AvalonBay Communities (AVB) director elects fee in deferred stock units

Rhea-AI Filing Summary

AvalonBay Communities, Inc. reported a routine insider transaction for a director. On 12/01/2025, the director received 32 Deferred Stock Units of common stock at a price of $0 per unit under the company’s Second Amended and Restated 2009 Equity Incentive Plan. These Units were granted in lieu of the quarterly cash director fee, based on an earlier election by the director.

The Units will convert into common stock on a one-for-one basis after the director ceases to serve on the board. Following this grant, the director’s directly owned common stock figure includes all such shares and Units, which may be subject to vesting requirements.

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^*

Flynn Conor C

(Last) (First) (Middle)

C/O AVALONBAY COMMUNITIES, INC.

4040 WILSON BLVD

(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		32(1)	A	$0	32(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 Lee N. Davis under Power of Attorney dated as of November 10, 2025	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 on this Form 4?

The filing reports that a director received 32 Deferred Stock Units of AvalonBay Communities common stock on 12/01/2025 as part of director compensation.

How were the AvalonBay Communities (AVB) Deferred Stock Units priced in this transaction?

The 32 Deferred Stock Units were reported with a price of $0 per unit, consistent with an equity grant in lieu of cash fees.

Why did the AvalonBay Communities (AVB) director receive Deferred Stock Units instead of cash?

The director had previously elected to receive Deferred Stock Units in lieu of the quarterly cash director’s fee otherwise due, under AvalonBay’s equity incentive plan.

When will the AvalonBay Communities (AVB) Deferred Stock Units convert into common stock?

The filing states that the Deferred Stock Units will convert into common stock on a one-for-one basis after the reporting person ceases to be a director of AvalonBay Communities.

How does this Form 4 describe the director’s ownership of AvalonBay Communities (AVB) stock after the transaction?

After the reported transaction, the filing notes that the amount of securities owned reflects direct ownership of all shares of common stock, including Deferred Stock Units, which may be subject to vesting requirements.

Under which plan were the AvalonBay Communities (AVB) Deferred Stock Units granted?

The Deferred Stock Units were granted under AvalonBay Communities’ Second Amended and Restated 2009 Equity Incentive Plan.