AVALONBAY COMMUNITIES INC — Director's Dealing 2019

Mar 11, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVALONBAY COMMUNITIES INC (AVB)
CIK: 0000915912
Period of Report: 2019-03-07

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-07	Common Stock, par value $.01 per share	M	25682	$130.23	Acquired	194779.7445	Direct
2019-03-07	Common Stock, par value $.01 per share	M	17850	$132.95	Acquired	212629.7445	Direct
2019-03-07	Common Stock, par value $.01 per share	S	43532	$196.39	Disposed	169097.7445	Direct
2019-03-07	Common Stock, par value $.01 per share	M	752	$132.95	Acquired	169849.7445	Direct
2019-03-07	Common Stock, par value $.01 per share	M	767	$130.23	Acquired	170616.7445	Direct
2019-03-07	Common Stock, par value $.01 per share	F	1023	$195.50	Disposed	169593.7445	Direct
2019-03-08	Common Stock, par value $.01 per share	M	2093	$130.23	Acquired	171686.7445	Direct
2019-03-08	Common Stock, par value $.01 per share	S	20957	$196.36	Disposed	150729.7445	Direct
2019-03-08	Common Stock, par value $.01 per share	S	3300	$197.00	Disposed	147429.7445	Direct
2019-03-08	Common Stock, par value $.01 per share	G	100	$0.00	Disposed	147329.7445	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-07	Stock Option (Right to Buy)	$130.23	M	26449	Disposed	2023-02-13	Common Stock (26449)	Direct
2019-03-07	Stock Option (Right to Buy)	$132.95	M	18602	Disposed	2022-02-16	Common Stock (18602)	Direct
2019-03-08	Stock Option (Right to Buy)	$130.23	M	2093	Disposed	2023-02-13	Common Stock (2093)	Direct

Footnotes

F1: The amount of securities owned following the reported transaction reflects direct ownership of all shares of common stock, including restricted shares.

F2: The transaction was executed in multiple trades at prices ranging from $196.005 to $196.760. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: Reflects shares swapped via a stock swap option exercise to cover the exercise price of the options.

F4: The transaction was executed in multiple trades at prices ranging from $196.00 to $196.99. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F5: Reflects gift of 100 shares at no cost.

F6: The options exercised were included in options granted under the issuer's Second Amended and Restated 2009 Equity Incentive Plan on
2/13/2013, which became exercisable in three equal annual installments beginning on 2/13/2014.

F7: The options exercised were included in options granted under the issuer's Second Amended and Restated 2009 Equity Incentive Plan on
2/16/2012, which became exercisable in three equal annual installments beginning on 2/16/2013.

F8: Following the reported transaction, the reporting person holds a total of 26,634 options to purchase the issuer's common stock.