AVALONBAY Files 8-K for Other Events and Exhibits

TL;DR

**AVALONBAY just dropped an 8-K for 'Other Events' and 'Financial Statements and Exhibits' on Feb 23, 2024.**

AI Summary

AVALONBAY COMMUNITIES INC filed an 8-K on February 23, 2024, reporting 'Other Events' and 'Financial Statements and Exhibits'. The filing indicates a current report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. The company, a Maryland-incorporated Real Estate Investment Trust (REIT), is headquartered at 4040 Wilson Blvd., Suite 1000, Arlington, Virginia 22203.

Why It Matters

This filing signals that AVALONBAY COMMUNITIES INC has disclosed information deemed important enough to warrant an 8-K, potentially impacting investors' understanding of the company's current situation.

Risk Assessment

Risk Level: low — The filing is a standard 8-K for 'Other Events' and 'Financial Statements and Exhibits' without specific details indicating immediate high risk.

Key Players & Entities

• AVALONBAY COMMUNITIES INC (company) — Filer of the 8-K
• Maryland (company) — State of incorporation
• February 23, 2024 (date) — Date of earliest event reported and filing date
• 4040 Wilson Blvd., Suite 1000, Arlington, Virginia 22203 (company) — Business address
• 7033296300 (dollar_amount) — Business phone number

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share AVB New York Stock Exchan
• $1,000,000,000 — aving an aggregate sales price of up to $1,000,000,000 (the "Shares") from time to time throug
• $294,039,000 — gregate offering price of approximately $294,039,000 under the CEP. Accordingly, Shares havi
• $705,961,000 — e offering price of up to approximately $705,961,000 remain available for offer and sale und

Filing Documents

• tm247099d1_8k.htm (8-K) — 31KB
• tm247099d1_ex5-1.htm (EX-5.1) — 12KB
• tm247099d1_ex5-1img001.jpg (GRAPHIC) — 3KB
• tm247099d1_ex5-1img002.jpg (GRAPHIC) — 3KB
• 0001104659-24-027117.txt ( ) — 225KB
• avb-20240223.xsd (EX-101.SCH) — 3KB
• avb-20240223_lab.xml (EX-101.LAB) — 33KB
• avb-20240223_pre.xml (EX-101.PRE) — 22KB
• tm247099d1_8k_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. On February 23, 2024, AvalonBay Communities, Inc. (the "Company") filed with the Securities and Exchange Commission (the "SEC") a shelf registration statement on Form S-3, which became automatically effective upon filing and which replaced the Company's previous shelf registration statement on Form S-3 (File No. 333- 253532) filed with the SEC on February 25, 2021. In connection with the filing of the new shelf registration statement, the Company also filed with the SEC a new prospectus supplement (the "Prospectus Supplement"), dated February 23, 2024, with respect to the Company's existing continuous equity program ("CEP"), pursuant to which the Company may issue and sell shares of its common stock having an aggregate sales price of up to $1,000,000,000 (the "Shares") from time to time through the Sales Agents and the Forward Sellers (each as defined below). As previously reported, in connection with the CEP the Company has entered into separate sales agency financing agreements, dated January 17, 2023, with each of J.P. Morgan Securities LLC, Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., BTIG, LLC, Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Jefferies LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC (the "Sales Agents"), in their capacity as sales agents for the Company and/or as Forward Sellers, and, as applicable, the relevant Forward Purchasers (each as defined below). Concurrently with the entry into the sales agency financing agreements, the Company also previously entered into separate master forward sale agreements between the Company and each of JPMorgan Chase Bank, N.A., Bank of America, N.A., Barclays Bank PLC., BNP Paribas, Deutsche Bank AG, London Branch, Goldman Sachs & Co. LLC, Jefferies LLC, Mizuho Markets Americas LLC, Morgan Stanley & Co.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 1.1 Form of Amended and Restated Sales Agency Financing Agreement (incorporated by reference to Exhibit 1.1 to Form 8-K of the Company filed January 17, 2023) 1.2 Form of Master Forward Sale Confirmation (incorporated by reference to Exhibit 1.2 to Form 8-K of the Company filed January 17, 2023) 5.1 Opinion of Goodwin Procter LLP (filed herewith) 23.1 Consent of Goodwin Procter LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) (filed herewith) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AVALONBAY COMMUNITIES, INC. Dated: February 23, 2024 By: /s/ Kevin P. O'Shea Kevin P. O'Shea Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR