AvalonBay CIO shares withheld for tax obligations

AvalonBay Communities’ Chief Investment Officer Matthew H. Birenbaum reported a routine tax-withholding share disposition.

Rhea-AI Filing Summary

AvalonBay Communities’ Chief Investment Officer Matthew H. Birenbaum reported a routine tax-withholding share disposition. On the vesting of restricted stock and performance share unit awards, the company withheld 7,595 shares of common stock at $177.23 per share to cover tax obligations. Following this non-market transaction, Birenbaum directly owns 85,279.8925 common shares, including restricted shares.

Insider Trade Summary

Exercise Price or Tax Liability: 7,595 shares

Exercise Price or Tax Liability 1 txn

Insider Birenbaum Matthew H.

Role Chief Investment Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, par value $.01 per share	7,595	$177.23	$1.35M

Holdings After Transaction: Common Stock, par value $.01 per share — 85,279.8925 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: 7,595 shares Withholding price per share: $177.23 per share Shares owned after transaction: 85,279.8925 shares +1 more

4 metrics

Shares withheld for taxes 7,595 shares Withholding on vesting of restricted stock and performance share units

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

Shares owned after transaction 85,279.8925 shares Direct ownership following tax-withholding disposition, including restricted shares

Tax-withholding shares (summary) 7,595 shares TaxWithholdingShares in transaction summary

Key Terms

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

4 terms

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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.

FAQ

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

What insider transaction did AvalonBay (AVB) report for Matthew H. Birenbaum?

AvalonBay reported a tax-withholding disposition for Chief Investment Officer Matthew H. Birenbaum. The company withheld 7,595 common shares to satisfy tax obligations tied to vested restricted stock and performance share unit awards, rather than an open-market sale of shares.

How many AvalonBay (AVB) shares were withheld and at what price?

AvalonBay withheld 7,595 common shares at $177.23 per share to cover Matthew H. Birenbaum’s tax obligations on vested equity awards. This reflects payment of tax liability by delivering securities instead of using cash.

Did AvalonBay’s CIO sell shares on the open market in this Form 4/A?

No open-market sale occurred. The Form 4/A shows a tax-withholding disposition, where 7,595 shares were retained by the company to cover tax obligations arising from vesting of restricted stock and performance share unit awards under AvalonBay’s equity incentive plan.

How many AvalonBay (AVB) shares does Matthew H. Birenbaum own after this transaction?

After the tax-withholding transaction, Matthew H. Birenbaum directly owns 85,279.8925 common shares of AvalonBay Communities. This total includes restricted shares, reflecting his full direct equity position following the reported disposition.

Why was the AvalonBay Form 4 amended for Matthew H. Birenbaum?

The Form 4 was amended to correct the number of shares withheld for tax purposes. The company clarified that the reported figure reflects the accurate count of shares retained to cover tax withholding on vested equity awards under its 2009 Equity Incentive Plan.

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^*

Birenbaum Matthew H.

(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)
	Chief Investment Officer

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		7,595(1)	D	$177.23	85,279.8925(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.

	By Edward M. Schulman under Power of Attorney dated as of October 14, 2011	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)