avb-20241231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K


☒			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to ______

Commission File Number: 1-12672

AVALONBAY COMMUNITIES, INC.

(Exact name of registrant as specified in its charter)


Maryland						77-0404318
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

4040 Wilson Blvd., Suite 1000

Arlington, Virginia 22203

(Address of principal executive offices) (Zip code)

(703) 329-6300

(Registrant’s telephone number, including area code)

__________________________________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol (s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

AVB

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ý No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes o No ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ý No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ý No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes ☐ No ý

The aggregate market value of the registrant's Common Stock, par value $.01 per share, held by nonaffiliates of the registrant, as of June 30, 2024 was $29,566,349,751.

The number of shares of the registrant's Common Stock, par value $.01 per share, outstanding as of January 31, 2025 was 142,254,778.

Documents Incorporated by Reference

Portions of AvalonBay Communities, Inc.'s Proxy Statement for the 2025 annual meeting of stockholders, a definitive copy of which will be filed with the Securities and Exchange Commission within 120 days after the year end of the year covered by this Form 10-K, are incorporated by reference herein as portions of Part III of this Form 10-K.

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TABLE OF CONTENTS

PAGE

UNRESOLVED STAFF COMMENTS

MINE SAFETY DISCLOSURES

PART II

ITEM 5.

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 6.

[RESERVED]

ITEM 7.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9A.

CONTROLS AND PROCEDURES

ITEM 9B.

OTHER INFORMATION

ITEM 9C.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 11.

EXECUTIVE COMPENSATION

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

PART IV

ITEM 15.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

PART I

This Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Our actual results could differ materially from those set forth in each forward-looking statement. Certain factors that might cause such a difference are discussed in this report, including in the section entitled "Forward-Looking Statements" included in this Form 10-K. You should also review Item 1A. "Risk Factors" for a discussion of various risks that could adversely affect us.

ITEM 1. BUSINESS

General

AvalonBay Communities, Inc. (the "Company," "we," "our" and "us" which terms, unless the context otherwise requires, refer to AvalonBay Communities, Inc. together with its subsidiaries), is a Maryland corporation that has elected to be treated as a real estate investment trust ("REIT") for federal income tax purposes. We develop, redevelop, acquire, own and operate apartment communities in New England, the New York/New Jersey metro area, the Mid-Atlantic, the Pacific Northwest, and Northern and Southern California, as well as in our expansion regions of Raleigh-Durham and Charlotte, North Carolina, Southeast Florida, Dallas and Austin, Texas, and Denver, Colorado. We focus on leading metropolitan areas that we believe are generally characterized by growing employment in high wage sectors of the economy, higher cost of home ownership and a diverse and vibrant quality of life. We believe these market characteristics have offered, and will continue to offer, the opportunity for superior risk-adjusted returns over the long-term on apartment community investments relative to other markets that do not have these characteristics.

At January 31, 2025, we owned or held a direct or indirect ownership interest in:

•284 operating apartment communities containing 86,111 apartment homes in 11 states and the District of Columbia, of which 275 communities containing 83,389 apartment homes were consolidated for financial reporting purposes and nine communities containing 2,722 apartment homes were held by unconsolidated entities in which we hold an ownership interest.

•21 wholly-owned development apartment communities that are under construction or completed and in lease-up and are expected to contain an aggregate of 7,305 apartment homes when completed.

•Rights to develop an additional 30 communities that, if developed as expected, will contain 9,336 apartment homes.

We generally obtain ownership in an apartment community by developing a new community on either vacant land or land with improvements that we raze, or by acquiring an existing community. In selecting sites for development or acquisition, we favor locations that are near expanding employment centers and convenient to transportation, recreation areas, entertainment, shopping and dining.

Our principal financial goal is to increase long-term shareholder value through the development, redevelopment, acquisition, ownership, operation and asset management and, when appropriate, disposition of apartment communities in our markets. To help meet this goal, we regularly (i) monitor our investment allocation by geographic market and product type, (ii) develop, redevelop and acquire interests in apartment communities in our selected markets, (iii) efficiently operate our communities to maximize resident satisfaction and shareholder return, (iv) selectively sell apartment communities that no longer meet our long-term strategy or when opportunities are presented to realize a portion of the value created through our investment and redeploy the proceeds from those sales and (v) maintain a capital structure that we believe is aligned with our business risks and allows us to maintain continuous access to cost-effective capital. We also seek to generate additional shareholder value from investments in other real estate-related ventures, including through our Structured Investment Program ("SIP"), our platform to provide mezzanine loans or preferred equity to third-party multifamily developers in our existing regions. We undertake our development and redevelopment activities primarily through in-house development and redevelopment teams, and buy and dispose of assets through our in-house investments platform. We believe that our organizational structure, which includes dedicated development and operational teams, and strong culture are key differentiators. We pursue our development, redevelopment, investment and operating activities with the purpose of "Creating a Better Way to Live."

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We seek to be the leading rental housing company in select U.S. markets by delivering distinctive experiences that customers value, creating a workplace where associates thrive, and achieving superior results for shareholders. We focus on markets that are characterized by growing employment in high wage sectors of the economy, higher home prices and a diverse and vibrant quality of life. From an operating perspective, we seek to deliver seamless, personalized experiences for our residents on an efficient and effective basis by our resident-focused on-site associates that are supported by our centralized shared services operating organization and flexible technology platform that incorporates automation and artificial intelligence. We operate our apartment communities under four core brands:

•Avalon, our core "Avalon" brand, focuses on upscale apartment living and high end amenities and services;

•AVA targets customers in high energy, transit-served neighborhoods and generally feature smaller apartments, many of which are designed for roommate living, and a variety of active common spaces that encourage socialization;

•eaves by Avalon is targeted to the cost conscious, "value" segment primarily in suburban areas; and

•Kanso is designed to create an apartment living experience that offers simplicity without sacrifice at a more moderate price point, featuring high-quality apartment homes, limited-to-no community amenities and a low-touch, largely self- service operating model that leverages technology and smart access.

We believe that this branding differentiation allows us to target our product offerings to multiple customer groups and submarkets within our existing geographic footprint.

During the three years ended December 31, 2024, we:

•acquired 13 apartment communities, excluding unconsolidated investments;

•disposed of 21 apartment communities, excluding unconsolidated investments;

•realized our pro rata share of the gain from the sale of three communities owned by unconsolidated real estate entities; and

•completed the development of 22 apartment communities, including unconsolidated investments, and the redevelopment of two apartment communities.

A more detailed description of our unconsolidated real estate entities and the related investment activity can be found in Note 5, "Investments," of the Consolidated Financial Statements in Item 8 of this report and in Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations."

A further discussion of our development, redevelopment, disposition, acquisition, operating and property management and related strategies follows.

Development Strategy. We select land for development and follow established procedures that we believe minimize both the cost and the risks of development. As one of the largest developers of multifamily rental apartment communities in our selected markets, we maintain regional offices to identify and support development opportunities through local market presence and access to local market information. In addition to our principal executive office in Arlington, Virginia, we also have regional offices, administrative offices or specialty offices, including offices that are in or near the following cities:

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•Austin, Texas;

•Bellevue, Washington;

•Boston, Massachusetts;

•Durham, North Carolina;

•Denver, Colorado;

•Fort Lauderdale, Florida;

•Irvine, California;

•Los Angeles, California;

•New York, New York;

•San Antonio, Texas;

•San Francisco, California;

•San Jose, California;

•Virginia Beach, Virginia; and

•Westfield, New Jersey.

After selecting a site for development, we usually negotiate for the right to acquire the site either through an option or a long-term conditional contract. Options and long-term conditional contracts generally allow us to acquire an interest in the site after the completion of entitlements and shortly before the start of construction, which reduces development-related risks and preserves capital. However, as a result of competitive market conditions for land suitable for development, we have sometimes acquired and held land prior to construction for extended periods while entitlements are obtained. When acquiring improved land with existing commercial uses prior to development, any rent received in excess of expenses from these operations, which we consider to be incidental, is accounted for as a reduction in our investment in the development pursuit and not as net income. Any expenses relating to these operations, in excess of any rents received, are recognized in net income. In addition, we have previously identified, and may again in the future identify, opportunities to increase value by expanding the density of certain existing operating communities. We have also participated, and may in the future participate, in master planned or other large multi-use developments where we commit to build infrastructure (such as roads) to be used by other participants or commit to act as construction manager or general contractor in building structures or spaces for third parties (such as unimproved ground floor commercial space, municipal garages or parks). Costs we incur in connection with these activities may be accounted for as additional invested capital in the community or we may earn fee income for providing these services. Particularly with large scale, urban in-fill developments, we may engage in significant environmental remediation efforts to prepare a site for construction. For further discussion of our Development Rights, refer to Item 2. "Properties" in this report.

We generally act as our own development manager, general contractor and construction manager directly (although we may use a wholly-owned subsidiary), and will elect to use a third-party developer or general contractor where we believe it is beneficial to do so, such as in our expansion regions where we may have limited resources or scale. We believe direct involvement in construction enables us to achieve higher construction quality, greater control over construction schedules and cost savings. Our development, property management and construction teams monitor construction progress to ensure quality workmanship and a smooth and timely transition into the leasing and operating phase.

Throughout this report, the term "development" is used to refer to the entire property development cycle, including pursuit of zoning approvals, procurement of architectural and engineering designs and the construction process. References to "construction" refer to the actual construction of the property, which is only one element of the development cycle.

Redevelopment Strategy. When we undertake the redevelopment of a community, our goal is to renovate and/or rebuild an existing community so that our total investment is generally below replacement cost and the community is well positioned in the market to achieve attractive returns on our capital. In addition to large scale redevelopment where a community is classified as a redevelopment, we undertake smaller scale redevelopment activities related to the apartment interiors to enhance the resident experience at our operating communities. We have dedicated redevelopment teams and procedures that are intended to control both the cost and risks of redevelopment. Our redevelopment teams, which include redevelopment, construction and property management personnel, monitor redevelopment progress.

Throughout this report, the term "redevelopment" is used to refer to the entire redevelopment cycle, including planning and procurement of architectural and engineering designs, budgeting and actual renovation work. The actual renovation work is referred to as "reconstruction," which is only one element of the redevelopment cycle.

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Disposition Strategy. We sell assets that no longer meet our long-term strategy or when real estate market conditions are favorable, and we redeploy the proceeds from those sales to develop, redevelop and acquire communities and to rebalance our portfolio across or within geographic regions. This also allows us to realize a portion of the value created through our investments and provides additional liquidity by redeploying the net proceeds from our dispositions in lieu of raising that amount of capital externally. When we decide to sell a community, we generally solicit competing bids from unrelated parties for these individual assets and consider the sales price and other terms of each proposal.

Acquisition Strategy. Our core competencies in development and redevelopment discussed above allow us to be selective in the acquisitions we target. Acquisitions allow us to achieve rapid penetration into markets in which we desire an increased presence. Acquisitions (and dispositions) also help us achieve our desired product mix or rebalance our portfolio. While we are primarily focused on acquisitions in our expansion regions of Raleigh-Durham and Charlotte, North Carolina, Southeast Florida, Dallas and Austin, Texas, and Denver, Colorado, we may pursue additional investments in our established regions based on market conditions.

Operating & Property Management Strategy. We seek to increase operating income through innovative, proactive property management that will result in higher revenue from communities while constraining operating expenses. Our principal strategies to maximize operating income include:

•focusing on associate engagement and resident satisfaction;

•employing an innovative and continually evolving operating model that combines effective onsite associates with the capabilities of our centralized shared services center, technology platform and digital offerings and various automation technologies including the use of artificial intelligence ("AI");

•utilizing data science and our operating experience to optimize Net Operating Income ("NOI") from the portfolio, including making operating decisions that reduce customer acquisition, transaction and retention costs;

•staggering lease terms such that lease expirations are matched with seasonal demand; and

•delivering high occupancy with premium pricing for various customer segments.

Constraining growth in operating expenses is another way in which we seek to increase earnings growth. Growth in our portfolio and the resulting increase in revenue allows for fixed operating costs to be spread over a larger volume of revenue, thereby increasing operating margins. We constrain growth in operating expenses in a variety of ways, which include, but are not limited to, the following:

•purchase order controls, including acquiring goods and services from pre-approved vendors;

•national negotiated contracts and bulk purchases where possible;

•bidding third-party contracts on a volume basis;

•retaining residents through high levels of service, which reduces apartment turnover costs, marketing and vacant apartment utility costs;

•performing turnover work in-house or hiring third parties, generally considering the most cost-effective approach as well as expertise needed to perform the work;

•regular preventive maintenance to maximize resident safety and satisfaction and property and equipment life;

•centralization of lease renewal activity, as well as many community administration and support tasks at our shared service center;

•pursuing real estate tax appeals;

•installing high efficiency lighting and water fixtures, cogeneration systems and solar panels; and

•implementing technology for resident and prospect services such as package lockers and self-guided or virtual tours.

On-site property management teams receive bonuses based largely upon the revenue, expense, NOI, prospect conversion, resident retention and customer service metrics produced at their respective communities. We use and continuously seek ways to improve technology applications to help manage our communities, believing that technology applications can improve the delivery and efficiency of our services and aid in the accurate collection of financial and resident data, which will enable us to maximize revenue and control costs through careful leasing decisions, maintenance decisions and financial management.

We generally manage the operation and leasing activity of our communities directly (although we may use a wholly-owned subsidiary) both for ourselves and the joint ventures and partnerships of which we are a member or a partner. From time to time, we may engage a third party to manage leasing and/or maintenance activity at one or more of our communities, such as in our expansion regions where we may have limited resources or scale.

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From time to time we also pursue or arrange ancillary services for our residents to provide additional revenue sources or increase resident satisfaction. We provide such non-customary services to residents or share in the revenue or income from such services through a taxable REIT subsidiary ("TRS"), which is a subsidiary that is treated as a "C corporation" subject to federal income taxes. See "Tax Matters" below.

Financing Strategy. Our financing strategy is to maintain a capital structure that provides financial flexibility to help ensure we can select cost-effective capital market options that are well matched to our business risks. We estimate that our short-term liquidity needs will be met from cash on hand, borrowings under our $2,250,000,000 revolving variable rate unsecured credit facility (the "Credit Facility") and our $500,000,000 unsecured commercial paper ("CP") note program (the "Commercial Paper Program") which is backstopped by our commitment to maintain available capacity under the Credit Facility for any amounts of CP outstanding, sales of current operating communities and/or issuance of additional debt or equity securities. A determination to engage in an equity or debt offering depends on a variety of factors such as general market and economic conditions, our short and long-term liquidity needs, the relative costs of debt and equity capital and growth opportunities. A summary of debt and equity activity for the last three years is reflected on our Consolidated Statement of Cash Flows of the Consolidated Financial Statements set forth in Item 8 of this report.

We have entered into, and may continue in the future to enter into, joint ventures (including limited liability companies or partnerships) through which we would develop and/or own an indirect economic interest of less than 100% of the community or communities owned directly by such joint ventures. Our decision to either hold an apartment community in fee simple or to have an indirect interest in the community through a joint venture is based on a variety of factors and considerations, including: (i) the economic and tax terms required by a seller of land or of a community; (ii) our desire to diversify our portfolio of communities by market, submarket and product type; (iii) our desire at times to preserve our capital resources to maintain liquidity or balance sheet strength; and (iv) our projection, in some circumstances, that we will achieve higher returns on our invested capital or reduce our risk if a joint venture vehicle is used. Investments in joint ventures are not limited to a specified percentage of our assets. Each joint venture agreement is individually negotiated, and our ability to operate and/or dispose of a community in our sole discretion may be limited to varying degrees depending on the terms of the joint venture agreement.

In addition, from time to time, we may offer shares of our equity securities, debt securities or options to purchase stock in exchange for property. We may also acquire properties in exchange for properties we currently own.

Other Strategies and Activities. While we emphasize equity real estate investments in rental apartment communities, we have the ability to invest in other activities and to make non-equity investments, including the following:

•Structured Investment Program: while we generally invest in multifamily real estate through fee simple ownership or an equity investment in a joint venture, we operate an investment platform through which we provide mezzanine loans or preferred equity to third-party multifamily developers in our existing regions.

•Commercial space: we develop, own and lease commercial space at our communities when either (i) the highest and best use of the space is for commercial (e.g., street level in an urban area); (ii) we believe the commercial space will enhance the attractiveness of the community to residents; or (iii) some component of commercial space is required to obtain entitlements to build apartment homes.

