AvalonBay (AVB) Director Timothy Naughton Surrenders Shares

What Happened
Timothy J. Naughton, a director of AvalonBay Communities, Inc. (AVB), reported three dispositions to the issuer on August 17, 2026 tied to AVB's merger into Equity Residential (EQR), which subsequently changed its name to Vivmark Residential. The filing shows: 111,593.921 shares disposed; 14,024 shares disposed; and 69,832 shares disposed (listed as a derivative). Prices for these dispositions are reported as N/A in the Form 4 (transactions occurred as part of the Merger).

Key Details

• Transaction date: August 17, 2026 (Effective Time of the Merger).
• Reported dispositions: 111,593.921 shares; 14,024 shares; 69,832 shares (derivative) — total 195,449.921 shares subject to disposition in this filing.
• Reported price: N/A (dispositions occurred in connection with the Merger rather than an open-market sale).
• Merger specifics (footnotes): AVB merged with Merger Sub into Equity Residential (renamed Vivmark Residential). Each AVB common share and deferred stock unit converted into the right to receive 2.793 EQR common shares (Exchange Ratio). Closing prices on Aug 14, 2026: AVB $184.06; EQR $65.97 (provided for context in the filing).
• Shares owned after transaction: not specified in this Form 4.
• Filing timeliness: Form filed with period/date of report 2026-08-17 (no late filing indicated in the report).

Context
These dispositions reflect conversion/settlement activity tied to a merger of equals (not an open-market sale). Footnotes indicate AVB equity, deferred stock units and restricted shares were converted under the Merger Agreement and that outstanding AVB options were converted into options on EQR shares per the exchange ratio. Dispositions coded as "to the issuer" typically represent surrender or conversion of company-held awards or shares as part of a corporate transaction rather than a director-initiated sale.