AvalonBay (NYSE: AVB) director swaps stake for Vivmark shares
Rhea-AI Filing Summary
AvalonBay Communities Inc. director Stephen P. Hills reported a disposition of 10,274.5732 shares of AVB common stock and related deferred stock units to the issuer on August 17, 2026, leaving 0 AVB shares reported as held.
This occurred in connection with a merger of equals in which AVB merged into a subsidiary of Equity Residential. At the effective time, each AVB share and deferred stock unit held by Hills was automatically converted into the right to receive 2.793 Equity Residential common shares (now Vivmark Residential), plus cash in lieu of fractional shares for AVB common stock.
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Insider Trade Summary
Net Seller: 10,274.5732 shares
Net Sell
1 txn
Insider
Hills Stephen P.
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock, par value $.01 per share F1, F2, F3 | 10,274.5732 | -- | -- |
Holdings After Transaction:
Common Stock, par value $.01 per share — 0 shares (Direct)
Footnotes (3)
- F1. Pursuant to the Agreement and Plan of Merger, dated as of May 20, 2026 (the "Merger Agreement"), by and among AvalonBay Communities, Inc., a Maryland corporation ("AVB"), Equity Residential, a Maryland real estate investment trust ("EQR"), ERP Operating Limited Partnership, an Illinois limited partnership, and Canopy Merger Sub LLC, a Maryland limited liability company ("Merger Sub"), AVB and EQR combined in a merger of equals on August 17, 2026, with AVB merging with and into Merger Sub, with Merger Sub surviving as a wholly owned subsidiary of EQR (the "Merger"). In connection with the Merger, EQR changed its name to Vivmark Residential.
- F2. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of common stock, par value $0.01 per share ("AVB Common Stock"), of AVB and deferred stock unit held by the Reporting Person, respectively, was automatically converted into the right to receive 2.793 (the "Exchange Ratio") common shares of beneficial interest, $0.01 par value per share ("EQR Common Shares"), of EQR, plus, in the case of AVB Common Stock, the right to receive cash in lieu of fractional EQR Common Shares, if any, into which such AVB Common Stock would have been converted. On August 14, 2026, the closing price of AVB Common Stock was $184.06 per share and the closing price of EQR Common Shares was $65.97 per share.
- F3. This total includes shares of AVB Common Stock and deferred stock units.
Key Figures
Shares disposed to issuer: 10,274.5732 shares
Post-transaction AVB holdings: 0.0000 shares
Exchange Ratio: 2.793
+2 more
5 metrics
Shares disposed to issuer
10,274.5732 shares
Disposition of AVB common stock and deferred stock units by Stephen P. Hills on August 17, 2026
Post-transaction AVB holdings
0.0000 shares
AVB shares reported as held by Stephen P. Hills following the merger-related disposition
Exchange Ratio
2.793
Equity Residential common shares received per AVB common share or deferred stock unit at the Effective Time
AVB closing price
$184.06 per share
Closing price of AVB common stock on August 14, 2026, referenced in the merger disclosure
Equity Residential closing price
$65.97 per share
Closing price of Equity Residential common shares on August 14, 2026, referenced in the merger disclosure
Key Terms
Agreement and Plan of Merger, merger of equals, Exchange Ratio, deferred stock unit, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of May 20, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
merger of equals financial
"AVB and EQR combined in a merger of equals on August 17, 2026"
A merger of equals is when two companies of similar size and value combine into a single business with shared ownership and leadership, rather than one company buying the other. Investors care because it reshuffles who owns and controls the combined company, aims to cut duplicate costs and strengthen market position, but also brings integration risks that can affect future profits and each company’s stock value.
Exchange Ratio financial
"was automatically converted into the right to receive 2.793 (the "Exchange Ratio")"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
deferred stock unit financial
"each issued and outstanding share of common stock ... and deferred stock unit held"
A deferred stock unit (DSU) is a promise from a company to give an employee or director the value of a share at a future date, paid in actual shares or cash when certain conditions are met (such as retirement or a set date). Think of it like a gift card that converts to company stock later; it aligns pay with long‑term performance and can affect future share count, compensation expense and potential cash needs, so investors watch DSUs for their impact on dilution and company finances.
FAQ
What did AVB director Stephen P. Hills report in this Form 4 for AvalonBay Communities (AVB)?
Stephen P. Hills reported a disposition of 10,274.5732 AVB common shares and deferred stock units to the issuer on August 17, 2026, in connection with a merger of equals involving Equity Residential (now Vivmark Residential).
What happened to Stephen P. Hills’ AvalonBay Communities (AVB) holdings after the transaction?
After the reported transaction, Stephen P. Hills’ Form 4 shows 0 AVB shares held. His AVB common shares and deferred stock units were converted into rights to receive Equity Residential (now Vivmark Residential) common shares under the merger’s exchange terms.
AI-generated analysis. How Rhea-AI works. Not financial advice.