•Property technology and environmentally focused companies and investment management funds: we have also invested, either through a wholly-owned TRS, or in an investment vehicle that has elected to be treated as a TRS, in companies (and in venture funds that invest in companies) that provide technology services to the real estate industry, and we have invested, through a TRS, in environmentally focused companies and investment management funds to further our sustainability efforts and learning.

•For-sale real estate development: we may also develop a property in conjunction with another real estate company that will own and operate the commercial or for-sale residential components of a mixed-use building or project that we help develop. We may from time to time, through a TRS, develop real estate and hold it for sale upon completion if we believe that this will be the best use or disposition opportunity for the property.

We have not engaged in trading, underwriting or agency distribution or sale of securities of other issuers and do not intend to do so. At all times we intend to make investments in a manner so as to qualify as a REIT unless, because of circumstances or changes to the Internal Revenue Code of 1986, as amended (the "Code") (or the Treasury Regulations thereunder), our Board of Directors determines that it is no longer in our best interest to qualify as a REIT.

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We conduct many of the administrative functions associated with our property operations (including billing, collections, and response to resident inquiries) through an internally operated shared services center, rather than having on-site associates conduct such activities. We believe this centralized platform allows our on-site associates to focus more on current and prospective resident services, while at the same time enabling us to reduce costs, mitigate risk and increase our availability and responsiveness to our residents. Since mid-2023, we have provided various back-office, financial administrative support services for a third party leveraging the economies of scale at our center to produce an additional revenue stream.

Tax Matters

We filed an election with our 1994 federal income tax return to be taxed as a REIT under the Code and intend to maintain our qualification as a REIT in the future. As a REIT, with limited exceptions, such as those described under "Operating & Property Management Strategy" above, we will not be taxed under federal and certain state income tax laws at the corporate level on our taxable net income to the extent such taxable net income is distributed to our stockholders. We expect to make sufficient distributions to avoid income tax at the corporate level. While we believe that we are organized and qualified as a REIT and we intend to operate in a manner that will allow us to continue to qualify as a REIT, there can be no assurance that we will be successful in this regard. Qualification as a REIT involves the application of highly technical and complex provisions of the Code for which there are limited judicial and administrative interpretations and involves the determination of a variety of factual matters and circumstances not entirely within our control.

Competition

We face competition from other real estate investors, including insurance companies, pension and investment funds, REITs both in the multifamily as well as other sectors, and other well capitalized investors, to acquire and develop apartment communities and acquire land for future development. As an owner and operator of apartment communities, we also face competition for prospective residents from other operators whose communities may be perceived to offer a better location or better amenities or whose pricing may be perceived as a better value given the quality, location, terms and amenities that the prospective resident seeks. We also compete against condominiums and single-family homes that are for sale or rent, including those offered through online platforms. Although we often compete against large, sophisticated developers and operators for development opportunities and for prospective residents, real estate developers and operators of any size can provide effective competition for both real estate assets and potential residents.

Regulatory Matters

Compliance with various governmental regulations has an impact on our business, including our capital expenditures, earnings and competitive position, which can be material. We incur costs to monitor and take actions to comply with governmental regulations that are applicable to our business, which include, among others, federal securities laws and regulations, applicable stock exchange requirements, REIT and other tax laws and regulations, antitrust laws, privacy laws, environmental and health and safety laws and regulations, local zoning, usage and other regulations relating to real property, the Americans with Disabilities Act of 1990 and related laws and regulations.

Environmental Regulations. As a current or prior owner, operator and developer of real estate, we are subject to various federal, state and local environmental laws, regulations and ordinances and also could be liable to third parties resulting from environmental contamination or noncompliance at our communities. For some Development Communities, we undertake extensive environmental remediation to prepare the site for construction, which could be a significant portion of our total construction cost. Environmental remediation efforts could expose us to possible liabilities for accidents or improper handling of contaminated materials during construction.

Regulations Relating to the Construction, Operation and Leasing of Our Communities. The construction, operation and leasing of our communities is subject to federal, state and local laws and regulations, include zoning laws, building codes, requirements that our communities be accessible to persons with disabilities, fair housing laws, and, depending on the jurisdiction, regulations regarding the charging of rents and fees and increases in such amounts upon renewal of leases. Some laws relating to the setting of rents apply broadly, such as in California, where residential rent increases at renewal in communities older than fifteen years are limited to the lesser of 10% or 5% plus local consumer price index (CPI), and in New York, where laws regulate increases on those units that are subject to rent-control or rent-stabilization. In California, the Governor and local governments have the ability to enact (and have in recent years exercised such right, for example, in connection with wildfires) local or statewide states of emergency which limit our ability to increase new and renewal rents to no more than 10% over the rent in place on the date such state of emergency was declared, which has impacted some of our California communities. We have seen an increase in state and local governments in our markets implementing, considering or being urged by various

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constituencies to consider new or modified rent control regulations, rent stabilization, or other laws that may limit or delay our ability to charge market rents, increase rents, use algorithmic pricing tools, charge ancillary fees, or evict tenants.

See Part I, Item 1A. "Risk Factors" for a discussion of material risks to us, including, to the extent material, to our competitive position and relating to governmental and environmental regulations, and see Part II, Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations," together with the Consolidated Financial Statements and the accompanying Notes to Consolidated Financial Statements included elsewhere in this report, for a discussion of material information relevant to an assessment of our financial condition and results of operations.

Human Capital

Attracting, motivating, developing, and retaining talented associates is important to our long-term success. We engage with our associates to understand our purpose, "Creating a Better Way to Live," our core values (a commitment to integrity, a spirit of caring and a focus on continuous improvement) and our cultural norms (we collaborate, excel, innovate, act like owners, are thoughtful and thorough, show appreciation, and champion inclusion and diversity).

At January 31, 2025, we had 2,988 employees, of which approximately 98% were employed on a full-time basis. Approximately 63% of our associates work on-site at our operating communities and the balance work on other matters. None of our associates are represented by a union.

We consider the following aspects of human capital management to be important:

Inclusion and Diversity. We value workforce diversity and an inclusive culture and believe that a diverse workplace will produce a variety of perspectives, motivate associates and help us understand and better serve our customers and the communities in which we do business. At January 31, 2025, 36% of our associates self-identified as White, 29% as Hispanic, 17% as Black, 7% as Asian, and 11% as other ethnicities, two or more ethnicities or did not respond. At January 31, 2025, 60% of our associates self-identified as male and 40% as female.

Associate Engagement. We monitor the engagement of our associates, receive feedback from our associates, and benchmark our performance by having a third party firm conduct anonymous associate perspective surveys each year. The results are discussed and presented both on a company-wide basis and within each functional group.

Safety. We take workplace safety seriously at our construction sites, our operating communities and our offices. Through our Construction Site Safety Observation program and our dedicated safety team, we monitor project-level safety performance metrics at our construction sites, and elements of compensation for our construction group and our CEO are based on safety compliance performance. Our maintenance associates are required to take monthly safety training on a variety of subjects, and our risk management group monitors incident reports from our offices and communities.

Training. To help our associates develop the skills they need to advance in their careers and succeed at AvalonBay, we train them in a variety of ways, including providing job aids and quick reference guides, web-based courses and videos, in-person and virtual, instructor-led training and on-the-job learning. Our learning management system, Workday Learning, offers approximately 600 courses providing functional, technical, management, ethics, compliance, cyber-awareness and safety training.

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Available Information

We file annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission (the "SEC"). You may obtain copies of our SEC filings, free of charge, from the SEC's website at www.sec.gov.

We maintain a website at www.avalonbay.com. Our annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, including exhibits and amendments to those reports, filed or furnished pursuant to the Exchange Act are available free of charge in the "Investor Relations" section of our website as soon as reasonably practicable after the reports are filed with or furnished to the SEC. In addition, the charters of our Board's Nominating, Governance and Corporate Responsibility Committee, Audit Committee and Compensation Committee, as well as our Director Independence Standards, Corporate Governance Guidelines, Code of Business Conduct and Ethics, Policy Regarding Shareholder Rights Agreements, Policy Regarding Shareholder Approval of Future Severance Agreements, Senior Officer Stock Ownership Guidelines, Policy on Political Contributions and Government Relations, Compensation Recovery Policy, Insider Trading Policy, AvalonBay Sanctions Compliance and Anti-Corruption Policy and Environmental, Social, and Governance Reports, are available free of charge in that section of our website or by writing to AvalonBay Communities, Inc., 4040 Wilson Blvd., Suite 1000, Arlington, Virginia 22203, Attention: Chief Financial Officer. To the extent required by the rules of the SEC and the New York Stock Exchange (the "NYSE"), we will disclose amendments and waivers to the Code of Business Conduct and Ethics, and to the other documents as required by those documents and applicable laws, in the same place on our website. The information posted on our website is not incorporated into this Annual Report on Form 10-K.

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ITEM 1A. RISK FACTORS

Our operations involve various risks that could have adverse consequences, including those described below. This Item 1A. includes forward-looking statements. You should refer to our discussion of the qualifications and limitations on forward-looking statements in this Form 10-K.

Risks related to investments through acquisitions, construction, development, and joint ventures

Development, redevelopment and construction risks could affect our profitability. We intend to continue to develop and redevelop apartment communities. These activities can include long planning and entitlement timelines and can involve complex and costly activities, including significant environmental remediation or construction work in high-density urban areas. These activities may expose us to the following risks, among others:

•we have recently abandoned, and may in the future abandon, opportunities that we have already begun to explore for a number of reasons, including changes in local market conditions or increases in construction or financing costs or we may impair land held for development, and as a result, we may fail to recover expenses already incurred in exploring those opportunities;

•occupancy rates and rents at a community may fail to meet our original expectations for a number of reasons, including changes in market and economic conditions beyond our control and the development by competitors of competing communities;

•we may be unable to obtain, or experience delays in obtaining, necessary zoning, occupancy or other required governmental or third party permits and authorizations, which could result in increased costs, or the delay or abandonment of opportunities;

•we may incur costs that exceed our original estimates due to increased material, labor or other costs or supply chain disruptions, including as a result of tariffs or changes in immigration laws or their enforcement, which could impact our overall return from our development, redevelopment or construction activity;

•we may be unable to complete construction of a community on schedule or for the originally projected cost resulting in increased construction and financing costs;

•we may incur liabilities to third parties during the development process, for example, in connection with managing existing improvements on the site prior to tenant terminations and demolition (such as commercial space) or in connection with providing services to third parties (such as the construction of shared infrastructure or other improvements); and

•we may incur liability if our communities are not constructed in compliance with the accessibility provisions of the Americans with Disabilities Acts, the Fair Housing Act or other federal, state or local requirements. Noncompliance could result in imposition of fines, an award of damages to private litigants and a requirement that we undertake structural modifications to remedy the noncompliance.

Refer to our "Risks related to liquidity and financing" section below for additional construction and development risks related to financing.

Attractive investment opportunities may not be available, which could adversely affect our profitability. We expect that other real estate investors, including insurance companies, pension and investment funds, other REITs and other well-capitalized investors, will compete with us to acquire existing properties and to develop new properties. This competition could increase prices for properties of the type we would likely pursue and adversely affect our profitability for new investments.

Acquisitions may not yield anticipated results. Our business strategy of acquiring communities involves the following risks, among others: (i) acquisitions may not perform as we expected; (ii) our estimate of the costs of operating, repositioning or redeveloping an acquisition may be inaccurate; and (iii) acquisitions may subject us to unknown liabilities.

Failure to succeed in new markets, or with new brands and community formats, or in activities other than the development, ownership and operation of residential rental communities may have adverse consequences. We have engaged, and may continue from time to time to engage in development, acquisition and operating activity outside of our pre-existing market areas. Our historical experience in our existing markets in developing, owning and operating rental communities does not ensure that we will be able to operate successfully in new markets. We may be exposed to a variety of risks when we enter a new market, including an inability to accurately evaluate local apartment market conditions and an inability to obtain land for development or to identify appropriate acquisition opportunities. In order to more rapidly expand in our new markets, we have relied on third party developers to source and manage developments and on third party general contractors to manage construction more than we have in our existing markets. Relying on third parties to assist with and/or oversee development and

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construction creates additional and different risks than when we manage these activities directly, including that the third party may not perform to our standards, may breach contractual arrangements, or may incur liquidity constraints.

We also may engage or have an interest in for-sale activity, such as the sale of our remaining residential condominium at The Park Loggia, a mixed-use development located in New York, New York. We may be unsuccessful at developing real estate with the intent to sell or in selling condominiums at originally underwritten values, or at all, as a disposition strategy for an asset, which could have an adverse effect on our results of operations.

We provide, through our internally operated shared service center, various back-office, financial administrative support services to a third party for a fee, and we may in the future provide such services to other third parties. There can be no assurance that we will be successful in providing such services, and the provision of such services creates additional sources of risk and potential liability for us with respect to the professional commitments and service levels we undertake when providing such services.

We are exposed to risks associated with investment in technology and environmentally focused venture funds and companies. We have invested in, and may in the future invest in, venture funds that invest in companies seeking innovation through new processes and the application of technology to property operations, development, construction and energy management. We have also invested directly in, and may in the future invest directly in, companies that engage in these activities. While such investments give us a greater understanding of new and emerging technologies, such investments involve risks, including the possibility that our investments will decline substantially in value.

Our investments in technology companies, or in funds that invest in technology companies, are generally held through TRSs pursuant to which we will incur taxable gains upon the disposition of our interests. In addition, the value of these investments may be volatile and declines in value may impact our reported income even if we do not sell the investment.

We are exposed to risks associated with investment in, and management of, joint ventures. At times we invest directly and indirectly in real estate as a partner or a co-venturer with other investors. Joint venture investments (including investments through partnerships or limited liability companies) involve risks, including the possibility that our partner might become insolvent or otherwise refuse to make capital contributions when due; that we may be responsible to our partner for indemnifiable losses or the debt and obligations of an investment; that our investments may lose all or some of their value; that our partner might have business goals that are inconsistent with ours which may result in the venture or investment being unable to implement certain decisions that we consider beneficial; that our partner may be in a position to take action or withhold consent contrary to our instructions or requests; that, in cases where we are the general partner or managing member, our partners holding a majority of the equity interests may remove us from such role in certain cases involving cause; and that we may be liable and/or our status as a REIT may be jeopardized if either the investments, or the REIT entities associated with the investments, fail to comply with various tax or other regulatory matters. Frequently, we and our partner may each have the right to trigger a buy-sell or similar arrangement that could cause us to sell our interest, acquire our partner's interest or force a sale of the asset, which could occur at a time when we otherwise would not have initiated such a transaction or on terms that are not most advantageous to us.

Mezzanine debt and preferred equity investments could cause us to incur expenses, which could adversely affect our results of operations. We make mezzanine loans to borrowers and obtain preferred equity interests in projects owned by third party sponsors as part of our SIP. Some of these instruments may have some recourse to their borrower or sponsor, while others are limited to the collateral securing the loan or the right to remove the sponsor as manager of the venture in preferred equity investments. In the event of a default under these obligations, we may elect to take possession of the collateral securing these interests, or remove a sponsor from management of a preferred equity investment. Borrowers of mezzanine loans may contest our enforcement actions, including foreclosure, assignment in lieu of foreclosure, or other remedies, and sponsors may contest our removal actions. In addition, borrowers and sponsors may seek bankruptcy protection against such enforcement and/or bring claims for lender liability in response to actions to enforce their obligations to us. Declines in the value of the underlying properties may prevent us from realizing an amount equal to our investment upon foreclosure or other remedies even if we make substantial improvements or repairs to maximize such properties' investment potential.

We cannot be certain that our estimate of future credit losses will be adequate over time because of unanticipated adverse changes in the economy or events adversely affecting specific properties, assets, tenants, borrowers, industries in which our tenants and borrowers operate or markets in which our tenants and borrowers or their properties are located. The ultimate resolutions may differ from our expectation, and we could suffer losses that would have a material adverse effect on our financial performance, the trading price of our securities and our ability to pay dividends and distributions.

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We are exposed to risks associated with real estate assets that are subject to ground leases that may restrict our ability to finance, sell or otherwise transfer our interests in those assets, limit our use and expose us to loss if such agreements are breached by us or terminated. We own assets that are subject to long-term ground leases. These ground leases may impose limitations on our use or improvement of the properties, restrict our ability to finance, sell or otherwise transfer our interests or restrict the leasing of the properties. These restrictions may limit our ability to timely sell or exchange the properties, impair the properties’ value or negatively impact our ability to operate the properties. In addition, we could lose our interests in the properties if the ground leases are breached by us, terminated or lapse. As we get closer to the lease termination dates, the values of the properties could decrease if we are unable to agree upon an extension of the lease with the lessor. Certain of these ground leases have payments subject to annual escalations and/or periodic fair market value adjustments which could adversely affect our financial condition or results of operations.

Land we hold with no current intent to develop may be subject to future impairment charges. We own land parcels that we do not currently intend to develop. As discussed in Item 2. "Properties—Other Land and Real Estate Assets," in the event that the fair market value, less the cost to dispose of a parcel, changes such that it is less than the carrying basis of the parcel, we would be subject to an impairment charge, which would reduce our net income.

Our various technology-related initiatives to improve our operating margins and customer experience may fail to perform as expected and may expose us to additional risks. We have developed and may continue to develop initiatives that are intended to serve our customers better and operate more efficiently, including "smart home" technology; use of AI in correspondence with prospective, current and prior residents; and self-service options that are accessible to residents through smart devices or otherwise. Such initiatives have involved and may continue to involve our employees having new or different responsibilities and processes. We may incur significant costs and divert resources in connection with such initiatives, and these initiatives may not perform as expected, which could adversely affect our business, results of operations, cash flows and financial condition. Furthermore, future regulations could impose restrictions on the use of these technologies or require us to implement costly compliance measures. Competition from companies employing technology-related initiatives more effectively could also negatively impact our business. Finally, public perception of new technologies (including AI), such as concerns about data privacy and algorithmic bias, could affect customer acceptance of technology-driven services, which could harm our reputation and business.

Risks related to liquidity and financing

Capital and credit market conditions may adversely affect our access to various sources of capital and/or the cost of capital, which could impact our business activities, dividends, earnings and common stock price, among other things. In periods when the capital and credit markets experience significant volatility, the amounts, sources and cost of capital available to us may be adversely affected. We use external financing as one source of capital to fund construction and to refinance indebtedness as it matures. If sufficient sources of external financing are not available to us on cost-effective terms, we could be forced to limit our development and redevelopment activity and/or take other actions to fund our business activities and repayment of debt, such as selling assets, reducing our cash dividend or issuing equity or debt securities. If we are able and/or choose to access capital at a higher cost than we have experienced in recent years, our earnings per share and cash flows could be adversely affected. In addition, the price of our common stock may fluctuate significantly and/or decline in a high interest rate environment or a volatile economic environment, or if we dilute the interest of stockholders by issuing additional equity. Further, events involving limited liquidity, defaults, non-performance or other adverse developments that affect the lenders under our Credit Facility, the dealers under our Commercial Paper Program, financial institutions where we have deposits, transactional counterparties or other companies in the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, could result in losses or defaults by these institutions or counterparties or could lead to market-wide liquidity problems. Disruptions and uncertainty with respect to financial institutions, including as a result of bank failures and liquidity concerns, may negatively impact our ability to refinance existing indebtedness and access additional financing at reasonable terms or at all or may cause us or our transactional counterparties to be unable to complete transactions as intended, all of which could have a material adverse effect on our financial condition and results of operations.

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Insufficient cash flow could affect our debt financing and create refinancing risk. We are subject to the risks associated with debt financing, including the risk that our available cash will be insufficient to meet required payments of principal and interest on our debt. For us to continue to qualify as a REIT, we are required to annually distribute dividends generally equal to at least 90% of our REIT taxable income, which limits the amount of our cash flow available to meet required principal and interest payments. The principal outstanding balance on a portion of our debt will not be fully amortized prior to its maturity. We cannot assure you that we will have sufficient cash flows available to make all required principal payments. Therefore, we expect that we will generally need to refinance at least a portion of our outstanding debt as it matures. There is a risk that we may not be able to refinance existing debt or that a refinancing will not be done on as favorable terms; either of these outcomes could have a material adverse effect on our financial condition and results of operations.

Rising interest rates could increase interest costs and could affect the market price of our common stock, and efforts to hedge such risk could be ineffective and cause us to incur additional costs. Interest rates have increased in recent years, and may increase further. If interest rates maintain their existing levels or further increase, our interest costs on variable rate debt will rise, and our interest costs on newly issued fixed rate debt may be higher than on our existing debt, unless in each case we have hedged the risk of rising interest rates. In addition, an increase in market interest rates may lead purchasers of our common stock to demand a greater annual dividend yield, which could adversely affect the market price of our common stock.

We may use interest rate derivatives to manage our exposure to fluctuations in interest rates, such as by entering into interest rate contracts. For example, when we anticipate issuing debt securities, we may seek to limit our exposure to fluctuations in interest rates prior to debt issuance by entering into interest rate hedging contracts. Although these agreements may partially protect against rising interest rates, they also may reduce the benefits to us if interest rates decline. The interest rate derivatives we use, primarily to manage interest rate risk for our anticipated debt issuance activity, could result in a material charge to earnings if we do not issue the anticipated debt, or are otherwise unsuccessful in our hedging activities. In addition, our use of hedging arrangements may expose us to additional risks, including a risk that a counterparty to a hedging arrangement may default on the contract. There can be no assurance that our hedging activities will be effective at reducing the risks associated with interest rate fluctuations.

Bond financing and zoning and other compliance requirements could limit our income, restrict the use of communities and cause favorable financing to become unavailable. We have financed some of our apartment communities with obligations issued by local government agencies because the interest paid to the holders of this debt is generally exempt from federal income taxes, which typically provides a more favorable interest rate for us. These obligations are commonly referred to as "tax-exempt bonds" and generally must be secured by mortgages on our communities. As a condition to obtaining (i) tax-exempt financing, (ii) favorable zoning or (iii) an agreement relating to property taxes in some jurisdictions, we will commit to make some of the apartments in a community available to households whose income does not exceed certain thresholds (e.g., 50% or 80% of area median income), or who meet other qualifying tests. As of December 31, 2024, 4.1% of our apartment homes at current operating communities were under income limitations such as these. These commitments, which may or may not expire, may limit our ability to raise rents, adversely affecting the value of communities subject to these restrictions. If we fail to observe these commitments, we could lose benefits (such as reduced property taxes) or face liabilities including liability for the benefits we received under tax exempt bonds, tax credits or agreements related to property taxes.

Our tax-exempt bonds may require us to obtain a guarantee from a financial institution of payment of the principal and interest on the bonds, such as a letter of credit, surety bond, guarantee agreement or other additional collateral. If the financial institution defaults in its guarantee obligations, or if we are unable to renew the applicable guarantee or otherwise post satisfactory collateral, a default will occur and the community could be foreclosed upon if we do not redeem the tax exempt bonds.

Risks related to indebtedness. We have a Credit Facility and Commercial Paper Program with a syndicate of commercial banks as well as secured and unsecured notes. Our organizational documents do not limit the amount or percentage of indebtedness that may be incurred. Accordingly, subject to compliance with outstanding debt covenants, we could incur more debt, resulting in an increased risk of default on our obligations and an increase in debt service requirements that could adversely affect our financial condition and results of operations.

The mortgages on properties that are subject to secured debt, our Credit Facility, Commercial Paper Program and the indentures under which a substantial portion of our debt was issued contain customary restrictions, requirements and other limitations, as well as certain financial and operating covenants including maintenance of certain financial ratios. Maintaining compliance with these restrictions could limit our flexibility. A default in these requirements, if uncured, could result in a requirement that we repay indebtedness, which could materially adversely affect our liquidity and increase our financing costs. Refer to Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" for further discussion.

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A substantial portion of our debt is subject to prepayment penalties or premiums that we will be obligated to pay in the event that we elect to prepay the debt prior to the earlier of (i) its stated maturity or (ii) another stated date. If we elect to prepay a significant amount of outstanding debt, our prepayment penalties or payments under these provisions could materially adversely affect our results of operations.

Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity and access to capital markets. There are two major debt rating agencies that routinely evaluate and rate our debt. Their ratings are based on a number of factors, which include their assessment of our financial strength, liquidity, capital structure, asset quality, amount of real estate under development, and sustainability of cash flow and earnings, among other factors. If market conditions change, we may not be able to maintain our current credit ratings, which could adversely affect our cost of funds and related margins, liquidity and access to capital markets.

The form, timing and/or amount of dividend distributions in future periods may vary and be impacted by our revenue generation, other liquidity needs and economic and other considerations. The form, timing and/or amount of dividend distributions will be declared at the discretion of the Board of Directors and will depend on our rental revenue, actual cash from operations, our financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Code and other factors as the Board of Directors may consider relevant. The Board of Directors may modify our dividend policy from time to time.

We may experience barriers to selling apartment communities that could limit financial flexibility. Difficulties in selling real estate at prices we find acceptable in a timely manner may limit our ability to quickly change or reduce the apartment communities in our portfolio in response to changes in economic, regulatory, or other conditions. Federal tax laws may also limit our ability to sell properties when desired. See "Risks related to our REIT or tax status or reliance on various tax regulations" section for more information on federal tax law risks. In addition, the capitalization rates/disposition yields at which apartment communities may be sold could also be higher than historic rates, thereby reducing our potential proceeds from sale.

Increased scrutiny and changing expectations from regulators, investors, associates, residents and others regarding our environmental, social and governance practices and reporting, including those related to workplace inclusion and diversity (collectively, "Corporate Responsibility" or "CR"), could impact our business practices, cause us to incur additional costs and expose us to new risks. Corporate Responsibility practices and ratings are important to some investors and other stakeholders who may have differing and conflicting views as to their preferred approach to CR matters. Expectations regarding CR may impact our business practices and the price of our securities. Changing practices have in the past and may in the future include expanded mandatory and voluntary reporting, diligence, and disclosure on topics such as climate change, human capital, inclusion and diversity, labor, and risk oversight, and these could expand the nature, scope, and complexity of matters that we are required to control, assess and report on, which may prove difficult, expensive and time consuming. In addition, the adoption of increased government regulations and changes in investor preference related to CR matters may result in changes to our business practices, including increasing expenses or capital expenditures. We have communicated certain initiatives regarding CR matters and we may in the future communicate revised or additional initiatives. If our initiatives are unsuccessful or we fail to satisfy the expectations of investors, residents, employees and other stakeholders, our reputation could be adversely affected. In recent years, corporate initiatives relating to environmental, social and governance matters, including workplace inclusion and diversity, have attracted negative commentary and regulatory attention in the broader business sector. Legislation, regulatory initiatives, litigation, legal opinions, federal executive orders and increased scrutiny related to CR matters could expose the Company to additional compliance obligations, costs, and potential liabilities.

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Risks related to operations of our communities

Laws, regulations and orders imposing rent control or rent stabilization, or limiting our rights as a landlord, could adversely affect our operations and revenue. A number of states and municipalities have implemented or are seeking to implement rent control or rent stabilization laws and regulations or take other actions that could limit or delay our ability to raise rents, use algorithmic pricing tools, charge non-rent fees, screen and evict tenants for non-payment of rent or other lease violations. For example, the State of California has statewide rent control for communities older than fifteen years, limiting rent increases to the lesser of 10% or 5% plus local CPI, and the State of New York has rules for rent-controlled and rent-stabilized units that limit the way rent increases are calculated for renewal leases, basing increases solely on rent actually paid and eliminating the ability to increase the renewal rent to a higher "registered rent." Furthermore, in California the Governor has the ability to enact local or statewide states of emergency which limit our ability to increase new and renewal rents more than 10% over the rent in place on the date such state of emergency was declared, which has impacted some of our California communities. We have seen an increase in state and local governments in our markets implementing, considering or being urged by various constituencies to consider regulations of the types described above. Additionally, various federal agencies have engaged in efforts aimed at increasing fairness in the rental market. Current and future enactments of rent control or rent stabilization laws or other laws regulating rental housing may limit our ability to charge market rents, increase rents, use algorithmic pricing tools, charge non-rent fees, screen and evict tenants or recover increases in our operating expenses and could make it more difficult for us to dispose of properties in certain circumstances. Expenses associated with our investment in these communities, such as debt service, real estate taxes, insurance and maintenance costs, are generally not reduced when circumstances cause a reduction in rental income from the community.

We face risks related to multifamily rental antitrust, regulatory scrutiny and new litigation. Lawsuits, government investigations and proposed legislation relating to antitrust matters in the multifamily rental market are ongoing and may impact the Company, whether or not we are found directly liable for an antitrust violation. For example, a purported class action has been brought by private litigants against RealPage, Inc., a provider of revenue management systems, and numerous multifamily rental companies; while we were originally named as a defendant, the Company was voluntarily dismissed without prejudice from this case after explaining to plaintiffs’ counsel why the Company believed that these cases were without merit as they pertained to the Company. Subsequently, on November 1, 2023, the District of Columbia filed a lawsuit in the Superior Court of the District of Columbia against RealPage, Inc. and 14 owners and/or operators of multifamily housing in the District of Columbia, including the Company, alleging that the defendants violated the District of Columbia Antitrust Act by unlawfully agreeing to use RealPage, Inc. revenue management systems and sharing sensitive data (the “D.C. Antitrust Litigation”). While we were initially dismissed from this case, the court later granted the District of Columbia leave to amend its original complaint, and the Company has filed a new motion to dismiss which has not been ruled on as of the date of this filing. Further, on January 15, 2025, the Office of the Attorney General of the State of Maryland filed a suit similar to the D.C. Antitrust Litigation in which a number of owners and/or operators of multifamily properties in the State of Maryland, including the Company, have been named (the “Maryland Antitrust Litigation”). While the Company intends to vigorously defend against the D.C. Antitrust Litigation and the Maryland Antitrust Litigation, given the early stage of the lawsuits, the Company is unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuits. The Company is also aware that other governmental investigations and lawsuits regarding antitrust matters in the multifamily industry are ongoing, including an antitrust lawsuit brought by the U.S. Department of Justice, along with the attorneys general of ten states, against other multifamily rental providers to which the Company is not a party. Jurisdictions other than the District of Columbia and Maryland, or additional federal agencies, may also bring suits against multifamily rental providers. Regardless of whether the Company remains named in the D.C. Antitrust Litigation, the Maryland Antitrust Litigation or any other lawsuits or becomes the focus of any governmental investigation, the Company may incur substantial costs related to these lawsuits or investigations, whether as a defendant or as a third-party witness. As well, settlements by RealPage, Inc. or other defendants in such cases could impact the multifamily industry in ways that have an adverse effect on the Company. In addition, state and federal legislation has been introduced (and in San Francisco adopted) to regulate the use by multifamily apartment rental companies of third party algorithmic revenue management systems, and if legislation of this type passes, the impact on the Company is difficult to predict. Lawsuits, government investigations and new legislation related to antitrust matters may, among other things, be costly to comply with, result in negative publicity, require significant management time and attention and subject us to remedies or burdensome requirements that adversely affect our business.

Noncompliance with applicable laws in the building and operation of our communities could adversely affect our operations or expose us to liability. We must develop, construct and operate our communities in compliance with federal, state and local laws and regulations, some of which may conflict with one another or be subject to limited judicial or regulatory interpretations. These laws and regulations may include zoning laws, building codes, landlord/tenant laws and other laws generally applicable to business operations. Noncompliance with laws could expose us to liability. Lower revenue growth or significant unanticipated expenditures may result from our need to comply with changes in (i) laws imposing remediation requirements or

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other conditions, or (ii) other governmental rules and regulations or enforcement policies affecting the development, use and operation of our communities, including changes to building codes and fire and life-safety codes.

Short-term leases expose us to the effects of declining market rents. Most of our apartment leases are for a term of one year or less. Because these leases generally permit the residents to leave at the end of the lease term without penalty, our rental revenues are impacted by declines in market rents more quickly than if our leases were for longer terms.

Competition could limit our ability to lease apartment homes or increase or maintain rents. Our apartment communities compete with other apartment operators as well as rental housing alternatives, such as single-family homes for rent and short term furnished offerings such as those available from extended stay hotels or through online listing services. In addition, our residents and prospective residents also consider, as an alternative to renting, the purchase of a new or existing condominium or single-family home. Competitive residential housing could adversely affect our ability to lease apartment homes and to increase or maintain rental rates.

Unfavorable changes in market and economic conditions could adversely affect occupancy, rental rates, operating expenses, and the overall market value of our real estate assets. Local conditions in our regions significantly affect occupancy, rental rates and the operating performance of our communities, and may be adversely affected by the following risks:

•corporate restructurings and/or layoffs, and industry slowdowns;

•an oversupply of, or a reduced demand for, apartment homes;

•a decline in household formation or employment or lack of employment growth;

•the inability or unwillingness of residents to pay rent increases; and

•economic conditions that could cause an increase in our operating expenses, such as increases in property taxes, utilities, compensation of on-site associates and routine maintenance.

