# AVALONBAY COMMUNITIES INC (AVB) — merger/definitive [pending] Source: SEC API (secapi.ai) · situation sit_9c9cff9eaa4752c76a8d · retrieved 2026-08-11T15:54:04.973Z ## Overview AvalonBay Communities, Inc. is a Maryland-incorporated real estate investment trust that develops, owns, and operates multifamily residential communities. AvalonBay Communities, Inc. and Equity Residential entered into an Agreement and Plan of Merger on May 20, 2026, providing for an all-stock merger-of-equals transaction. The merger involves AvalonBay combining with Equity Residential, with Canopy Merger Sub LLC (a wholly owned subsidiary of Equity Residential) as the merger vehicle. Following closing, the combined company will operate under the name Vivmark Residential. The merger agreement was structured as a merger-of-equals transaction with an exchange ratio of 2.793 Equity Residential shares per AvalonBay share. ## Terms - Counterparty: Equity Residential · Deal value: $53.00B · Consideration: stock · Price/share: $2.793 ## Key dates - Announced 2026-06-05 · Vote 2026-08-12 · Expected close 2026-12-31 ## Timeline - 2026-06-05 · 425 (0001104659-26-071031): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is a real estate investment trust that owns, develops, and manages apartment communities across the United States.* AvalonBay Communities, Inc. and Equity Residential announced an agreement to combine in an all-stock merger of equals to create a new company. AvalonBay stockholders will receive 2.793 Equity Residential shares for each share of AvalonBay stock they own. The combination is subject to shareholder approval and is expected to be complete in the second half of 2026, subject to customary closing conditions. Equity Residential is deemed the "parent company" for technical transaction-structure purposes, though the transaction remains a merger of equals and Equity Residential will adopt a new name at closing. Benjamin W. Schall will serve as CEO of the combined company, which will have dual headquarters in Arlington, VA and Chicago, IL. https://www.sec.gov/Archives/edgar/data/915912/0001104659-26-071031.txt - 2026-06-05 · 425 (0001104659-26-071028): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is a real estate investment trust (REIT) that owns and operates multifamily apartment communities.* AvalonBay Communities, Inc. and Equity Residential announced a merger of equals on June 5, 2026, with CEOs Benjamin W. Schall (AvalonBay) and Mark Parrell (Equity Residential) jointly communicating the transaction to employees. The companies describe the combination as transformative, designed to create a stronger combined entity with enhanced resident experience, technology investment, and expanded growth opportunities. Integration planning is underway with executive leadership team announcements and town halls planned for the coming weeks, with the companies to operate separately until closing. https://www.sec.gov/Archives/edgar/data/915912/0001104659-26-071028.txt - 2026-06-05 · 425 (0001193125-26-259870): 425 - AVALONBAY COMMUNITIES INC — *Equity Residential is a real estate investment trust that owns, develops, and manages apartment communities across the United States.* Equity Residential and AvalonBay Communities announced an agreement to combine in an all-stock merger of equals. AvalonBay stockholders will receive 2.793 Equity Residential shares for each share of AvalonBay stock they own. The combined company will have dual headquarters in Chicago, IL, and Arlington, VA, with Ben Schall (AvalonBay's current CEO) serving as CEO and Steve Sterrett (Equity Residential's current lead independent trustee) serving as Chairman. The Board will initially consist of 7 existing directors from each company. The combination is subject to approval by both companies' shareholders and is expected to close in the second half of 2026. https://www.sec.gov/Archives/edgar/data/915912/0001193125-26-259870.txt - 2026-06-05 · 425 (0001193125-26-259850): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is a real estate investment trust (REIT) that operates multifamily residential properties.* Equity Residential and AvalonBay Communities, Inc. announced a transformative merger of equals. The combination aims to create a stronger company by enhancing the resident experience, investing in technology and innovation at scale, and pursuing expanded growth opportunities. Until the merger closes, both companies will continue to operate as separate entities. The companies plan to announce the executive leadership team of the new company and host town halls in Arlington and Chicago for employees. https://www.sec.gov/Archives/edgar/data/915912/0001193125-26-259850.txt - 2026-07-22 · 425 (0000915912-26-000016): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is an equity REIT that develops, redevelops, acquires and manages apartment communities in leading metropolitan areas including Boston, the New York/New Jersey Metro area, the Mid-Atlantic, Seattle, Northern and Southern California, and expansion regions in Raleigh-Durham, Charlotte, Southeast Florida, Dallas, Austin, and Denver.* AvalonBay Communities and Equity Residential announced a definitive merger agreement on May 21, 2026, to combine in an all-stock merger of equals. The combined company will have a pro forma equity market capitalization of approximately $53 billion and a total enterprise value of approximately $71 billion, with more than 180,000 rental apartments. Benjamin W. Schall, AvalonBay's President and CEO, will serve as President and CEO of the combined company. The combined company's board will consist of 14 trustees, with seven members from each company's current board. On August 12, 2026, both companies will hold special meetings of stockholders and shareholders to vote on the proposed merger. https://www.sec.gov/Archives/edgar/data/915912/0000915912-26-000016.txt - 2026-07-22 · 425 (0001193125-26-312457): 425 - AVALONBAY COMMUNITIES INC — *Equity Residential is a real estate investment trust that owns and manages 312 rental properties consisting of 85,520 apartment units in dynamic metro areas across the U.S., with primary concentration in major coastal markets and targeted presence in Atlanta, Dallas/Austin, and Denver.* Equity Residential and AvalonBay Communities announced a definitive merger agreement on May 21, 2026, structured as an all-stock merger of equals. The combined company will have a pro forma equity market capitalization of approximately $53 billion and a total enterprise value of approximately $71 billion, with more than 180,000 rental apartments. The combined company's board will consist of 14 trustees, with seven members from each company's current board, and Stephen E. Sterrett will serve as Chairman. Shareholder votes are scheduled for August 12, 2026. https://www.sec.gov/Archives/edgar/data/915912/0001193125-26-312457.txt - 2026-07-22 · 425 (0001193125-26-312459): 425 - AVALONBAY COMMUNITIES INC — *Equity Residential is a real estate investment trust that owns and operates apartment communities across the United States; AvalonBay Communities is a multifamily REIT with a portfolio of apartment communities in established and expansion markets.* Equity Residential (EQR) and AvalonBay Communities (AVB) announced an all-stock merger of equals on May 21, 2026, creating a combined company with an enterprise value of approximately $71 billion. The combined entity will operate 634 apartment communities with approximately 184,000 homes across overlapping and non-overlapping regions. The merger is expected to deliver $175 million in gross synergies (or $125 million net of real estate tax reassessments) with achievement expected within 18 months. Benjamin Schall, President and CEO of AvalonBay, will lead the combined company as President and CEO, with a board of 14 trustees (7 from each company) led by Equity Residential Trustee Stephen Sterrett as Chairman. Special shareholder meetings for both companies are scheduled for August 12, 2026, to approve the transaction. https://www.sec.gov/Archives/edgar/data/915912/0001193125-26-312459.txt - 2026-07-22 · 425 (0001104659-26-085858): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities is a real estate investment trust that owns and operates multifamily apartment communities across the United States.* AvalonBay Communities and Equity Residential announced an all-stock merger of equals on May 21, 2026, creating a combined company with an enterprise value of approximately $71 billion. The combined entity will operate 634 communities with approximately 184,000 apartment homes. The merger is expected to generate $175 million in gross annual operating synergies (net of $125 million after real estate tax reassessments) to be achieved within 18 months. Benjamin Schall, President and CEO of AvalonBay, will lead the combined company, with Equity Residential Trustee Stephen Sterrett as Chairman. The transaction requires approval from both companies' shareholders at special meetings scheduled for August 12, 2026. https://www.sec.gov/Archives/edgar/data/915912/0001104659-26-085858.txt - 2026-07-23 · 8-K (0000915912-26-000018): 8-K - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is an equity REIT that develops, redevelops, acquires and manages apartment communities in leading metropolitan areas including Boston, New York/New Jersey, the Mid-Atlantic, Seattle, Northern and Southern California, and expansion regions in Raleigh-Durham, Charlotte, Southeast Florida, Dallas, Austin, and Denver.* On May 21, 2026, AvalonBay Communities, Inc. and Equity Residential announced a definitive agreement to combine in an all-stock merger of equals. The combined company will have a pro forma equity market capitalization of approximately $53 billion and a total enterprise value of approximately $71 billion, with more than 180,000 rental apartments as of July 17, 2026. Benjamin W. Schall will serve as President and CEO of the combined company. The combined company's board will consist of 14 trustees, with seven members from each company's current board. Stockholder meetings are scheduled for August 12, 2026. https://www.sec.gov/Archives/edgar/data/915912/0000915912-26-000018.txt - 2026-07-30 · 425 (0001104659-26-088691): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is an equity REIT that develops, redevelops, acquires and manages apartment communities in leading metropolitan areas including Boston, New York/New Jersey, Mid-Atlantic, Seattle, Northern and Southern California, and expansion regions in Raleigh-Durham, Charlotte, Southeast Florida, Dallas, Austin, and Denver.