AvalonBay CEO reports tax share withholding

AvalonBay Communities CEO & President Benjamin Schall reported a tax-related share disposition tied to equity award vesting.

Rhea-AI Filing Summary

AvalonBay Communities CEO & President Benjamin Schall reported a tax-related share disposition tied to equity award vesting. On the reported date, 18,215 shares of common stock at a reference price of $177.23 per share were withheld by the company to satisfy tax withholding obligations on the vesting of restricted stock and performance share unit awards under its Second Amended and Restated 2009 Equity Incentive Plan. The amendment corrects the number of shares withheld. Following this non-market transaction, Schall directly owns 100,465.2339 shares of common stock, including restricted shares.

Insider Trade Summary

Exercise Price or Tax Liability: 18,215 shares

Exercise Price or Tax Liability 1 txn

Insider Schall Benjamin

Role CEO & President

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, par value $.01 per share	18,215	$177.23	$3.23M

Holdings After Transaction: Common Stock, par value $.01 per share — 100,465.2339 shares (Direct)

Footnotes (2)

1. F1. Reflects withholding of shares by the Company to cover tax withholding obligations on the vesting of restricted stock and performance share unit awards under the Company's Second Amended and Restated 2009 Equity Incentive Plan. The original Form 4 filing has been amended to reflect the correct number of shares withheld.
2. F2. The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including restricted shares.

Key Figures

Shares withheld for taxes: 18,215 shares Reference price per share: $177.23 per share Shares owned after transaction: 100,465.2339 shares

3 metrics

Shares withheld for taxes 18,215 shares Tax withholding on vesting of restricted stock and PSUs

Reference price per share $177.23 per share Price used in tax-withholding disposition

Shares owned after transaction 100,465.2339 shares Direct ownership following tax withholding, including restricted shares

Key Terms

restricted stock, performance share unit awards, Equity Incentive Plan, tax withholding obligations

4 terms

restricted stock financial

"on the vesting of restricted stock and performance share unit awards"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

performance share unit awards financial

"on the vesting of restricted stock and performance share unit awards"

Equity Incentive Plan financial

"under the Company's Second Amended and Restated 2009 Equity Incentive Plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

tax withholding obligations financial

"to cover tax withholding obligations on the vesting of restricted stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did AvalonBay (AVB) report for CEO Benjamin Schall?

AvalonBay reported that CEO Benjamin Schall had 18,215 shares withheld by the company to cover tax obligations on vested restricted stock and performance share unit awards. This was a non-market tax-withholding disposition, not an open-market purchase or sale of shares.

Why were AvalonBay (AVB) shares withheld from Benjamin Schall in this Form 4/A?

Shares were withheld to satisfy tax withholding obligations arising from the vesting of restricted stock and performance share unit awards under AvalonBay’s Second Amended and Restated 2009 Equity Incentive Plan. This is a routine administrative step when equity awards vest and taxes are due.

How many AvalonBay (AVB) shares were involved in the tax withholding for Benjamin Schall?

A total of 18,215 shares of AvalonBay common stock were withheld at a reference price of $177.23 per share. These shares covered tax obligations related to the vesting of restricted stock and performance share unit awards granted under the company’s equity incentive plan.

How many AvalonBay (AVB) shares does Benjamin Schall own after this reported transaction?

After the tax-withholding disposition, Benjamin Schall directly owns 100,465.2339 shares of AvalonBay common stock. This figure includes restricted shares that remain subject to vesting or other conditions, as noted in the filing’s footnote explaining the post-transaction ownership amount.

What was amended in this AvalonBay (AVB) Form 4/A for Benjamin Schall?

The Form 4/A amends an earlier filing to correct the number of shares withheld for taxes on vesting equity awards. It clarifies that 18,215 shares were withheld to satisfy tax withholding obligations related to restricted stock and performance share unit awards.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/22/2026 - 04:20 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schall Benjamin

(Last) (First) (Middle)

C/O AVALONBAY COMMUNITIES, INC.

4040 WILSON BOULEVARD STE 1000

(Street)

ARLINGTON VIRGINIA 22203

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AVALONBAY COMMUNITIES INC [ AVB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/03/2026

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01 per share	03/01/2026		F		18,215(1)	D	$177.23	100,465.2339(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects withholding of shares by the Company to cover tax withholding obligations on the vesting of restricted stock and performance share unit awards under the Company's Second Amended and Restated 2009 Equity Incentive Plan. The original Form 4 filing has been amended to reflect the correct number of shares withheld.

2. The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including restricted shares.

	Edward M. Schulman, as attorney-in-fact under Power of Attorney dated January 19, 2021	06/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)