Risks related to the impact of a pandemic, epidemic or other health crisis on multifamily rental housing. The national and global impacts of a health crisis, such as the COVID-19 pandemic, may present material uncertainty and risk with respect to our financial condition, results of operations and cash flows. State, local, and federal entities may impose restrictions, for varying times and to varying degrees (as experienced during the COVID-19 pandemic), on our ability to enforce residents’ contractual lease obligations, and this may affect our ability to enforce all of our remedies (such as pursuing collections, imposing late fees and seeking evictions) for the failure to pay rent and may result in foregone revenue. Our properties could also incur significant costs or losses related to shelter-in-place or stay-at-home orders, quarantines, infection, clean-up costs or other related factors, which may cause residents to move to locations other than our markets. Moreover, many of the risk factors set forth in this Form 10-K could be interpreted as heightened risks due to the impact of a pandemic, epidemic or other health crisis.

Further, emergency orders such as shutting down non-essential businesses, may disrupt our development and construction activity which may increase our construction costs and we may not achieve, on the schedule we originally planned, the cash flows that we expect when we begin leasing a completed property. We may also delay the start of construction of additional development communities which, if constructed and leased as originally planned, would have been a source of future additional cash flow.

The same factors as described immediately above may also impact our workforce. A disruption in the normal operations of our workforce, including impacts of illness among a substantial portion of our workforce, could also adversely affect our operations.

Risks related to commercial leasing operations. Although we are primarily in the multifamily rental business, we also own and lease ancillary commercial space. Gross rental revenue provided by leased commercial space in our portfolio represented 1.4% of our total revenue in 2024. The long term nature of our commercial leases and characteristics of many of our tenants (small, local businesses) may subject us to certain risks. We may not be able to lease new space for rents that are consistent with our projections or at market rates. Also, when leases for our existing commercial space expire, the space may not be relet or the terms of reletting, including the cost of allowances and concessions to tenants, may be less favorable than the current lease terms. Our properties compete with other properties with commercial space. If our commercial tenants experience financial distress or bankruptcy, they may fail to comply with their contractual obligations, seek concessions in order to continue operations or cease their operations, which could adversely impact our results of operations and financial condition.

Inflation and related volatility in the economy could negatively impact our residents and our results of operations. Although it has declined from its 2022 peak, inflation has remained elevated in 2023 and 2024 compared to pre-pandemic years, and may continue at the present level or increase. Inflation and its related impacts, including increased prices for services and goods and higher interest rates and wages, and any policy interventions by the U.S. government, could negatively impact our residents’

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ability to pay rents or our results of operations. Most of our apartment leases are for a term of one year or less, which we believe mitigates our exposure to inflation by permitting us to set rents commensurate with inflation (subject to rent regulations to the extent they apply and assuming our current or prospective residents will accept and can pay commensurate increased rents, of which there can be no assurance). However, inflation could outpace any increases in rent and adversely affect us. In addition, property taxes can be impacted by inflationary changes because taxes in some jurisdictions are regularly reassessed based on changes in the fair value of our properties. We may not be able to mitigate the effects of inflation and related impacts, and the duration and extent of any prolonged periods of inflation, and any related adverse effects on our results of operations and financial condition, are unknown at this time. Inflation may also cause increased volatility in financial markets, which could affect our ability to access the capital markets or impact the cost or timing at which we are able to do so.

Inflation, either caused by tariffs recently imposed or threatened by the new presidential administration or due to other causes, may also increase the costs to complete our development projects, including costs of materials, labor and services from third-party contractors and suppliers. Higher construction costs could adversely impact our investments in real estate assets and our expected yields on development projects.

Risks related to our REIT or tax status or reliance on various tax regulations

Failure to qualify as a REIT would cause us to be taxed as a corporation, which would significantly reduce funds available for distribution to stockholders. If we fail to qualify as a REIT for federal income tax purposes, we will be subject to regular federal corporate income tax on our taxable income. In addition, unless we are entitled to relief under applicable statutory provisions, we would be ineligible to make an election for treatment as a REIT for the four taxable years following the year we lose our qualification. The additional tax liability resulting from the failure to qualify as a REIT would significantly reduce or eliminate the amount of funds available for distribution to our stockholders. Furthermore, we would no longer be required to make distributions to our stockholders. Thus, our failure to qualify as a REIT could also impair our ability to expand our business and raise capital and would adversely affect the value of our common stock.

We believe that we are organized and qualified as a REIT, and we intend to operate in a manner that will allow us to continue to qualify as a REIT. However, we cannot assure you that we are qualified as a REIT, or that we will remain qualified in the future. This is because qualification as a REIT involves the application of highly technical and complex provisions of the Code for which there are only limited judicial and administrative interpretations and involves the determination of a variety of factual matters and circumstances not entirely within our control. Our qualification as a REIT depends on our satisfaction of certain asset, income, organizational, distribution, shareholder ownership and other requirements on a continuing basis. In addition, future legislation, new regulations, administrative interpretations or court decisions may significantly change the tax laws or the application of the tax laws with respect to qualification as a REIT for federal income tax purposes or the federal income tax consequences of such qualification. Additionally, our expanding range of investments (such as investments in mezzanine loans, preferred equity, and technology and environmentally focused venture funds and companies) may add additional REIT compliance challenges, some of which may involve determinations or circumstances that may be beyond our control.

Even if we qualify as a REIT, we will be subject to certain federal, state and local taxes on our income and property and on taxable income that we do not distribute to our stockholders. In addition, we hold certain assets and engage in certain activities through our TRSs that a REIT could not engage in directly. We also use TRSs to hold certain assets that we believe would be subject to the 100% prohibited transaction tax if sold at a gain outside of a TRS or to engage in activities that generate non-qualifying REIT income. Our TRSs are subject to federal income tax as regular corporations.

Legislative or other actions affecting REITs could have a negative effect on us or our stockholders. The rules dealing with federal income taxation are constantly under review by persons involved in the legislative process and by the Internal Revenue Service ("IRS") and the U.S. Department of the Treasury. Changes to the tax laws, with or without retroactive legislation, could adversely affect us or our stockholders. New legislation, Treasury Regulations, administrative interpretations or court decisions could significantly and negatively affect our ability to qualify as a REIT, the federal income tax consequences of such qualification, or the federal income tax consequences of an investment in our Company. Also, the law relating to the tax treatment of other entities, or an investment in other entities, could change, making an investment in such other entities more attractive relative to an investment in a REIT.

Our ownership of TRSs is subject to certain restrictions, and we will be required to pay a 100% penalty tax on certain income or deductions if transactions with our TRSs are not conducted on arm’s-length terms. We have established several TRSs. The TRSs must pay federal income tax on their taxable income as regular corporations. While we will attempt to ensure that our dealings with our TRSs do not adversely affect our REIT qualification, we cannot provide assurances that it will successfully achieve that result. Furthermore, we may be subject to a 100% penalty tax, to the extent dealings between us and

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our TRSs are not deemed to be arm’s-length in nature. We intend that our dealings with our TRSs will be on an arm’s-length basis. No assurances can be given, however, that the IRS will not assert a contrary position.

Failure of one or more of our subsidiaries to qualify as a REIT could adversely affect our ability to qualify as a REIT. We have owned and may in the future own interests in subsidiaries that have elected (or will elect) to be taxed as REITs under the Code. These subsidiary REITs were or will be subject to the REIT qualification requirements and other limitations that are applicable to us. If any of our subsidiary REITs were to fail to qualify as a REIT, then (i) the subsidiary REIT would become subject to federal income tax, (ii) our ownership of shares in such subsidiary REIT would cease to be a qualifying asset for purposes of the asset tests applicable to REITs, and (iii) it is possible that we could also fail to qualify as a REIT.

The tax imposed on REITs engaging in "prohibited transactions" may limit our ability to engage in transactions which would be treated as sales for federal income tax purposes. We may transfer or otherwise dispose of some of our properties. Under the Code, unless certain exceptions apply, any gain resulting from transfers of properties that we hold as inventory or primarily for sale to customers in the ordinary course of business could be treated as income from a prohibited transaction subject to a 100% penalty tax from the gain on the sale of the property, which could potentially adversely impact our status as a REIT unless we own the property through a TRS. Since we acquire properties for investment purposes, we do not believe that our occasional transfers or disposals of property should be treated as prohibited transactions. However, whether property is held for investment purposes depends on the facts and circumstances surrounding the particular transaction. The IRS may contend that certain of our transfers or disposals of properties are prohibited transactions. If the IRS were to argue successfully that a transfer or disposition of property was a prohibited transaction, then we would be required to pay a 100% penalty tax on any gain allocable to it from the prohibited transaction, and our ability to retain proceeds from real property sales may be jeopardized.

We may face risks in connection with Section 1031 exchanges. We may dispose of real properties in transactions intended to qualify as "like-kind exchanges" under Section 1031 of the Code. If a transaction intended to qualify as a Section 1031 exchange is later determined to be taxable, we may face adverse consequences, and if the laws applicable to such transactions are amended or repealed, we may not be able to dispose of real properties on a tax-deferred basis.

We may choose to pay dividends in our own stock, in which case, stockholders may be required to pay tax in excess of the cash they receive. We may distribute taxable dividends that are payable in part in our stock. Taxable stockholders receiving such dividends will be required to include the full amount of the dividend as income to the extent of our current and accumulated earnings and profits for federal income tax purposes. As a result, a U.S. stockholder may be required to pay tax with respect to such dividends in excess of the cash dividend received. If a U.S. stockholder sells the stock it receives as a dividend in order to pay this tax, the sales proceeds may be less than the amount included in income with respect to the dividend, depending on the market price of our stock at the time of the sale. Furthermore, with respect to non-U.S. stockholders, we may be required to withhold U.S. tax with respect to such dividends, including in respect of all or a portion of such dividend that is payable in stock. In addition, the trading price of our stock would experience downward pressure if a significant number of our stockholders sell shares of our stock in order to pay taxes owed on dividends.

Risks that may not be insured in full or in part

We are exposed to risks that are either uninsurable, not economically insurable or in excess of our insurance coverage, including risks discussed below. Insurance coverage for various risks can be costly and in limited supply. As a result, we may experience shortages in desired coverage levels if market conditions are such that insurance is not available or the cost of insurance makes it, in our view, economically impractical. Incidents that directly or indirectly damage our communities, both physically and financially, or cause losses that exceed our insurance coverage (including amounts payable by our captive insurance company) could have a material adverse effect on our business, financial condition and results of operations including increased maintenance, repair, and delays in construction. In addition, we would also continue to be obligated to repay any mortgage indebtedness or other obligations related to the community which could have a material adverse effect on our business and our financial condition and results of operations. The following risks are uninsurable or insurance coverage is limited due to premium rates (See Item 2. "Properties—Insurance and Risk of Uninsured Losses"):

•Earthquake risk. As further described in Item 2. "Properties—Insurance and Risk of Uninsured Losses," many of our West Coast communities are located in the general vicinity of active earthquake faults. Insurance coverage for earthquakes can be costly and in limited supply.

•Climate, severe or inclement weather or natural disaster risk. Many of our markets, particularly those located in coastal cities, are exposed to risks associated with inclement or severe weather including those arising from climate change such as hurricanes, severe winter storms and coastal flooding. Many of our properties are also located in areas,

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such as Southern California or Texas, that are exposed to risks of drought, wildfire or other natural disasters, including those arising from climate change. For example, in Southern California, a series of wildfires affected the Los Angeles metropolitan area and San Diego in January 2025, forcing over 200,000 people to evacuate and resulting in the destruction or damage of thousands of homes and structures. Additionally, the 2024 hurricane season was particularly severe and saw landfall of two major hurricanes in Florida and significant damage from flooding in North Carolina. Although none of these events caused material damage to our properties, similar disasters could occur in the future.

•Terrorism and other risk. We have significant investments in metropolitan markets such as Metro New York/New Jersey and Washington, D.C., which have in the past been or may in the future be the target of actual or threatened terrorist attacks. We carry commercial general liability insurance, property insurance and terrorism insurance with respect to our communities on terms and in amounts we consider commercially reasonable. There are, however, certain types of losses (such as from acts of war) we do not insure, in full or in part, because they are either uninsurable or we believe the cost of insurance is economically impractical.

We may incur costs related to climate change. We may experience physical climate change impacts including extreme weather, sea level rise, the effects of declines in available water supplies and changes in precipitation, temperature and wildfire exposure, all of which may result in damage to, disruption of services at, and/or a decrease in demand for properties located in areas affected by these conditions. Should the impact of these conditions be material or occur for lengthy periods of time, our financial condition or results of operations may be adversely affected, and it may negatively impact the types and pricing of insurance we are able to procure.

In addition, we may experience transition risks associated with climate change. The implementation of new or changes in existing federal, state and local regulations based on concerns about climate change could result in increased capital expenditures or operating expenses on our existing properties (for example, required retrofitting of existing systems or increased utility costs) and our new development properties (for example, to improve energy efficiency, reduce greenhouse gas emissions and/or improve resistance to inclement weather) without a corresponding increase in revenue, resulting in adverse impacts to our results of operations. Further, laws and regulations at the federal, state and local level requiring climate-related disclosures, including the rules promulgated by the SEC and the legislation recently enacted in the state of California, may increase compliance and data collection costs if, and when, such laws and regulations become effective.

We may incur costs due to environmental contamination or non-compliance. Under various public health laws and regulations, we may be required, regardless of knowledge or responsibility, to investigate and remediate the presence or effects of hazardous or toxic substances such as asbestos, lead paint, chemical vapors from soils or groundwater, petroleum product releases, and natural substances such as methane and radon gas. We may be held liable under these laws or common law to a governmental entity or to third parties for property, personal injury or natural resources damages and for investigation and remediation costs incurred as a result of the contamination. These damages and costs may be substantial and may exceed any insurance coverage we have for such events. The presence of these substances, or the failure to properly remediate or contain the contamination, may adversely affect our ability to borrow against, develop, sell or rent the affected property. In addition, some environmental laws create or allow a government agency to impose a lien on the contaminated site in favor of the government for damages and costs it incurs as a result of the contamination.

The development, construction and operation of our communities are subject to environmental, health and safety regulations and permitting under various federal, state and local laws, regulations and ordinances, which regulate matters including wetlands protection, storm water runoff and wastewater discharge. These laws and regulations may impose restrictions on how our communities may be developed, and noncompliance with these laws and regulations may subject us to fines and penalties and may subject us to liability in connection with personal injury.

Certain laws and regulations govern the removal, encapsulation or disturbance of asbestos containing materials ("ACMs") when such materials are in poor condition or in the event of renovation or demolition of a building. These laws and the common law may impose liability for release of ACMs and may allow third parties to seek recovery from owners or operators of real properties for personal injury associated with exposure to ACMs. We are not aware that any ACMs were used in the construction of the communities we developed. ACMs were, however, used in the construction of a number of the communities that we have acquired. Although we implement an operations and maintenance program at each of the communities at which ACMs are detected, we may fail to adequately observe such program or a disturbance of ACMs may occur nevertheless, exposing us to liability. We are aware that some of our communities have lead paint and have implemented an operations and maintenance program at each of those communities.

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All of our stabilized operating communities, and all of the communities that we are currently developing, have been subjected to at least a Phase I or similar environmental assessment, which generally does not involve invasive techniques such as soil or groundwater sampling. These assessments, together with subsurface assessments conducted on some properties, have not revealed, and we are not otherwise aware of, any environmental conditions that we believe would have a material adverse effect on our business, assets, financial condition or results of operations. In connection with our ownership, operation and development of communities, we may undertake substantial remedial action in response to the presence of subsurface or other contaminants, including contaminants in soil, groundwater and soil vapor beneath or affecting our buildings. In some cases, an indemnity exists upon which we may be able to rely if environmental liability arises from the contamination or remediation costs exceed estimates. There can be no assurance, however, that all necessary remediation actions have been or will be undertaken at our properties or that we will be indemnified, in full or at all, in the event that environmental liability arises.

Mold growth may occur when excessive moisture accumulates in buildings or on building materials, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. Certain molds may lead to adverse health effects, including allergic or other reactions. We cannot provide assurance that mold or excessive moisture will be detected and remediated in a timely manner. If a significant mold problem arises at one of our communities, we could be required to undertake a costly remediation program to contain or remove the mold from the affected community and could be exposed to other liabilities that may exceed any applicable insurance coverage.

Additionally, we have occasionally been involved in developing, managing, leasing and operating various properties for third parties. Consequently, we may be considered to have been an operator of such properties and, therefore, potentially liable for removal or remediation costs or other potential costs which relate to the release or presence of hazardous or toxic substances or petroleum products at such properties.