* AvalonBay Communities, Inc. (NYSE: AVB) and Equity Residential (NYSE: EQR) announced a merger of equals to create Vivmark Residential, a combined multifamily real estate company with a pro forma equity market capitalization of approximately $53 billion and an enterprise value of approximately $71 billion. The combined company will own more than 180,000 rental apartments and have over 10,000 apartments under construction. The merger remains subject to shareholder approval of both companies and satisfaction of customary closing conditions. Vivmark Residential will trade on the New York Stock Exchange under the ticker symbol VMRK. https://www.sec.gov/Archives/edgar/data/915912/0001104659-26-088691.txt - 2026-07-30 · 425 (0001193125-26-326167): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is an equity REIT that develops, redevelops, acquires and manages apartment communities in leading metropolitan areas across the United States, with operations in Boston, New York/New Jersey, the Mid-Atlantic, Seattle, Northern and Southern California, and expansion regions including Raleigh-Durham, Charlotte, Southeast Florida, Dallas, Austin, and Denver.* AvalonBay Communities, Inc. and Equity Residential announced a merger of equals to create Vivmark Residential, a combined multifamily real estate company with a pro forma equity market capitalization of approximately $53 billion and an enterprise value of approximately $71 billion. The combined company will own more than 180,000 rental apartments and have over 10,000 apartments under construction. The merger remains subject to satisfaction of customary closing conditions, including approval by the shareholders of each company. Benjamin Schall, Chief Executive Officer of AvalonBay Communities, will be the incoming Chief Executive Officer of Vivmark Residential. https://www.sec.gov/Archives/edgar/data/915912/0001193125-26-326167.txt - 2026-07-31 · 8-K (0001104659-26-089277): 8-K - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is a Maryland real estate investment trust that develops, owns, and operates multifamily residential properties.* AvalonBay Communities and Equity Residential entered into a merger agreement on May 20, 2026, providing for an all-stock merger-of-equals transaction. Upon closing, the combined company will operate under the name Vivmark Residential. The merger agreement was executed by AvalonBay, Equity Residential, ERP Operating Limited Partnership, and Canopy Merger Sub LLC (a wholly owned subsidiary of Equity Residential). The definitive joint proxy statement/prospectus was mailed to stockholders on or about July 13, 2026, following the registration statement's effectiveness on that date. https://www.sec.gov/Archives/edgar/data/915912/0001104659-26-089277.txt - 2026-07-31 · 425 (0001104659-26-089284): 425 - AVALONBAY COMMUNITIES INC — *AvalonBay Communities, Inc. is a Maryland-incorporated real estate investment trust that develops, owns, and operates multifamily residential communities.* AvalonBay Communities, Inc. and Equity Residential entered into an Agreement and Plan of Merger on May 20, 2026, providing for an all-stock merger-of-equals transaction. The merger involves AvalonBay combining with Equity Residential, with Canopy Merger Sub LLC (a wholly owned subsidiary of Equity Residential) as the merger vehicle. Following closing, the combined company will operate under the name Vivmark Residential. The merger agreement was structured as a merger-of-equals transaction with an exchange ratio of 2.793 Equity Residential shares per AvalonBay share. https://www.sec.gov/Archives/edgar/data/915912/0001104659-26-089284.txt - 2026-07-31 · 425 (0001140361-26-030528): 425 - AVALONBAY COMMUNITIES INC — *Equity Residential is a Maryland real estate investment trust that owns and operates multifamily apartment communities.* Equity Residential and AvalonBay Communities entered into an Agreement and Plan of Merger on May 20, 2026, providing for an all-stock merger-of-equals transaction. The combined company will operate under the name Vivmark Residential following the closing. A registration statement on Form S-4 was declared effective on July 13, 2026, and the definitive joint proxy statement/prospectus was mailed to shareholders on or about July 13, 2026. The merger is subject to customary closing conditions, including shareholder approval from both companies. https://www.sec.gov/Archives/edgar/data/915912/0001140361-26-030528.txt ## Citations - 0001104659-26-071031 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926071031 - 0001104659-26-071028 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926071028 - 0001193125-26-259870 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526259870 - 0001193125-26-259850 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526259850 - 0000915912-26-000016 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000091591226000016 - 0001193125-26-312457 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526312457 - 0001193125-26-312459 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526312459 - 0001104659-26-085858 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926085858 - 0000915912-26-000018 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000091591226000018 - 0001104659-26-088691 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926088691 - 0001193125-26-326167 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526326167 - 0001104659-26-089277 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926089277 - 0001104659-26-089284 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926089284 - 0001140361-26-030528 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000114036126030528