AvalonBay (AVB) CFO awarded restricted stock and PSU shares

Rhea-AI Filing Summary

AvalonBay Communities Chief Financial Officer Kevin P. O'Shea reported stock-based compensation awards, increasing his direct holdings. On February 26, 2026, he acquired 6,164 shares of restricted stock under the company's Second Amended and Restated 2009 Equity Incentive Plan, which are subject to vesting requirements.

On the same date, he also acquired 10,684 shares earned from previously awarded performance share units under the same plan. Following these transactions, he directly owned 39,766.9396 shares of AvalonBay common stock, including restricted shares.

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

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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^*

O'Shea Kevin P.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		A		6,164(1)	A	$0	29,082.9396(2)	D
Common Stock, par value $.01 per share	02/26/2026		A		10,684(3)	A	$0	39,766.9396(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 shares of restricted stock under the Company's Second Amended and Restated 2009 Equity Incentive Plan, which shares are subject to vesting requirements.

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

3. Reflects shares earned in connection with previously awarded performance share units issued under the Company's Second Amended and Restated 2009 Equity Incentive Plan.

	Edward M. Schulman, as attorney-in-fact under Power of Attorney dated December 13, 2012	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did AvalonBay Communities (AVB) disclose in this Form 4 filing?

AvalonBay Communities (AVB) disclosed that its Chief Financial Officer, Kevin P. O'Shea, acquired company stock through equity awards. The transactions involved restricted stock and performance share units granted under the company’s equity incentive plan, increasing his directly held common shares.

How many AvalonBay (AVB) shares did the CFO acquire in this Form 4?

The CFO, Kevin P. O'Shea, acquired 6,164 shares of restricted stock and 10,684 shares earned from performance share units. Both awards were made under AvalonBay’s Second Amended and Restated 2009 Equity Incentive Plan on February 26, 2026, as non-cash stock-based compensation.

What is the nature of the AvalonBay (AVB) restricted stock granted to the CFO?

The restricted stock consists of 6,164 AvalonBay common shares granted under the company’s equity incentive plan. These shares are subject to vesting requirements, meaning O'Shea must meet specified service or performance conditions before the shares fully vest and become unrestricted.

What are the performance share units mentioned in the AvalonBay (AVB) Form 4?

The Form 4 notes 10,684 shares earned from previously awarded performance share units. These units were originally granted under AvalonBay’s equity incentive plan and converted into common shares after the achievement of defined performance goals, resulting in an equity-based share issuance.

How many AvalonBay (AVB) shares does the CFO own after these awards?

After the reported equity awards, Kevin P. O'Shea directly owns 39,766.9396 shares of AvalonBay common stock. This figure includes all directly held shares and restricted shares, as specified in the filing’s footnote describing his post-transaction ownership position.

Were these AvalonBay (AVB) insider transactions open-market purchases or sales?

The transactions were not open-market purchases or sales. They are classified as acquisitions coded “A” for grants or awards, representing restricted stock and earned performance share units granted under AvalonBay’s equity incentive plan at a reported price of $0.00 per share.