AVALONBAY COMMUNITIES INC — Director's Dealing 2017

May 9, 2017

SEC Form 4/A — Form 4/A

Issuer: AVALONBAY COMMUNITIES INC (AVB)
CIK: 0000915912
Period of Report: 2017-05-02

Reporting Person: NAUGHTON TIMOTHY J (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-02	Common Stock, par value $.01 per share	M	10000	$115.83	Acquired	192189.3311	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-02	Employee Stock Options (Right to Buy)	$115.83	M	10000	Disposed	2021-02-16	Common Stock (10000)	Direct

Footnotes

F1: On May 4, 2017, the reporting person filed a Form 4 to report the sale on May 2, 2017 of 10,000 beneficially owned shares. The form failed to include the related exercise of 10,000 options prior to and in connection with the sale of such shares, which is reported on this amendment. After the exercise of the 10,000 options and the sale of the acquired shares, the reporting person held 182,189 shares.

F2: The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including restricted shares.

F3: The options exercised were included in options granted under the issuer's stock option and incentive plan on February 16, 2011, which become exercisable in three annual installments beginning on February 16, 2012.

F4: Following the reported transaction, the reporting person holds a total of 79,598 options to purchase the issuer's common stock granted on various dates and with varying exercise prices and vesting dates.