with the time-based portion of the Restricted Stock Awards being shown in the table in the year of grant and the performance-based portion of the Restricted Stock Awards being shown in the year in which the performance conditions were approved by the Compensation Committee.

For the years ended December 31, 2025, 2024 and 2023, for all the NEOs on an aggregate basis, Base Salary (Salary) accounted for approximately 17%, 17% and 16%, respectively, of total compensation; Equity Compensation (Stock Awards) accounted for approximately 48%, 45% and 47%, respectively, of total compensation; and Cash Bonus (Non-Equity Incentive Plan Compensation) and Bonus accounted for approximately 35%, 38% and 37%, respectively, of total compensation.

Name and Principal Position · Year · Salary · Bonus(1) · Stock Awards(2) · Non-Equity Incentive Plan Compensation(3) · AllOther Compensation(4) · Total
Marguerite Nader Vice Chairman and Chief Executive Officer2025$683,238$—$1,814,222$1,492,457$14,000$4,003,917
2024$688,372$—$1,760,264$1,775,985$13,800$4,238,421
2023$641,568$—$1,846,322$1,759,376$13,200$4,260,466
Patrick WaitePresident and Chief Operating Officer2025$450,141$250,000$1,433,498$745,937$14,000$2,893,576
2024$453,523$—$1,390,818$925,159$13,800$2,783,300
2023$422,686$—$1,458,901$916,859$13,200$2,811,646
Paul SeaveyExecutive Vice President and Chief Financial Officer2025$450,141$—$1,433,498$745,937$14,000$2,643,576
2024$453,523$—$1,390,818$925,159$13,800$2,783,300
2023$422,686$—$1,458,901$916,859$13,200$2,811,646
David EldersveldExecutive Vice President, Chief Legal Officer and Corporate Secretary2025$450,141$150,000$997,484$745,937$14,000$2,357,562
2024$453,523$—$967,800$925,159$13,800$2,360,282
2023$422,686$—$991,864$916,859$13,200$2,344,609

(1)The amounts reflect bonus payments to Mr. Waite and Mr. Eldersveld for additional responsibilities they each undertook during 2025.

(2)These amounts reflect the Grant Date Fair Value of Restricted Stock Awards, calculated in accordance with FASB ASC 718 based on the Company's closing stock price on the Grant Date. In accordance with FASB ASC 718, the performance-based portion of the 2023 Awards, 2024 Awards and 2025 Awards were deemed granted on the date on which the performance conditions were approved and deemed effective by the Compensation Committee at the target Grant Date value as the probability of achievement of the performance target at that time was 100%. The settlement on the Restricted Stock Awards is further described in the CD&A section of this Proxy Statement. All holders of Restricted Stock receive any dividends paid on such shares whether or not vested.

(3)A substantial majority of the NEOs’ annual short-term incentive plan Cash Bonus payment is based on pre-established performance targets as communicated to the NEOs at the beginning of the year, and therefore, such amounts are classified as non-equity incentive plan compensation in this table.

In February 2025, 2024 and 2023, the Compensation Committee approved the 2025, 2024 and 2023 bonus potential and performance targets, respectively. In February 2026 and January 2025 and 2024, after assessment of the achievement of such performance targets, the Compensation Committee approved and the NEOs received their annual Cash Bonus for each of the years ended December 31, 2025, 2024 and 2023, respectively. See the CD&A section of this Proxy Statement for further discussion of the 2025 performance targets.

On February 3, 2026, the Compensation Committee approved the 2026 Executive Bonus Plan. Information regarding the

2026 Executive Bonus Plan is included in the CD&A section of this Proxy Statement and in a Current Report on Form 8-K filed with

the SEC on February 9, 2026.

There were no long-term non-equity incentive plan compensation awards granted to the NEOs in 2023, 2024, or 2025.

(4)Includes employer-matching contributions pursuant to the Equity LifeStyle Properties, Inc. Retirement Savings Plan of $14,000, $13,800 and $13,200 for the years ended December 31, 2025, 2024 and 2023, respectively.

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