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4Accepted Aug 17, 4:46 PM ET

AvalonBay (AVB) CEO Benjamin Schall Receives Award, Surrenders Shares

AVBAVALONBAY COMMUNITIES INC

Accepted (ET)

4:46 PM

Aug 17, 2026

Filed

Aug 17, 2026

Documents

1

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21.1 KB

Summary

AvalonBay (AVB) CEO Benjamin Schall Receives Award, Surrenders Shares

Updated

What Happened
Benjamin Schall, CEO, President and a director of AvalonBay Communities, Inc. (AVB), had 78,257 restricted stock units (PSUs) deemed acquired on August 17, 2026 and concurrently had approximately 241,093 shares disposed to the issuer. The transactions are tied to AVB’s merger with Equity Residential (EQR) (effective Aug 17, 2026), under which each AVB share was converted into 2.793 EQR shares (plus cash for fractions). Reported per-share consideration is $0.00 because these were corporate-conversion and award/settlement events, not open-market trades.

Key Details

  • Transaction date: August 17, 2026 (filed same day).
  • Awards: 78,257 shares deemed acquired from PSUs (footnote F1).
  • Dispositions to issuer: total ~241,093 shares (178,819.761 + 21,772 + 9,473 + 12,651 + 10,073 + 8,304) listed at $0.00 or N/A (derivative/settlement).
  • Conversion / merger context: AVB merged with EQR (now renamed Vivmark Residential) per the Merger Agreement (footnotes F2–F3). Exchange Ratio = 2.793 EQR shares per AVB share; Aug 14, 2026 closing prices cited (AVB $184.06; EQR $65.97).
  • Why price shows $0.00 / N/A: these reflect corporate conversion, award settlement, or derivative/option conversions in connection with the merger—not public sale proceeds.
  • Footnotes of note: F1 (PSUs deemed earned and converted into restricted EQR/ERP OP interests), F3 (share conversion/exchange ratio), F5 (options converted pro rata into EQR options).
  • Shares owned after transaction: not specified in the provided excerpt; holdings are described as including common shares, restricted shares and PSUs per footnote F4.
  • Filing timeliness: Form filed Aug 17, 2026 (same date as the reported Effective Time).

Context
These entries reflect corporate reorganizations and equity award settlements tied to a merger of equals rather than discretionary open-market buying or selling. The PSU entry is an award conversion (treated as an acquisition of restricted shares subject to vesting). The dispositions to the issuer likely represent converted or surrendered shares for settlement, tax withholding, or merger mechanics (net-share settlement), not typical insider market sales.

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