We cannot assure you that:

•the environmental assessments described above have identified all potential environmental liabilities;

•no prior owner created any material environmental condition not known to us or the consultants who prepared the assessments;

•no environmental liabilities have developed since the environmental assessments were prepared;

•the condition of land or operations in the vicinity of our communities, such as the presence of underground storage tanks, will not affect the environmental condition of our communities;

•future uses or conditions, including, without limitation, changes in applicable environmental laws and regulations, will not result in the imposition of environmental liability; and

•no environmental liabilities will arise at communities that we have sold for which we may have liability.

General Risk Factors

The ability of our stockholders to control our policies and effect a change of control of our company is limited by certain provisions of our charter and bylaws and by Maryland law. There are provisions in our charter and bylaws that may discourage a third party from making a proposal to acquire us. These provisions include the following:

Our charter authorizes our Board of Directors to issue up to 50,000,000 shares of preferred stock without stockholder approval and to establish the preferences and rights, including voting rights, of any series of preferred stock issued. This could allow the Board to issue one or more classes or series of preferred stock that could discourage or delay a tender offer or a change in control.

To maintain our qualification as a REIT for federal income tax purposes, not more than 50% in value of our outstanding stock may be owned, directly or indirectly, by or for five or fewer individuals at any time during the last half of any taxable year. To maintain this qualification, and/or to address other concerns about concentrations of ownership of our stock, our charter generally prohibits ownership (directly, indirectly by virtue of the attribution provisions of the Code, or beneficially as defined in Section 13 of the Exchange Act) by any single stockholder of more than 9.8% of the issued and outstanding shares of any class or series of our stock. In general, under our charter, pension plans and mutual funds may directly and beneficially own up to 15% of the outstanding shares of any class or series of stock. Under our charter, our Board of Directors may in its sole discretion waive or modify the ownership limit for one or more persons, but it is not required to do so even if such waiver would not affect our qualification as a REIT. These ownership limits may prevent or delay a change in control and, as a result, could adversely affect our stockholders' ability to realize a premium for their shares of common stock.

As a Maryland corporation, we are subject to the provisions of the Maryland General Corporation Law which restricts some business combinations and requires compliance with statutory procedures before some mergers and acquisitions may occur,

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which may delay or prevent offers to acquire us even if they are in our stockholders' best interests. In addition, other provisions of the Maryland General Corporation Law permit the Board of Directors to make elections and to take actions without stockholder approval (such as classifying our Board such that the entire Board is not up for re-election annually) that, if made or taken, could have the effect of discouraging or delaying a change in control.

Litigation could adversely affect our business. We are and may in the future become involved in legal proceedings, claims, actions, inquiries and/or investigations in connection with our operations, which may result in defense costs, settlements, fines and/or judgments against us, some of which are not, or cannot be, covered by insurance, including risks related to the multifamily rental antitrust litigation discussed elsewhere in this Form 10-K. Legal proceedings and other claims, if decided adversely to or settled by us, and not covered by insurance, could result in liability material to our financial condition, results of operations or cash flows. Likewise, regardless of outcome, legal proceedings and other claims may result in substantial costs and expenses, affect the availability or cost of some of our insurance coverage and significantly divert the attention of our management. With respect to any legal proceeding or other claim, there can be no assurance that we will be able to prevail, or achieve a favorable settlement or outcome, or that our insurance and/or any contractual indemnities will be enough to cover all of our defense costs or any resulting liabilities.

Changes in U.S. accounting standards may materially and adversely affect the reporting of our operations. We follow accounting principles generally accepted in the United States ("GAAP"). GAAP is established by the Financial Accounting Standards Board ("FASB"), an independent body whose standards are recognized by the SEC as authoritative for publicly held companies. The FASB and the SEC create and interpret accounting standards and may change the interpretation and application of these standards that govern the preparation of our financial statements. These changes could have a material impact on our reported consolidated results of operations and financial position.

We rely on information technology in our operations, and any breach, interruption or security failure of that technology, or any non-compliance with applicable laws with respect to the use of that technology, could have a negative impact on our business, results of operations, financial condition and/or reputation. We rely on information technology, including the internet, to process, transmit and store electronic information, and to manage or support a variety of business processes, including financial transactions, personally identifiable information ("PII"), and tenant and lease data. Our business requires us and some of our vendors to use and store PII and other confidential and sensitive information of our residents and employees. Privacy and information security laws and regulations for PII continue to evolve and may be inconsistent from one jurisdiction to another. Compliance with all such laws and regulations may increase our operating costs and adversely impact our ability to market our properties and services.

Information security risks have generally increased in recent years due to the rise in new technologies, such as ransomware and generative artificial intelligence, and the increased sophistication and activities of perpetrators of cyber-attacks, including as a result of the intensification of state-sponsored cybersecurity attacks during periods of geopolitical conflict. Cyber-attacks can include third parties gaining access to data using stolen or inferred credentials, computer malware, viruses, spamming, phishing attacks, ransomware, and other deliberate attacks and attempts to gain unauthorized access to our or our vendors’ data or information technology systems. Although our and our vendors' information technology systems are essential to the operation of our business and our ability to perform day-to-day operations, even the most well-protected information, networks, systems and facilities remain potentially vulnerable because the techniques used in such attempted security breaches evolve and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected. Accordingly, we may be unable to implement adequate security barriers or other preventative measures, and thus it is impossible for us to entirely mitigate this risk. These threats, in turn, may lead to increased costs to protect our information systems, detect and respond to threats, and recover from cyber incidents. Our insurance program may not be adequate to cover all losses relating to such events.

There can be no assurance that we will be able to prevent unauthorized access to PII or to our network or business systems in general. Any failure in or breach of our operational or information security systems, or those of our vendors, as a result of cyber-attacks or other security incidents, could materially adversely impact our operations and financial position, including disruption of our operations caused by an inability to access network systems, disclosure or misuse of confidential or proprietary information (including PII of our residents and/or associates), damage to our reputation, and/or potentially significant legal and/or financial liabilities and penalties.

Various laws and regulations and interpretations thereof, as well as agreements with payment processors, require, or may require, us to comply with rules related to our business and our websites used by residents and prospective residents, including requirements related to accessibility of our websites to persons with disabilities and our handling and use of data, including personal data, that we collect. We could face liabilities for failure to comply with these requirements. Privacy laws and

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regulations, such as the California Consumer Privacy Act as amended by the California Privacy Rights Act and the Texas Data Privacy and Security Act, related regulations and other U.S. state privacy laws, are evolving and may be subject to differing interpretations. We could incur costs to comply with stricter and more complex data privacy, data collection and information security laws and standards.

Any material weaknesses identified in our internal control over financial reporting could have an impact on our Company. Section 404 of the Sarbanes-Oxley Act of 2002 requires us to evaluate and report on our internal control over financial reporting. One or more material weaknesses in our internal control over financial reporting could result in misstatements of our results of operations and related restatements, a decline in the price/value of our securities, or otherwise materially adversely affect our business, reputation, results of operations, financial condition or liquidity.

Our success depends on key personnel whose continued service is not guaranteed. Our success depends in part on our ability to attract and retain the services of executive officers and other personnel. There is substantial competition for qualified personnel in the real estate industry, and the loss of our key personnel could adversely affect us.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 1C. CYBERSECURITY

Risk Management and Strategy

We have implemented and maintain a risk management framework designed to identify, assess, and mitigate risks from cybersecurity threats. We assess our cybersecurity program ("CSP"), as part of our enterprise risk management program, against the National Institute of Standards and Technology’s Cybersecurity Framework ("NIST CSF") and also use as a model the Center for Internet Security ("CIS") control framework’s Implementation Group 2 ("IG2"). We perform annual assessments against NIST CSF benchmarks and focus on continuous improvement over those criteria. We use a list of factors based on business risk tolerance and external compliance requirements to determine if a business asset, data, system, process, or service provider should be included within the scope of the CSP. Prior to contracting with an outside vendor that hosts our data, such as Company information, or PII of our associates or residents, or that integrates with our systems, our policy is to conduct a cybersecurity risk assessment, which includes, as appropriate, a due diligence questionnaire completed by the vendor, a System and Organization Controls 1 ("SOC1") report from major vendors and a review of the vendor’s scope of access to our IT systems and data.

We utilize third-party service providers to enhance our CSP, including engaging them annually to assess our CSP against the NIST CSF. We use one or more third-party managed security solution providers, who provide us with threat intelligence information and managed threat detection and response capabilities. We have also engaged a third party to assist with associate cybersecurity training. Additionally, we have engaged outside breach response legal counsel to assist the Company with cybersecurity counseling and incident response.

Although we have not experienced any material cybersecurity incidents, a future incident could materially affect us. We rely on information technology to process, transmit and store electronic information, and to manage or support a variety of business processes, including financial transactions, PII, and resident and lease data. Our business requires us and some of our vendors to use and store PII and other confidential and sensitive information of our residents and associates. Any failure in or breach of our operational or information security systems or those of our vendors as a result of cyber-attacks or other security incidents could materially adversely impact our operations and financial position, including disruption of our operations caused by an inability to access network systems, disclosure or misuse of confidential or proprietary information (including PII of our residents and/or associates), damage to our reputation, and/or potentially significant legal and/or financial liabilities and penalties.

You should carefully review Part I, Item 1A. "Risk Factors" of this Form 10-K for a discussion of the risks to the Company related to cybersecurity.

Governance

Our cybersecurity team is led by our Senior Director of Cybersecurity, who has over 15 years of experience with IT and cybersecurity. The cybersecurity team reports to our Senior Vice President-Information Technology. The Senior Director of Cybersecurity and the Senior Vice President-Information Technology are part of, and work with, a management Cybersecurity Steering Committee ("CSC"), which meets regularly. The CSC works to ensure strategic alignment of the CSP with our

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business objectives and priorities. The CSC is chaired by the Senior Director of Cybersecurity and is composed of our Chief Financial Officer, Chief Operating Officer, General Counsel and senior members of our finance, legal, IT, risk management and internal audit teams. The Company has designated an incident response team and defined criteria to guide responses to cybersecurity incidents.

The Audit Committee of our Board of Directors provides Board-level oversight of risks from cybersecurity threats. In addition to providing periodic reports, at least annually the Senior Director of Cybersecurity and the Senior Vice President-Information Technology meet with the Audit Committee regarding cybersecurity risks and assessments and related Company policies and initiatives. The Audit Committee and management have adopted a policy that categorizes cybersecurity incidents and sets out incident escalation procedures to the full Board of Directors.

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ITEM 2. PROPERTIES

Our real estate investments consist primarily of current operating apartment communities ("Current Communities"), consolidated and unconsolidated communities in various stages of development ("Development" communities and "Unconsolidated Development" communities) and Development Rights (as defined below). Our Current Communities are further classified as Same Store communities, Other Stabilized communities, Redevelopment communities and Unconsolidated communities. While we generally establish the classification of communities on an annual basis, we update the classification of communities during the calendar year to the extent that our plans with regard to the disposition or redevelopment of a community change, or if something occurs that materially impacts the operations of a community such as a casualty loss. The following is a description of each category:

Current Communities are categorized as Same Store, Other Stabilized, Redevelopment or Unconsolidated according to the following attributes:

•Same Store is composed of consolidated communities where a comparison of operating results from the prior year to the current year is meaningful as these communities were owned and had stabilized occupancy as of the beginning of the prior year. For the year ended December 31, 2024, Same Store communities are consolidated for financial reporting purposes, had stabilized occupancy as of January 1, 2023, did not conduct substantial redevelopment activities and are not held for sale as of December 31, 2024. A community is considered to have stabilized occupancy at the earlier of (i) attainment of 90% physical occupancy or (ii) the one-year anniversary of completion of development or redevelopment.

•Other Stabilized is composed of completed consolidated communities that we own and that are not Same Store but which have stabilized occupancy, as defined above, as of January 1, 2024, or which were acquired subsequent to January 1, 2023. Other Stabilized excludes communities that are conducting or conducted substantial redevelopment activities within the current year, as defined below.

•Redevelopment is composed of consolidated communities where substantial redevelopment occurred or is in progress. Redevelopment is considered substantial when (i) capital invested is expected to exceed the lesser of $5,000,000 or 10% of the community's pre-redevelopment basis and (ii) physical occupancy is below or is expected to be below 90% during, or as a result of, the redevelopment activity.

•Unconsolidated is composed of communities that we have an indirect ownership interest in through our investment interest in an unconsolidated joint venture.

Development is composed of consolidated communities that are either currently under construction, were under construction and were completed during the current year or where construction has been complete for less than one year and that do not have stabilized occupancy. These communities may be partially or fully complete and operating.

Development Rights are development opportunities in the early phase of the development process where we either have an option to acquire land or enter into a leasehold interest, where we are the buyer under a long-term conditional contract to purchase land, where we control the land through a ground lease or own land to develop a new community, or where we are the designated developer in a public-private partnership. We capitalize related pre-development costs incurred in pursuit of new developments for which we currently believe future development is probable.

We currently lease our corporate headquarters located in Arlington, Virginia, as well as our other regional and administrative offices, under operating leases.

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As of December 31, 2024, communities that we owned or held a direct or indirect interest in were classified as follows:


	Number of communities	Number of apartment homes
Current Communities

Same Store:
New England	36	9,134
Metro NY/NJ	40	12,540
Mid-Atlantic	42	14,482
Southeast Florida	8	2,837
Denver, CO	6	1,539
Pacific Northwest	18	5,109
Northern California	39	12,045
Southern California	58	17,791
Other Expansion Regions	6	1,381
Total Same Store	253	76,858

Other Stabilized:
New England	3	503
Metro NY/NJ	3	689
Mid-Atlantic	1	714
Southeast Florida	—	—
Denver, CO	2	653
Pacific Northwest	—	—
Northern California	—	—
Southern California	1	100
Other Expansion Regions	6	1,819
Total Other Stabilized	16	4,478

Redevelopment	—	—

Unconsolidated	9	2,722

Total Current	278	84,058

Development	28	9,460

Unconsolidated Development	—	—

Total Communities	306	93,518

Development Rights	28	8,801

Our holdings under each of the above categories are discussed on the following pages.

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We generally establish the composition of our Same Store communities portfolio annually. Changes in the Same Store communities portfolios for the years ended December 31, 2024, 2023 and 2022 were as follows:


			Number of communities
Same Store communities as of December 31, 2021			237
Communities added			8
Communities removed (1)
Redevelopment communities			(1)
Disposed communities			(9)
Same Store communities as of December 31, 2022			235
Communities added			21
Communities removed (1)
Redevelopment communities			—
Disposed communities			(4)
Same Store communities as of December 31, 2023			252
Communities added			10
Communities removed (1)
Redevelopment communities			—
Disposed communities			(9)
Same Store communities as of December 31, 2024			253

_________________________________

(1) Communities were removed from our Same Store portfolio if we believed that planned activity for the upcoming year would result in that community's expected operations not being comparable to the prior year, including (i) when we intended to undertake a significant capital renovation, such that the community was classified as a Redevelopment community; (ii) when we intended to dispose of a community; or (iii) when a significant casualty loss occurred.

Current Communities

Our Current Communities include garden-style apartment communities consisting of multi-story buildings of stacked flats and/or townhome apartments in landscaped settings, as well as mid and high rise apartment communities consisting of larger elevator-served buildings of four or more stories, frequently with structured parking. As of January 31, 2025, our Current Communities consisted of the following:


	Number of communities	Number of apartment homes
Garden-style	134	42,206
Mid-rise	122	35,607
High-rise	28	8,298
Total Current Communities	284	86,111

As discussed in Item 1. "Business," we operate under four core brands: Avalon, AVA, eaves by Avalon and Kanso. We believe that this branding differentiation allows us to target our product offerings to multiple customer groups and submarkets within our existing geographic footprint.

We also have an extensive and ongoing maintenance program to continually maintain and enhance our communities and apartment homes. The aesthetic appeal of our communities, and a service-oriented property management team that is focused on the specific needs of residents, enhances market appeal. We believe our mission of "Creating a Better Way to Live" helps us achieve higher rental rates and occupancy levels while minimizing resident turnover and operating expenses.

