Timothy J. Naughton - 17 Aug 2026 Form 4 Insider Report for AVALONBAY COMMUNITIES INC (AVB)

Reporting relationship: Director
Issuer ticker: AVB
Reported as of: 17 Aug 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 17 Aug 2026, 16:40:27 UTC
Prior SEC filing: 24 Jun 2026
Source filing: View source filing
Reporting owner signature: Edward M. Schulman, as attorney-in-fact under Power of Attorney dated January 1, 2000

Key filing fact

Timothy J. Naughton filed Form 4 for AVALONBAY COMMUNITIES INC (AVB) on 17 Aug 2026.

Key facts

This page summarizes Timothy J. Naughton's Form 4 filing for AVALONBAY COMMUNITIES INC (AVB).
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 17 Aug 2026, 16:40.

Change

Previous filing in this sequence was filed on 24 Jun 2026.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001219700 Primary reporting owner

NAUGHTON TIMOTHY J

Relationship: Director
Address: C/O AVALONBAY COMMUNITIES, INC., 4040 WILSON BOULEVARD STE 1000, ARLINGTON
Signature: Edward M. Schulman, as attorney-in-fact under Power of Attorney dated January 1, 2000
Signature date: 17 Aug 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

AVB transaction

Common Stock, par value $.01 per share

Disposed to Issuer

Transaction value
Shares: -111,594
Change %: -100%
Price
Shares after: 0
Date: 17 Aug 2026
Ownership: Direct
Footnotes: F1, F2, F3

AVB transaction

Common Stock, par value $.01 per share

Disposed to Issuer

Transaction value
Shares: -14,024
Change %: -100%
Price
Shares after: 0
Date: 17 Aug 2026
Ownership: By Family Trust
Footnotes: F1, F2, F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

AVB transaction Derivative

Employee Stock Options (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -69,832
Change %: -100%
Price
Shares after: 0
Date: 17 Aug 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 69,832
Exercise price: $180.32
Footnotes: F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Timothy J. Naughton is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote 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.

Footnote 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.

Footnote F3

This total includes shares of AVB Common Stock, deferred stock units and restricted shares.

Footnote F4

Reflects indirect beneficial ownership by spouse through Family Trust and the reporting person disclaims any beneficial ownership in these shares.

Footnote F5

Pursuant to the Merger Agreement, effective as of the Effective Time, the Reporting Person's options to acquire AVB Common Stock that were outstanding at the Effective Time were converted into the right to receive options to acquire EQR Common Shares, where the number of EQR Common Shares subject to such converted option is equal to (i) the number of shares of AVB Common Stock subject to the corresponding AVB option award immediately prior to the Effective Time multiplied by (ii) the Exchange Ratio (rounded down to the nearest whole number of shares), and the exercise price of each converted option award is equal to (A) the exercise price of the corresponding AVB option award immediately prior to the Effective Time divided by (B) the Exchange Ratio (rounded up to the nearest whole cent).