AvalonBay (AVB) CIO has 5,706 shares withheld for tax obligations

Rhea-AI Filing Summary

AVALONBAY COMMUNITIES INC Chief Investment Officer Matthew H. Birenbaum reported a tax-related share disposition. On March 1, 2026, he disposed of 5,706 shares of common stock at a transaction price of $177.23 per share through share withholding to cover tax obligations on vesting equity awards. After this withholding transaction, he directly owned 87,168.8925 shares of 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

OMB APPROVAL

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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^*

Birenbaum Matthew H.

(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 Investment Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		5,706(1)	D	$177.23	87,168.8925(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.

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	03/03/2026
	** 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.

FAQ

What insider transaction did AVB Chief Investment Officer report?

Matthew H. Birenbaum reported a tax-withholding share disposition. On March 1, 2026, 5,706 AvalonBay common shares were withheld by the company to cover tax obligations from vested restricted stock and performance share units.

How many AVB shares were disposed of in the latest Form 4 filing?

A total of 5,706 shares were disposed of. These AvalonBay common shares were withheld by the company at $177.23 per share to satisfy tax withholding obligations related to vesting equity awards, not an open-market sale.

What is Matthew H. Birenbaum’s AVB share ownership after the transaction?

After the transaction, he directly owned 87,168.8925 shares. This figure includes all AvalonBay common stock held directly, as well as restricted shares reported as part of his direct beneficial ownership following the tax-withholding disposition.

What was the purpose of the AVB share withholding on March 1, 2026?

The share withholding covered tax obligations on vesting equity awards. AvalonBay withheld 5,706 common shares tied to restricted stock and performance share unit vesting under its Second Amended and Restated 2009 Equity Incentive Plan.

Was the AVB insider transaction an open-market sale of shares?

No, it was a tax-withholding disposition, not a market sale. The company withheld 5,706 AvalonBay shares at $177.23 per share to satisfy tax liabilities triggered by vesting restricted stock and performance share units.

Which AVB equity plan is associated with the reported tax withholding?

The transaction relates to AvalonBay’s 2009 Equity Incentive Plan. Specifically, the shares were withheld under the Second Amended and Restated 2009 Equity Incentive Plan in connection with vesting restricted stock and performance share unit awards.