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Our Current Communities are located in the following geographic markets:


	Number of communities at		Number of apartment homes at		Percentage of total apartment homes at
	1/31/2024	1/31/2025	1/31/2024	1/31/2025	1/31/2024		1/31/2025
New England	42	39	10,328	9,697	12.4	%	11.3	%

Metro NY/NJ	49	50	14,756	15,089	17.6	%	17.5	%
New York City, NY	14	14	5,089	5,089	6.1	%	5.9	%
New York Suburban	13	14	3,878	4,216	4.6	%	4.9	%
New Jersey	22	22	5,789	5,784	6.9	%	6.7	%

Mid-Atlantic	44	44	15,501	15,501	18.5	%	18.0	%
Washington Metro	36	35	12,784	12,347	15.3	%	14.3	%
Baltimore, MD	8	9	2,717	3,154	3.2	%	3.7	%

Southeast Florida	8	9	2,837	3,091	3.4	%	3.6	%

Denver, Colorado	6	8	1,539	2,192	1.8	%	2.5	%

Pacific Northwest	21	21	5,802	6,118	6.9	%	7.1	%

Northern California	41	41	12,446	12,857	14.9	%	14.9	%
San Jose, CA	12	12	4,723	4,727	5.7	%	5.5	%
Oakland-East Bay, CA	15	15	4,338	4,743	5.2	%	5.5	%
San Francisco, CA	14	14	3,385	3,387	4.0	%	3.9	%

Southern California	59	60	17,934	18,366	21.4	%	21.4	%
Los Angeles, CA	39	39	12,143	12,475	14.5	%	14.5	%
Orange County, CA	13	13	4,024	4,024	4.8	%	4.7	%
San Diego, CA	7	8	1,767	1,867	2.1	%	2.2	%

Other Expansion Regions	9	12	2,512	3,200	3.1	%	3.7	%
North Carolina	5	6	963	1,225	1.2	%	1.4	%
Texas	4	6	1,549	1,975	1.9	%	2.3	%
	279	284	83,655	86,111	100.0	%	100.0	%

We manage and operate substantially all of our Current Communities. During the year ended December 31, 2024, we completed construction of nine communities containing 2,981 apartment homes, acquired six communities containing 1,441 apartment homes and sold eight operating communities containing 1,532 apartment homes.

Of the Current Communities, as of January 31, 2025, we owned (directly or through wholly-owned subsidiaries):

•275 operating communities, including 268 with a full fee simple or absolute ownership interest, and seven that are on land subject to a land lease. The land leases have various expiration dates from July 2046 to May 2123, and three of the land leases are used to support tax advantaged structures that ultimately allow us to purchase the land upon lease expiration. The Company has purchase options for all land leases expiring prior to 2062.

•A membership interest in five limited liability companies. One of the ventures, the NYTA MF Investors LLC, through subsidiaries owns a fee simple interest in three operating communities and a leasehold interest in two additional operating communities. The other four ventures each hold a fee simple interest in an operating community.

In addition to our Current Communities, we also hold, directly or through wholly-owned subsidiaries, a full fee simple ownership interest in our wholly-owned Development Communities.

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As part of the Archstone Acquisition in 2013 (as defined in Item 1. "Business" in the Company's Form 10-K filed with the SEC on February 22, 2019), we acquired, and still own, 14 assets that had previously been contributed by third parties on a tax-deferred basis to an Archstone partnership in which the third parties received ownership interests. To protect the tax-deferred nature of the contribution, the third parties are entitled to cash payments if we trigger tax obligations to the third parties by selling, or failing to maintain sufficient levels of secured financing on, the contributed assets. Our tax protection payment obligations with respect to these assets don’t expire until the death of a third party who contributed ownership interests to the Archstone partnership. After review and investigation of Archstone’s tax and accounting records, we estimate that, had we sold or taken other triggering actions in 2024 with respect to all 14 assets, the aggregate amount of the tax protection payments that would have been triggered would have been approximately $43,815,000. At the present time, we do not intend to take actions that would cause us to be required to make tax protection payments with respect to any of these assets.

Development Communities

As of December 31, 2024, we owned or held a direct interest in 17 Development Communities under construction. We expect these Development Communities, when completed, to add a total of 6,004 apartment homes and 59,000 square feet of commercial space to our portfolio for a total capitalized cost, including land acquisition costs, of approximately $2,253,000,000. We cannot assure you that we will meet our schedule for construction completion or that we will meet our budgeted costs, either individually, or in the aggregate. You should carefully review Item 1A. "Risk Factors" for a discussion of the risks associated with development activity and our discussion under Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" (including the factors identified under "Forward-Looking Statements") for further discussion of development activity.

The following table presents a summary of the Development Communities.

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Number of
apartment
homes

Projected total
capitalized cost (1)
($ millions)

Construction
start

Initial projected or actual occupancy

Estimated
completion

Estimated
stabilized operations (2)

Avalon West Windsor (3)
West Windsor, NJ

535

210

Q2 2022

Q2 2025

Q2 2026

Q4 2026

Avalon Annapolis
Annapolis, MD

508

199

Q3 2022

Q3 2024

Q3 2025

Q2 2026

Avalon Lake Norman (4)
Mooresville, NC

345

101

Q1 2023

Q2 2025

Q1 2026

Q3 2026

Avalon Hunt Valley West
Hunt Valley, MD

322

107

Q2 2023

Q1 2025

Q1 2026

Q3 2026

Avalon South Miami (3)
South Miami, FL

290

186

Q3 2023

Q3 2025

Q1 2026

Q3 2026

Avalon Princeton on Harrison
Princeton, NJ

200

Q3 2023

Q1 2025

Q2 2025

Q1 2026

Avalon Wayne
Wayne, NJ

473

171

Q4 2023

Q2 2025

Q3 2026

Q1 2027

Avalon Parsippany
Parsippany, NJ

410

147

Q4 2023

Q3 2025

Q2 2026

Q4 2026

Avalon Pleasanton I
Pleasanton, CA

Q2 2024

Q3 2025

Q4 2025

Q1 2026

10.

Avalon Roseland II
Roseland, NJ

533

199

Q2 2024

Q4 2025

Q4 2026

Q2 2027

11.

Avalon Quincy Adams
Quincy, MA

288

124

Q2 2024

Q1 2026

Q3 2026

Q2 2027

12.

Avalon Tech Ridge I
Austin, TX

444

120

Q3 2024

Q1 2026

Q1 2027

Q3 2027

13.

Avalon Carmel (4)
Charlotte, NC

360

123

Q3 2024

Q2 2026

Q3 2026

Q3 2027

14.

Avalon Plano (4)
Plano, TX

155

Q3 2024

Q2 2026

Q2 2027

Q4 2027

15.

Avalon Oakridge I
Durham, NC

459

149

Q3 2024

Q4 2026

Q4 2027

Q2 2028

16.

AVA Brewer's Hill
Baltimore, MD

418

134

Q4 2024

Q4 2026

Q3 2027

Q1 2028

17.

Kanso Hillcrest
San Diego, CA

182

Q4 2024

Q1 2027

Q2 2027

Q4 2027

Total

6,004

2,253

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(1)Projected total capitalized cost includes all capitalized costs projected to be or actually incurred to develop the respective Development Community, determined in accordance with GAAP, including land acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, as well as costs incurred for first generation commercial tenants such as tenant improvements and leasing commissions.

(2)Stabilized operations is defined as the earlier of (i) attainment of 90% or greater physical occupancy or (ii) the one-year anniversary of completion of development.

(3)Development Communities containing at least 10,000 square feet of commercial space include Avalon West Windsor (19,000 square feet) and Avalon South Miami (32,000 square feet).

(4)Communities being developed through our Developer Funding Program ("DFP"). The DFP utilizes third-party multifamily developers to source and construct communities which we own and operate.

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During the year ended December 31, 2024, we completed the development of the following wholly-owned communities:


		Number of apartment homes	Total capitalized cost (1) ($ millions)		Approximate rentable area (sq. ft.)	Total capitalized cost per sq. ft.		Quarter of completion
1.	Avalon Amityville Amityville, NY	338	$	135	322,103	$	419	Q2 2024
2.	Avalon Montville Montville, NJ	349	127		365,281	$	348	Q2 2024
3.	Avalon Redmond Campus Redmond, WA	214	89		187,175	$	475	Q2 2024
4.	Avalon Bothell Commons I Bothell, WA	467	236		491,661	$	480	Q3 2024
5.	Kanso Milford Milford, MA	162	63		179,056	$	352	Q3 2024
6.	Avalon Westminster Promenade Westminster, CO	312	114		269,401	$	423	Q4 2024
7.	Avalon West Dublin Dublin, CA	499	263		461,361	$	570	Q4 2024
8.	Avalon Governor's Park Denver, CO	304	138		244,578	$	564	Q4 2024
9.	Avalon Durham (2) Durham, NC	336	121		300,566	$	403	Q4 2024
	Total	2,981	$	1,286

____________________________________

(1)Total capitalized cost is as of December 31, 2024. We generally anticipate incurring additional costs associated with these communities that are customary for new developments.

(2)Community was developed through our DFP.

Unconsolidated Operating Communities

As of December 31, 2024, we had investments in the following unconsolidated real estate entities accounted for under the equity method of accounting. See Note 5, "Investments," of the Consolidated Financial Statements included elsewhere in this report. For joint ventures holding operating apartment communities as of December 31, 2024, detail of the real estate and associated indebtedness underlying our unconsolidated investments is presented in the following table (dollars in thousands).


						Debt (1)
Unconsolidated Real Estate Investments	Company Ownership Percentage		# of Apartment Homes	Total Capitalized Cost		Principal Amount		Type	Interest Rate		Maturity Date
NYTA MF Investors LLC
1. Avalon Bowery Place I—New York, NY			206	$	217,504	$	93,800	Fixed	4.01	%	Jan 2029
2. Avalon Bowery Place II—New York, NY			90	91,691		39,639		Fixed	4.01	%	Jan 2029
3. Avalon Morningside—New York, NY (2)			295	216,153		111,295		Fixed	3.55	%	Jan 2029/May 2046
4. Avalon West Chelsea—New York, NY (3)			305	130,143		66,000		Fixed	4.01	%	Jan 2029
5. AVA High Line—New York, NY (3)			405	122,839		84,000		Fixed	4.01	%	Jan 2029
Total NYTA MF Investors LLC	20.0	%	1,301	778,330		394,734			3.88	%

Other Operating Joint Ventures
1. MVP I, LLC - Avalon at Mission Bay II - San Francisco, CA	25.0	%	313	130,073		103,000		Fixed	3.24	%	Jul 2025
2. Brandywine Apartments of Maryland, LLC - Brandywine - Washington, D.C.	28.7	%	305	20,093		18,368		Fixed	3.40	%	Jun 2028
3. Avalon Alderwood MF Member, LLC - Avalon Alderwood Place - Lynnwood, WA	50.0	%	328	111,223		—		N/A	N/A		N/A
4. Arts District Joint Venture - AVA Arts District - Los Angeles, CA (4)	25.0	%	475	287,953		155,968		Variable	6.91	%	Aug 2025
Total Other Joint Ventures			1,421	549,342		277,336			5.31	%

Total Unconsolidated Real Estate Investments (5)			2,722	$	1,327,672	$	672,070		4.47	%

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_________________________________

(1)We have not guaranteed the debt of these unconsolidated investees with the exception of the construction loan associated with the Arts District Joint Venture. We bear no responsibility for the repayment unless otherwise disclosed.

(2)Borrowing on this community is comprised of two mortgage loans. The interest rate is the weighted average interest rate as of December 31, 2024.

(3)Borrowing on this dual-branded community is comprised of a single mortgage loan. This dual-branded community is subject to a leasehold interest which is not included in the total capitalized cost.

(4)AVA Arts District completed development during the year ended December 31, 2024 and achieved stabilized residential operations. It contains 57,000 square feet of commercial space. The venture had drawn $155,968 of the $167,147 maximum borrowing capacity of the construction loan as of December 31, 2024. While we guarantee 30% of the venture's construction loan, any amounts payable under the guarantee are obligations of the venture partners in proportion to their ownership interest.

(5)In addition to leasehold assets, there were net other assets of $38,506 as of December 31, 2024 associated with our unconsolidated real estate investments which are primarily cash and cash equivalents.

We had an equity interest of 28.6% in the Archstone Multifamily Partners AC LP (the "U.S. Fund") and because we achieved a threshold return for the fund, during the year ended December 31, 2023, we recognized income of $1,519,000 for our promoted interest, which is included in income from unconsolidated investments on the accompanying Consolidated Statements of Comprehensive Income. The U.S. Fund sold its final three communities in 2022 and completed its dissolution in 2023.

Development Rights

At December 31, 2024, we had $151,922,000 in acquisition and related capitalized costs for direct interests in seven land parcels we own. In addition, we had $43,675,000 in capitalized costs (including legal fees, design fees and related overhead costs) related to (i) 17 Development Rights for which we control the land parcel, typically through a conditional agreement or option to purchase or lease the land, as well as (ii) costs incurred for four Development Rights that we expect to construct as additional phases of our existing stabilized operating communities on land we own. Collectively, the land held for development and associated costs for deferred development rights relate to 28 Development Rights for which we expect to develop new apartment communities in the future. The Development Rights range from those beginning design and architectural planning to those that have completed site plans and drawings and can begin construction almost immediately. We estimate that the successful completion of all of these communities would ultimately add approximately 8,801 apartment homes to our portfolio. Substantially all of these apartment homes will offer features like those offered by the communities we currently own.

The Development Rights are in different stages of the due diligence and regulatory approval process. The decisions as to which of the Development Rights to invest in, if any, or to continue to pursue once an investment in a Development Right is made, are business judgments that we make after we perform financial, demographic and other analyses. In the event that we do not proceed with a Development Right, we generally would not recover any of the capitalized costs incurred in the pursuit of those communities, unless we were to recover amounts in connection with the sale of land; however, we cannot guarantee a recovery. Pre-development costs incurred in the pursuit of Development Rights, for which future development is not yet considered probable, are expensed as incurred. In addition, if the status of a Development Right changes, making future development no longer probable, any unrecoverable capitalized pre-development costs are charged to expense. During 2024, we incurred a charge of $18,341,000 for expensed transaction, development and other pursuit costs, net of recoveries, which include development pursuits that were not yet probable of future development at the time incurred, or for pursuits that we determined were no longer probable of being developed. The amount for 2024 includes a write-off of $8,947,000 related to one Development Right in Northern California that we determined was no longer probable.

You should carefully review Item 1A. "Risk Factors," for a discussion of the risks associated with Development Rights.

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Land Acquisitions

We select land for development and follow established procedures that we believe minimize both the cost and the risks of development. During 2024, we acquired the following land parcels for an aggregate investment of $111,812,000.


		Estimated number of apartment homes	Projected total capitalized cost (1) ($ millions)		Date acquired
1.	Avalon Parsippany (2) Parsippany, NJ	410	$	148	January 2024
2.	AVA Brewer's Hill (2) Baltimore, MD	418	134		March 2024
3.	Avalon Brier Creek Raleigh, NC	400	130		April 2024
4.	Avalon Roseland II (2) Roseland, NJ	533	199		April 2024
5.	Avalon Parker Parker, CO	312	122		May 2024
6.	Avalon Plano (2) (3) Plano, TX	155	58		July 2024
7.	Avalon Oakridge II Durham, NC	373	114		September 2024
8.	Kanso Hillcrest (2) San Diego, CA	182	85		November 2024
	Total	2,783	$	990

____________________________________

(1)Projected total capitalized cost includes all capitalized costs incurred to date (if any) and projected to be incurred to develop the respective community, determined in accordance with GAAP, including land and related acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, as well as costs incurred for first generation commercial tenants such as tenant improvements and leasing commissions, net of projected proceeds for any planned sales of associated outparcels and other real estate.

(2)Communities are currently under construction.

(3)Community is being developed through our DFP.

Acquisition & Disposition Activity

We buy and sell assets based on our long-term investment criteria and target portfolio allocation. We also dispose of assets when capital and real estate markets allow us to realize a portion of the value created over our ownership periods, and we generally redeploy the proceeds from those sales to develop, redevelop and acquire communities. Pending such redeployment, we will generally use the proceeds from the sale of these communities to reduce amounts outstanding under our Credit Facility or Commercial Paper Program or retain the cash proceeds on our balance sheet until it is redeployed into acquisition, development or redevelopment activity. At times, we will set aside the proceeds from the sale of communities into a cash escrow account to facilitate a tax-deferred, like-kind exchange transaction. From January 1, 2024 to January 31, 2025, (i) we acquired six wholly-owned communities containing 1,441 apartment homes for an aggregate purchase price of $460,100,000 and (ii) we sold our interest in nine wholly-owned communities, containing 1,634 apartment homes, with an aggregate gross sales price of $791,300,000.

