AVALONBAY COMMUNITIES INC 4

Sean J. Breslin, COO of AvalonBay Communities, Inc., reported merger-driven conversions of 27,735 performance-based RSU shares, 106,920.22 common shares, and 17,458 stock options from AVB into equivalent Equity Residential (Vivmark Residential) equity and options rather than discretionary trades.

On August 17, 2026, Sean J. Breslin, Chief Operating Officer of AvalonBay Communities, Inc. (AVB), reported merger-related equity restructurings rather than discretionary open-market trading. He had 27,735 shares of AVB common stock deemed acquired through performance-based restricted stock units (PSUs) converting into restricted equity of the merger counterparty, with an implied value of approximately $5.1 million using the referenced AVB price of $184.06 per share. Concurrently, 106,920.22 shares of AVB common stock were shown as disposed of, reflecting the automatic conversion of his existing AVB holdings into Equity Residential (EQR, now Vivmark Residential) shares at the 2.793 exchange ratio, plus cash in lieu of fractional shares; this is an accounting conversion in the merger rather than an elective sale, with an implied value of roughly $19.7 million. In addition, 17,458 employee stock options with a $180.32 exercise price and a 2031 expiration date were cancelled as AVB options and simultaneously converted into options on EQR shares using the same 2.793 exchange ratio-adjusted share count and exercise price mechanics, again a mechanical treatment under the merger agreement. Following these actions, Breslin’s economic exposure shifts from AVB to the combined company’s equity and options, and the total reported AVB shares (including vested PSUs, restricted stock and ESPP shares) are now fully represented in Vivmark/Equity Residential securities, not reflecting any discretionary buying or selling in the market.

Filing Facts

CIK

915912

Ticker

AVB

Form

4

Source Type

sec

Accession

0001193125-26-354214

Alert Tier

6