AvalonBay Communities (AVB) director updates holdings with 209 deferred stock units

Rhea-AI Filing Summary

AvalonBay Communities, Inc. (AVB) reported a routine change in director equity holdings. A director received a grant of 209 Deferred Stock Units of common stock on 12/01/2025 under the company’s equity incentive plan, pursuant to a prior election to take quarterly director fees in stock units instead of cash. The units were granted at a price of $0 because they represent deferred compensation rather than a market purchase. After this grant, the director beneficially owns 18,787.4967 shares of common stock, including deferred stock units that may be subject to vesting and will convert into common stock on a one-for-one basis after the director leaves the board.

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
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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^*

Brown Terry S.

(Last) (First) (Middle)

C/O AVALONBAY COMMUNITIES, INC.

4040 WILSON BOULEVARD STE 1000

(Street)

ARLINGTON VA 22203

(City) (State) (Zip)

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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

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

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

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	12/01/2025		A		209(1)	A	$0	18,787.4967(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 grant of Deferred Stock Units ("Units") under the issuer's Second Amended and Restated 2009 Equity Incentive Plan pursuant to an election previously made by the reporting person to receive Units in lieu of the quarterly cash director's fee otherwise due. The Units will convert into common stock on a one for one basis after the reporting person ceases to be a director of the issuer.

2. The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including Units, which may be subject to vesting requirements.

	By Edward M. Schulman under Power of Attorney dated as of November 26, 2014	12/03/2025
	** 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.

FAQ

What insider transaction did AvalonBay Communities (AVB) report in this Form 4?

A director received a grant of 209 Deferred Stock Units of AvalonBay Communities common stock on 12/01/2025 under the company’s equity incentive plan.

What are the Deferred Stock Units granted by AvalonBay Communities (AVB)?

The Deferred Stock Units represent director compensation taken in stock units instead of cash. Each unit will convert into one share of common stock after the director ceases to be a board member.

Did the AvalonBay Communities (AVB) director pay cash for the 209 units?

No. The 209 units were granted at a stated price of $0 as they are issued in lieu of the quarterly cash director’s fee, not as an open-market purchase.

How many AvalonBay Communities (AVB) shares does the director own after this transaction?

Following the reported transaction, the director beneficially owns 18,787.4967 shares of AvalonBay Communities common stock, including Deferred Stock Units that may be subject to vesting.

Is this AvalonBay Communities (AVB) Form 4 filing a one-person filing or a joint filing?

This is a Form filed by one reporting person, reflecting the holdings and equity award activity of a single AvalonBay Communities director.

What plan governs the director’s Deferred Stock Units at AvalonBay Communities (AVB)?

The Deferred Stock Units were granted under AvalonBay Communities’ Second Amended and Restated 2009 Equity Incentive Plan pursuant to a prior election by the director.