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Insurance and Risk of Uninsured Losses

We maintain commercial general liability insurance and property insurance with respect to all of our communities, with insurance policies issued by a combination of third party insurers as well as a wholly-owned captive insurance company. These policies, along with other insurance policies we maintain, have policy specifications, insured and self-insured limits, exclusions and deductibles that we consider commercially reasonable. We utilize a wholly-owned captive insurance company to insure certain types and amounts of risks, which include property damage and resulting business interruption losses, general liability insurance and other construction related liability risks. The captive is utilized to insure other limited levels of risk, which may be in part reinsured by third party insurance. There are, however, certain types of losses (including, but not limited to, losses arising from nuclear liability, pandemic or acts of war) that are not insured, in full or in part, because they are either uninsurable or the cost of insurance makes it, in management’s view, economically impractical. You should carefully review the discussion under Part I, Item 1A. "Risk Factors" of this Form 10-K for a discussion of risks associated with an uninsured property or casualty loss.

Our communities are insured for certain property damage and business interruption losses through a combination of community specific insurance policies and/or a master property insurance program which covers the majority of our communities. This master property program provides a $400,000,000 limit for any single occurrence and annually in the aggregate, subject to certain sub-limits and exclusions. Under the master property program, we are subject to various deductibles per occurrence, as well as additional self-insured retentions. In addition to our potential liability for the various policy self-insured retentions and deductibles, our captive insurance company is directly responsible for 100% of the first $25,000,000 of losses (per occurrence) and an additional $5,000,000 of losses (per occurrence) incurred by the master property insurance policy. Our master property insurance program includes coverage for losses resulting from customary perils, including but not limited to wildfires and windstorms. Limits, deductibles, self-insured retentions and coverages may increase or decrease annually during the insurance renewal process, which occurs on different dates throughout the calendar year.

Many of our West Coast communities are located within the general vicinity of active earthquake faults. Many of our communities are near, and thus susceptible to, the major fault lines in California, including the San Andreas Fault, the Hayward Fault or other geological faults that are known or unknown. We cannot assure you that an earthquake would not cause damage or losses greater than our current insured levels. We procure property damage and resulting business interruption insurance coverage with a loss limit of $175,000,000 for any single occurrence and in the annual aggregate for losses resulting from earthquakes, subject to deductibles and self-insured retentions. However, for any losses resulting from earthquakes at communities located in California or Washington, the loss limit is $200,000,000 for any single occurrence and in the annual aggregate, subject to deductibles and self-insured retentions. A portion of coverage is included in the aforementioned self-insurance limits underwritten through the captive.

Our Southeast Florida communities could be impacted by significant storm events like hurricanes. We include coverage for losses arising from these types of weather events within our master property insurance program. We cannot assure you that a significant storm event would not cause damage or losses greater than our current insured levels.

Our communities and construction sites are insured for third-party liability losses through a combination of community specific insurance policies and/or coverage provided under a master commercial general liability and umbrella/excess insurance program. The master commercial general liability and umbrella/excess insurance policies cover the majority of our communities and construction sites and are subject to certain coverage limitations and exclusions, which we believe are commercially reasonable. After applicable self-insured retentions borne by us, our captive insurance company is directly responsible for the first $2,000,000 of losses (per occurrence) covered by the master general liability insurance policy.

Just as with office buildings, transportation systems and government buildings, apartment communities could become targets of terrorism. Our communities are insured for terrorism related losses through the Terrorism Risk Insurance Program Reauthorization Act ("TRIPRA") program. This coverage extends to most of our casualty exposures (subject to deductibles and insured limits) and certain property insurance policies. We have also purchased private-market insurance for property damage due to terrorism with limits of $600,000,000 per occurrence and in the annual aggregate that includes certain coverages (not covered under TRIPRA) such as domestic-based terrorism. This insurance, often referred to as "non-certified" terrorism insurance, is subject to deductibles, limits and exclusions.

An additional consideration for insurance coverage and potential uninsured losses is mold growth or other environmental contamination. Mold growth may occur when excessive moisture accumulates in buildings or on building materials, particularly if the moisture problem remains undiscovered or is not addressed over a period of time. If a significant mold problem arises at one of our communities, we could be required to undertake a costly remediation program to contain or remove the mold from the affected community and could be exposed to other liabilities. For further discussion of the risks and our related prevention and remediation activities, please refer to the discussion under Part I, Item 1A. "Risk Factors - We may incur costs due to

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environmental contamination or non-compliance" elsewhere in this report. We cannot provide assurance that we will have coverage under our existing policies for property damage or liability to third parties arising as a result of exposure to mold or a claim of exposure to mold at one of our communities.

We also maintain other insurance programs that provide coverage for events including but not limited to employee dishonesty, loss of data, and liability associated with management of certain employee benefit plans. These policies are subject to maximum loss limits and include coverage limitations or exclusions that may preclude us from fully recovering.

The amount or types of insurance we maintain may not be sufficient to cover all losses and we may change our policy limits, coverages, and self-insured retentions or deductibles at any time.

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ITEM 3. LEGAL PROCEEDINGS

As disclosed in Note 7, "Commitments and Contingencies" and Note 12, "Subsequent Events" of the Consolidated Financial Statements in Item 8 of this report, we are engaged in certain legal proceedings, and the disclosure set forth in Note 7, "Commitments and Contingencies" and Note 12, "Subsequent Events" relating to legal and other contingencies is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable.

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PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is traded on the NYSE under the ticker symbol AVB. On January 31, 2025, there were 663 holders of record of an aggregate of 142,254,778 shares of our outstanding common stock. The number of holders does not include individuals or entities who beneficially own shares but whose shares are held of record by a broker or clearing agency, but does include each such broker or clearing agency as one record holder.

At present, we expect to continue our policy of paying regular quarterly cash dividends. However, the form, timing and/or amount of dividend distributions will be declared at the discretion of the Board of Directors and will depend on actual cash from operations, our financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Code and other factors as the Board of Directors may consider relevant. The Board of Directors may modify our dividend policy from time to time.

In February 2025, we announced that our Board of Directors declared a dividend on our common stock for the first quarter of 2025 of $1.75 per share, a 2.9% increase over the Company's prior quarterly dividend of $1.70 per share. The dividend will be payable on April 15, 2025 to all common stockholders of record as of March 31, 2025.

Issuer Purchases of Equity Securities


Period	Total Number of Shares Purchased (1)	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plans or Programs (in thousands) (2)
October 1 - October 31, 2024	130	$	222.06	—	$	314,237
November 1 - November 30, 2024	550	$	218.15	—	$	314,237
December 1 - December 31, 2024	427	$	235.35	—	$	314,237
Total	1,107	$	225.24	—

_________________________________

(1)Consists of (i) shares surrendered to the Company in connection with exercise of stock options as payment of exercise price, as well as for taxes associated with the vesting of restricted share grants and the conversion of performance awards to shares of common stock and (ii) activity under the Stock Repurchase Program, if any, as indicated under Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs.

(2)The Board of Directors approved the Stock Repurchase Program in July 2020, under which the Company may acquire shares of its common stock in open market or negotiated transactions up to an aggregate purchase price of $500,000,000. Purchases of common stock under the Stock Repurchase Program may be exercised from time to time in the Company’s discretion and in such amounts as market conditions warrant. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions and other corporate liquidity requirements and priorities. The Stock Repurchase Program does not have an expiration date and may be suspended or terminated at any time without prior notice.

Information regarding securities authorized for issuance under equity compensation plans is included in the section entitled Item 12. "Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters" in this Form 10-K.

ITEM 6. [RESERVED]

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ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to help provide an understanding of our business, financial condition and results of operations. This MD&A should be read in conjunction with our Consolidated Financial Statements and the accompanying Notes to Consolidated Financial Statements included elsewhere in this report. This report, including the following MD&A, contains forward-looking statements regarding future events or trends that should be read in conjunction with the factors described under "Forward-Looking Statements" included in this report. Actual results or developments could differ materially from those projected in such statements as a result of the factors described under "Forward-Looking Statements" as well as the risk factors described in Part I, Item 1A. "Risk Factors" of this report.

Capitalized terms used without definition have the meanings provided elsewhere in this Form 10-K.

Executive Overview

2024 Financial Highlights

Net income attributable to common stockholders for the year ended December 31, 2024 was $1,081,994,000, an increase of $153,169,000, or 16.5%, from the prior year. The increase was primarily attributable to increases in NOI from communities over the prior year, increases in real estate sales and related gains, and increases in income from unconsolidated investments.

Same Store NOI attributable to our apartment rental operations, including parking and other ancillary residential revenue ("Residential"), for the year ended December 31, 2024 was $1,828,266,000, an increase of $48,643,000, or 2.7%, over the prior year. The increase was due to an increase in Same Store Residential revenue of $87,854,000, or 3.4%, partially offset by an increase in Same Store Residential property operating expenses of $39,211,000, or 5.0%, over 2023.

During 2024, excluding the equity capital raised through forward sales of our common shares not yet settled, we raised approximately $1,130,366,000 of gross capital through the sale of wholly-owned real estate and the issuance of unsecured notes. We believe that our current capital structure will continue to provide financial flexibility to access capital on attractive terms.

We believe our portfolio management activity through dispositions, development and acquisitions will continue to create long-term value. During 2024, we:

•sold eight wholly-owned communities containing an aggregate of 1,532 apartment homes and 24,000 square feet of commercial space for $726,200,000;

•completed the construction of nine wholly-owned communities containing an aggregate of 2,981 apartment homes for an aggregate total capitalized cost of $1,286,000,000;

•started the construction of nine wholly-owned communities which in the aggregate are expected to contain 2,921 apartment homes when completed, which are expected to be completed for an estimated total capitalized cost of $1,053,000,000; and

•acquired six wholly-owned communities containing an aggregate of 1,441 apartment homes for an aggregate purchase price of $460,100,000.

During 2024, we issued $400,000,000 principal amount of fixed rate unsecured notes and repaid $300,000,000 principal amount of our fixed rate unsecured notes.

We believe that our balance sheet strength, as measured by our current level of indebtedness, our current ability to service interest and other fixed charges, and our current moderate use of financial encumbrances (such as secured financing), provide us with adequate access to liquidity from the capital markets. We expect to be able to meet our reasonably foreseeable liquidity needs, as they arise, through a combination of one or more of the following sources: existing cash on hand; operating cash flows; the settlement of the outstanding equity forwards; borrowings under our Credit Facility and Commercial Paper Program; the issuance of corporate securities (which could include unsecured debt, preferred equity and/or additional common equity after considering the outstanding equity forwards); the sale of apartment communities; secured debt; or through the formation of joint ventures. See the discussion under "Liquidity and Capital Resources."

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Communities Overview

As of December 31, 2024, we owned or held a direct or indirect ownership interest in 306 communities containing 93,518 homes in 12 states and the District of Columbia, of which 17 communities were under development. We have an indirect interest in nine of the 306 communities which were owned by entities that were not consolidated for financial reporting purposes. In addition, we held a direct or indirect ownership interest in Development Rights to develop an additional 28 communities that, if developed as expected, will contain an estimated 8,801 apartment homes.

Our real estate investments consist primarily of Current Communities, Development communities, Unconsolidated Development communities and Development Rights. Our Current Communities are further classified as Same Store communities, Other Stabilized communities, Redevelopment communities and Unconsolidated communities.

Same Store communities are consolidated communities that were owned and had stabilized occupancy as of the beginning of the prior year, allowing for a meaningful comparison of operating results between years. Other Stabilized communities are generally all other completed consolidated communities that have stabilized occupancy at the beginning of the current year or were acquired during the year. Redevelopment communities are consolidated communities where substantial redevelopment is in progress or is probable to begin during the current year. Unconsolidated communities are communities in which we have an indirect ownership interest through our investment interest in an unconsolidated joint venture. A more detailed description of our reportable segments and other related operating information can be found in Note 8, "Segment Reporting," of our Consolidated Financial Statements.

Although each of these categories is important to our business, we generally evaluate overall operating, industry and market trends based on the operating results of Same Store communities, for which a detailed discussion can be found in "Results of Operations" as part of our discussion of overall operating results. We evaluate our current and future cash needs and future operating potential based on acquisition, disposition, development, redevelopment and financing activities within Other Stabilized, Redevelopment and Development communities. Discussions related to current and future cash needs and financing activities can be found under “Liquidity and Capital Resources.”

NOI of our current operating communities is one of the financial measures that we use to evaluate the performance of our communities. NOI is affected by the demand and supply dynamics within our markets, our rental rates and occupancy levels and our ability to control operating costs. Our overall financial performance is also impacted by the general availability and cost of capital and the performance of newly developed, redeveloped and acquired apartment communities.

Results of Operations

Our results of operations are driven by our operating platform and are primarily affected by both overall and individual geographic market conditions and apartment fundamentals and are reflected in changes in Same Store NOI; NOI derived from acquisitions, development completions and development under construction and in lease-up; loss of NOI related to disposed communities; and capital market and financing activity. See also Part I, Item 1A, "Risk Factors." Discussion of our operating results for 2023 and comparison to 2022 can be found in Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Form 10-K filed with the SEC on February 23, 2024. A comparison of our operating results for 2024 and 2023 follows (dollars in thousands).

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	For the year ended December 31,				December 31, 2024 vs. 2023
	2024		2023		$ Change		% Change
Revenue:
Rental and other income	$	2,906,676	$	2,760,187	$	146,489	5.3	%
Management, development and other fees	7,081		7,722		(641)		(8.3)	%
Total revenue	2,913,757		2,767,909		145,848		5.3	%

Expenses:
Direct property operating expenses, excluding property taxes	576,115		539,297		36,818		6.8	%
Property taxes	327,611		306,794		20,817		6.8	%
Total community operating expenses	903,726		846,091		57,635		6.8	%

Property management and other indirect operating expenses	(169,731)		(142,041)		(27,690)		(19.5)	%
Expensed transaction, development and other pursuit costs, net of recoveries	(18,341)		(33,479)		15,138		45.2	%
Interest expense, net	(226,589)		(205,992)		(20,597)		(10.0)	%
Loss on extinguishment of debt, net	—		(150)		150		100.0	%
Depreciation expense	(846,853)		(816,965)		(29,888)		(3.7)	%
General and administrative expense	(77,697)		(76,534)		(1,163)		(1.5)	%
Casualty and impairment loss	(2,935)		(9,118)		6,183		67.8	%
Income from unconsolidated investments	50,682		13,454		37,228		276.7	%
Gain on sale of communities	363,300		287,424		75,876		26.4	%
Other real estate activity	753		174		579		332.8	%
Income before income taxes	1,082,620		938,591		144,029		15.3	%
Income tax expense	(445)		(10,153)		9,708		95.6	%
Net income	1,082,175		928,438		153,737		16.6	%

Net (income) loss attributable to noncontrolling interests	(181)		387		(568)		N/A (1)

Net income attributable to common stockholders	$	1,081,994	$	928,825	$	153,169	16.5	%

_________________________________

(1) Percent change is not meaningful.

Net income attributable to common stockholders increased $153,169,000, or 16.5%, to $1,081,994,000 in 2024 from 2023, primarily due to increases in (i) NOI from communities, (ii) real estate sales and related gains, and (iii) income from unconsolidated investments in the current year.

NOI. We define NOI as total property revenue less direct property operating expenses (including property taxes), and excluding corporate-level income (including management, development and other fees), property management and other indirect operating expenses, net of corporate income, expensed transaction, development and other pursuit costs, net of recoveries, interest expense, net, loss on extinguishment of debt, net, general and administrative expense, income from unconsolidated investments, depreciation expense, income tax expense (benefit), casualty and impairment loss, gain on sale of communities, other real estate activity and net operating income from real estate assets sold or held for sale. Management considers NOI to be an important and appropriate supplemental performance measure to net income because it helps both investors and management to understand the core operations of a community or communities prior to the allocation of any corporate-level property management overhead or financing-related costs. NOI reflects the operating performance of a community and allows for an easier comparison of the operating performance of individual assets or groups of assets. In addition, because prospective buyers of real estate have different financing and overhead structures, with varying marginal impact to overhead as a result of acquiring real estate, NOI is considered by many in the real estate industry to be a useful measure for determining the value of a real estate asset or group of assets.

