AvalonBay EVP reports tax withholding share disposition

AvalonBay Communities Executive Vice President Pamela Rogers Thomas reported a routine tax-related share disposition.

Accepted by SEC EDGAR 06/22/2026 - 04:19 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

AvalonBay Communities Executive Vice President Pamela Rogers Thomas reported a routine tax-related share disposition. The company withheld 2,909 shares of common stock at $177.23 per share to cover tax withholding obligations on the vesting of restricted stock and performance share unit awards. After this transaction, she directly owns 10,798 shares of common stock, including restricted shares.

Insider Trade Summary

Exercise Price or Tax Liability: 2,909 shares

Exercise Price or Tax Liability 1 txn

Insider Thomas Pamela Rogers

Role Executive Vice President

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, par value $.01 per share	2,909	$177.23	$516K

Holdings After Transaction: Common Stock, par value $.01 per share — 10,798 shares (Direct)

Holdings Before and After: Common Stock, par value $.01 per share, 13,707 to 10,798 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: 2,909 shares Withholding price: $177.23 per share Shares owned after transaction: 10,798 shares

3 metrics

Shares withheld for taxes 2,909 shares Tax withholding disposition on equity vesting

Withholding price $177.23 per share Value used for tax-withholding shares

Shares owned after transaction 10,798 shares Direct ownership including restricted shares after disposition

Key Terms

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

4 terms

tax withholding obligations financial

"to cover tax withholding obligations on the vesting of restricted stock and performance share unit awards"

restricted stock financial

"on the vesting of restricted stock and performance share unit awards under the Company's Second Amended and Restated 2009 Equity Incentive Plan"

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

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.

FAQ

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

What did AvalonBay (AVB) executive Pamela Rogers Thomas report in this Form 4/A?

Pamela Rogers Thomas reported a tax-related share disposition. AvalonBay withheld 2,909 shares of common stock to satisfy tax obligations upon vesting of equity awards, a routine compensation-related event rather than an open-market trade.

How many AvalonBay (AVB) shares were withheld for taxes in this filing?

A total of 2,909 shares were withheld for taxes. The shares were withheld by AvalonBay Communities at a price of $177.23 per share to cover tax obligations tied to vesting restricted stock and performance share unit awards.

What is Pamela Rogers Thomas’s AvalonBay (AVB) share ownership after the transaction?

She directly owns 10,798 shares after the transaction. This post-transaction amount includes all directly held common stock and restricted shares, as described in the Form 4/A footnotes.

Was this AvalonBay (AVB) Form 4/A a buy or sell by the executive?

The filing shows a tax-withholding disposition, not a market buy or sell. Shares were withheld by the company to pay tax obligations on vesting awards, so it does not represent an open-market purchase or sale decision.

Why was the AvalonBay (AVB) Form 4 amended for Pamela Rogers Thomas?

The Form 4 was amended to correct the number of shares withheld. The footnote states the amendment reflects the correct share amount used to cover tax withholding obligations related to vesting equity awards.

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

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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^*

Thomas Pamela Rogers

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice 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		2,909(1)	D	$177.23	10,798(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.

	Lee N. Davis, as attorney-in-fact under Power of Attorney dated June 20, 2024	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)