AvalonBay (AVB) SVP has 249 shares withheld for taxes on equity vesting

Rhea-AI Filing Summary

AvalonBay Communities Inc. senior vice president Sean Thomas Willson reported a tax-related share disposition under the company’s equity plan. On the transaction date, 249 shares of common stock were withheld at a price of $177.23 per share to cover tax obligations tied to vesting of restricted stock and performance share units.

After this tax-withholding disposition, Willson directly owned a total of 4,373.186 shares of AvalonBay common stock, including restricted shares, reflecting his ongoing equity stake in the company.

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^*

Willson Sean Thomas

(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)
	Senior Vice President

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		249(1)	D	$177.23	4,373.186(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 Lee N. Davis under Power of Attorney dated as of December 5, 2024	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 AvalonBay Communities (AVB) report for Sean Thomas Willson?

AvalonBay Communities reported that senior vice president Sean Thomas Willson had 249 shares withheld for taxes. The shares were related to vesting of restricted stock and performance share units under AvalonBay’s equity incentive plan, rather than an open-market purchase or sale.

Was the AvalonBay (AVB) Form 4 transaction an open-market sale of shares?

No, the Form 4 for AvalonBay shows a tax-withholding disposition, not an open-market sale. The company withheld 249 shares at $177.23 per share to satisfy tax obligations when equity awards vested under its Second Amended and Restated 2009 Equity Incentive Plan.

How many AvalonBay (AVB) shares were involved in Sean Willson’s tax-withholding transaction?

The transaction involved 249 shares of AvalonBay common stock. These shares were withheld by the company to cover tax liabilities associated with vesting equity awards, rather than being sold in the market, and are reported at a price of $177.23 per share.

How many AvalonBay (AVB) shares does Sean Thomas Willson hold after the reported Form 4?

Following the reported tax-withholding disposition, Sean Thomas Willson directly owns 4,373.186 AvalonBay common shares. This total includes both unrestricted and restricted shares, reflecting his continuing equity interest after the vesting-related withholding transaction disclosed in the Form 4.

What equity plan is referenced in the AvalonBay (AVB) Form 4 filing for Sean Willson?

The Form 4 references AvalonBay’s Second Amended and Restated 2009 Equity Incentive Plan. Under this plan, restricted stock and performance share unit awards vested, and the company withheld 249 shares to cover associated tax obligations, which is reported as a tax-withholding disposition.