NOI does not represent cash generated from operating activities in accordance with GAAP, and NOI should not be considered an alternative to net income as an indication of our performance. NOI should also not be considered an alternative to net cash flow from operating activities, as determined by GAAP, as a measure of liquidity, nor is NOI indicative of cash available to

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fund cash needs. Residential NOI represents results attributable to our apartment rental operations, including parking and other ancillary residential revenue. Reconciliations of NOI and Residential NOI for the years ended December 31, 2024 and 2023 to net income for each year are as follows (dollars in thousands):


	For the year ended December 31,
	2024		2023
Net income	$	1,082,175	$	928,438
Property management and other indirect operating expenses, net of corporate income	162,594		134,312
Expensed transaction, development and other pursuit costs, net of recoveries	18,341		33,479
Interest expense, net	226,589		205,992
Loss on extinguishment of debt, net	—		150
General and administrative expense	77,697		76,534
Income from unconsolidated investments	(50,682)		(13,454)
Depreciation expense	846,853		816,965
Income tax expense	445		10,153
Casualty and impairment loss	2,935		9,118
Gain on sale of communities	(363,300)		(287,424)
Other real estate activity	(753)		(174)
Net operating income from real estate assets sold or held for sale	(28,463)		(57,646)
NOI	1,974,431		1,856,443

Commercial NOI (1)	(33,213)		(32,654)
Residential NOI	$	1,941,218	$	1,823,789

_________________________

(1)Represents results attributable to the commercial and other non-residential operations at our communities ("Commercial").

The Residential NOI changes for 2024 as compared to 2023 consist of changes in the following categories (dollars in thousands):


	For the year ended
	December 31, 2024
Same Store	$	48,643
Other Stabilized	27,392
Development / Redevelopment	41,394
Total	$	117,429

The 2.7% increase in our Same Store Residential NOI in 2024 is due to an increase in Residential revenue of $87,854,000, or 3.4%, partially offset by an increase in Residential property operating expenses of $39,211,000, or 5.0%, over 2023.

Increases in inflation can result in an increase in our operating costs both at our communities and at the corporate level. Most of our apartment leases are for a term of one year or less. In an inflationary environment, this may allow us to realize increased rents upon renewal of existing leases or the beginning of new leases. Short-term leases generally reduce our risk from the adverse effect of inflation, although these leases also permit residents to leave at the end of their lease term. In addition, inflation could cause our construction costs and cost of other capitalized expenditures to increase, impacting the expected economic return of, and expected operating results for, current and planned development activity.

Rental and other income increased $146,489,000, or 5.3%, in 2024 compared to the prior year primarily due to the increased revenue from our Same Store communities, discussed below.

Consolidated Communities —The weighted average number of occupied apartment homes for consolidated communities increased to 79,240 apartment homes for 2024, compared to 77,667 homes for 2023. The weighted average monthly revenue per occupied apartment home increased to $3,081 for 2024 compared to $2,955 in 2023.

Same Store Communities — The following table presents the change in Same Store Residential revenue, including the

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attribution of the change between average revenue per occupied home and Economic Occupancy for the year ended December 31, 2024 (dollars in thousands).


	Residential revenue										Average monthly revenue per occupied home							Economic Occupancy (1)
					$ Change			% Change							% Change							% Change
	For the year ended December 31,
	2024		2023			2024 to 2023			2024 to 2023		2024		2023			2024 to 2023		2024		2023			2024 to 2023
New England	$	356,399	$	341,506		$	14,893		4.4	%	$	3,370	$	3,226		4.5	%	96.5	%	96.6	%		(0.1)	%
Metro NY/NJ	534,673		516,038			18,635			3.6	%	3,717		3,582			3.8	%	95.6	%	95.7	%		(0.1)	%
Mid-Atlantic	414,044		400,487			13,557			3.4	%	2,510		2,419			3.8	%	94.9	%	95.3	%		(0.4)	%
Southeast Florida	95,809		94,070			1,739			1.8	%	2,897		2,852			1.6	%	97.1	%	96.9	%		0.2	%
Denver, CO	40,691		40,166			525			1.3	%	2,329		2,265			2.8	%	94.6	%	96.0	%		(1.4)	%
Pacific Northwest	164,655		158,115			6,540			4.1	%	2,789		2,705			3.1	%	96.3	%	95.3	%		1.0	%
Northern California	425,214		418,540			6,674			1.6	%	3,072		3,019			1.8	%	95.8	%	96.0	%		(0.2)	%
Southern California	589,204		563,661			25,543			4.5	%	2,877		2,755			4.4	%	95.9	%	95.9	%		—	%
Other Expansion Regions	32,727		32,979			(252)			(0.8)	%	2,101		2,094			0.3	%	94.0	%	95.0	%		(1.0)	%
Total Same Store	$	2,653,416	$	2,565,562		$	87,854		3.4	%	$	3,004	$	2,902		3.5	%	95.8	%	95.9	%		(0.1)	%

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(1) Economic Occupancy is defined as gross potential revenue less vacancy loss, as a percentage of gross potential revenue. Gross potential revenue is determined by valuing occupied homes at contract rates and vacant homes at market rents. Vacancy loss is determined by valuing vacant units at market rents. Economic Occupancy considers that apartment homes of different sizes and locations within a community have different economic impacts on a community's gross revenue.

The following table details the increase in Same Store Residential revenue by component for the year ended December 31, 2024, compared to the prior year:


	For the year ended
	December 31, 2024
Residential revenue
Lease rates	2.2	%
Economic Occupancy	(0.1)	%
Other rental revenue	0.9	%
Uncollectible lease revenue (excluding rent relief)	0.5	%
Rent relief	(0.1)	%
Total Residential revenue	3.4	%

The increase for Same Store Residential revenue for the year ended December 31, 2024, as compared to the prior year was impacted by uncollectible lease revenue, inclusive of amounts received from government rent relief programs. Same Store uncollectible lease revenue decreased for the year ended December 31, 2024 as compared to the prior year by $10,582,000, resulting in a 0.4% increase in Same Store Residential revenue. Uncollectible lease revenue was impacted by a decrease in government rent relief of $3,967,000 for the year ended December 31, 2024 from the prior year. Adjusting to remove the impact of rent relief, uncollectible lease revenue as a percentage of Same Store Residential revenue decreased to 1.8% in the year ended December 31, 2024 from 2.4% in the year ended December 31, 2023.

We use concessions periodically as a means to increase leasing velocity, providing our new and existing residents an upfront incentive to enter into a new lease, or extend an existing lease. During 2024, concessions granted for our Same Store communities increased over the prior year by $562,000 to $17,288,000. We amortize concessions on a straight-line basis over the life of the respective leases (generally one year), reducing the income recognized over the lease term. For the year ended December 31, 2024, amortized concessions increased by $927,000, partially offsetting the increase in revenue as compared to the prior year. The remaining net unamortized balance of Same Store residential concessions as of December 31, 2024 and 2023 was $2,358,000 and $187,000, respectively.

Management, development and other fees decreased $641,000, or 8.3%, in 2024, compared to the prior year, primarily due to reduced third-party development fees, partially offset by an increase in fees for third-party back-office, financial administrative support services in the current year.

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Direct property operating expenses, excluding property taxes, increased $36,818,000, or 6.8%, in 2024 compared to the prior year, primarily due to the addition of newly developed and acquired apartment communities as well as increased Residential operating expenses at our Same Store communities as discussed below, partially offset by dispositions.

Same Store Residential direct property operating expenses, excluding property taxes, increased $25,326,000, or 5.0%, in 2024 compared to the prior year, primarily due to the implementation of our bulk internet offering, increased trash removal costs, water and sewer costs, and repairs and maintenance costs.

Property taxes increased $20,817,000, or 6.8%, in 2024 compared to the prior year, primarily due to increases for our Same Store Residential portfolio and the addition of newly developed and acquired apartment communities, partially offset by decreased property taxes from dispositions.

Same Store Residential property taxes increased $13,885,000, or 4.9%, in 2024 compared to the prior year, primarily due to increased assessments across the portfolio, a higher level of successful appeals in the prior year and the expiration of property tax incentive programs primarily at certain of our properties in New York City. The expiration of property tax incentive programs represents $5,364,000 or 39% of the 4.9% increase in property taxes for the year ended December 31, 2024.

Property management and other indirect operating expenses, net of corporate income increased $27,690,000, or 19.5%, in 2024, primarily due to costs related to our shared services model and increased costs related to investments in technology and process related spend for initiatives to improve future efficiency in services for residents and prospects, and increased advocacy costs.

Expensed transaction, development and other pursuit costs, net of recoveries includes costs incurred for write downs and abandonment of Development Rights and development pursuits not yet considered probable for development, as well as costs related to abandoned acquisition and disposition pursuits, offset by any recoveries of costs incurred. In periods of increased acquisition and pursuit activity, periods of economic downturn or when there is limited access to capital, these costs can be volatile and may vary significantly from year to year. In addition, the timing for potential recoveries will not always align with the timing for expensing an abandoned pursuit. Expensed transaction, development and other pursuit costs, net of recoveries, decreased $15,138,000 in 2024 compared to the prior year due to a decrease in write-offs for development rights that we determined are no longer probable. The amount for 2024 includes a write-off of $8,947,000 related to one Development Right in Northern California, and the amount for 2023 includes write-offs of $27,455,000 related to seven Development Rights in Northern and Southern California and the Mid-Atlantic that we determined were no longer probable.

Interest expense, net increased $20,597,000, or 10.0%, in 2024 compared to the prior year. This category includes interest costs adjusted for capitalized interest related to development and redevelopment activity, amortization of premium/discount on debt, deferred hedging gains and losses from qualifying hedges, interest income and any mark-to-market impact from derivatives not in qualifying hedge relationships. The increase in 2024 was primarily due to increases in amounts of unsecured indebtedness and decreases in interest income compared to the prior year due to lower cash amounts invested. The increases in 2024 are also due to decreased capitalized interest compared to the prior year.

Depreciation expense increased $29,888,000, or 3.7%, in 2024 compared to the prior year, primarily due to the addition of newly developed and acquired apartment communities, partially offset by dispositions.

General and administrative expense increased $1,163,000, or 1.5%, in 2024 as compared to the prior year, primarily due to an increase in legal and professional fees, partially offset by decreased compensation expense, including severance.

Casualty and impairment loss for the year ended December 31, 2024 of $2,935,000 was due to flooding and water damage at communities in California from extensive rainfall and a fire at a community in New Jersey.

Income from unconsolidated investments increased $37,228,000 in 2024 compared to the prior year, primarily due to realized and unrealized property technology investments gains, partially offset by the recognition of $1,519,000 of our promoted interest associated with the achievement of a threshold return with the U.S. Fund in the prior year.

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Gain on sale of communities increased in 2024 compared to the prior year. The amount of gain realized in a given period depends on many factors, including the number of communities sold, the size and carrying value of the communities sold, expected operating performance of the communities and the market conditions in the local area. The gains of $363,300,000 and $287,424,000 in 2024 and 2023, respectively, were primarily due to the sale of eight and four wholly-owned communities in 2024 and 2023, respectively.

Income tax expense of $10,153,000 for 2023 was primarily related to The Park Loggia.

Non-GAAP Financial Measures — Reconciliation of FFO and Core FFO

FFO and FFO adjusted for non-core items, or "Core FFO," as defined below, are generally considered by management to be appropriate supplemental measures of our operating and financial performance.

Consistent with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts® ("Nareit"), we calculate Funds from Operations Attributable to Common Stockholders ("FFO") as net income or loss attributable to common stockholders computed in accordance with GAAP, adjusted for:

•gains or losses on sales of previously depreciated operating communities;

•cumulative effect of a change in accounting principle;

•impairment write-downs of depreciable real estate assets;

•write-downs of investments in affiliates due to a decrease in the value of depreciable real estate assets held by those affiliates;

•depreciation of real estate assets; and

•similar adjustments for unconsolidated partnerships and joint ventures, including those from a change in control.

FFO can help with the comparison of the operating and financial performance of a real estate company between periods or as compared to different companies because the adjustments such as (i) gains or losses on sales of previously depreciated property or (ii) real estate depreciation may impact comparability as the amount and timing of these or similar items can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates. By further adjusting for items that we do not consider part of our core business operations, Core FFO can help with the comparison of our core operating performance year over year. We believe that, in order to understand our operating results, FFO and Core FFO should be considered in conjunction with net income as presented in the Consolidated Statements of Comprehensive Income included elsewhere in this report.

We calculate Core FFO as FFO, adjusted for:

•joint venture gains (if not adjusted through FFO), non-core costs and promoted interests from partnerships;

•casualty and impairment losses or gains, net on non-depreciable real estate or other investments;

•gains or losses from early extinguishment of consolidated borrowings;

•expensed transaction, development and other pursuit costs, net of recoveries;

•legal recoveries, settlement proceeds, and certain legal costs;

•property and casualty insurance proceeds;

•gains or losses on sales of assets not subject to depreciation and other investment gains or losses;

•advocacy contributions, representing payments to promote our business interests;

•hedge ineffectiveness or gains or losses from derivatives not designated as hedges for accounting purposes;

•changes to expected credit losses associated with the lending commitments under the SIP;

•severance related costs;

•executive transition compensation costs;

•net for-sale condominium activity, including gains, marketing, operating and administrative costs and imputed carry cost; and

•income taxes.

FFO and Core FFO do not represent (i) net income in accordance with GAAP, and therefore should not be considered an alternative to net income, which remains the primary measure, as an indication of our performance, or (ii) cash generated from operating activities in accordance with GAAP, and therefore should not be considered an alternative to net cash flows from operating activities, as determined by GAAP, as a measure of liquidity. In addition, FFO and Core FFO are not necessarily indicative of cash available to fund cash needs and may not be comparable to FFO and Core FFO as calculated by other REITs.

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The following is a reconciliation of net income attributable to common stockholders to FFO attributable to common stockholders and to Core FFO attributable to common stockholders for the years ended December 31, 2024 and 2023 (dollars in thousands, except per share amounts).


	For the year ended December 31,
	2024		2023
Net income attributable to common stockholders	$	1,081,994	$	928,825
Depreciation - real estate assets, including joint venture adjustments	843,224		811,717
Distributions to noncontrolling interests	—		25
Gain on sale of previously depreciated real estate	(363,300)		(287,424)
Casualty loss and impairment on real estate	2,935		9,118
FFO attributable to common stockholders	$	1,564,853	$	1,462,261

Adjusting items:
Unconsolidated entity gains, net (1)	(33,137)		(4,161)
Joint venture promote (2)	—		(1,519)
Structured Investment Program loan reserve (3)	(1,057)		1,186
Loss on extinguishment of consolidated debt	—		150
Hedge accounting activity	61		566
Advocacy contributions	19,156		1,625
Executive transition compensation costs	304		1,244
Severance related costs	1,787		2,625
Expensed transaction, development and other pursuit costs, net of recoveries (4)	13,649		30,583
Other real estate activity	(753)		(174)
For-sale condominium imputed carry cost (5)	84		602
Legal settlements and costs (6)	3,002		457
Income tax expense (7)	445		10,153
Core FFO attributable to common stockholders	$	1,568,394	$	1,505,598

Weighted average common shares outstanding - diluted	142,458,604		141,643,788

Earnings per common share - diluted	$	7.60	$	6.56
FFO per common share - diluted	$	10.98	$	10.32
Core FFO per common share - diluted	$	11.01	$	10.63

_________________________________

(1) Amounts consist primarily of net unrealized gains on technology investments.

(2) Amount is for recognition of our promoted interest in the U.S. Fund.

(3) Reflects changes to expected credit losses associated with our lending commitments primarily under the SIP. The timing and amount of actual losses that will be incurred, if any, is to be determined at the maturity of each respective lending agreement.

(4) Amounts for 2024 and 2023 include a write-off of $8,947 for one Development Right in Northern California and write-offs of $27,455 related to seven Development Rights in Northern and Southern California and the Mid-Atlantic, respectively, that we determined were no longer probable.

(5) Represents the imputed carry cost of for-sale residential condominiums at The Park Loggia. We compute this adjustment by multiplying the total capitalized cost of completed and unsold for-sale residential condominiums by our weighted average unsecured debt effective interest rate.

(6) Amount for 2024 includes legal costs associated with various antitrust litigation matters.

(7) Amount for 2023 is primarily for the recognition of taxes associated with The Park Loggia.

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Liquidity and Capital Resources

We employ a disciplined approach to our liquidity and capital management. When we source capital, we take into account both our view of the most cost-effective alternative available and our desire to maintain a balance sheet that provides us with flexibility. Our principal focus on near-term and intermediate-term liquidity is to ensure we have adequate capital to fund:

•development and redevelopment activity in which we are currently engaged or in which we plan to engage;

•the minimum dividend payments on our common stock required to maintain our REIT qualification under the Code;

•regularly scheduled principal and interest payments and principal payments either at maturity or opportunistically before maturity;

•normal recurring operating and corporate overhead expenses; and

•investment in our operating platform, including strategic investments.

Factors affecting our liquidity and capital resources are our cash flows from operations, financing activities and investing activities (including dispositions) as well as general economic and market conditions. Cash flows from operations are determined by operating activities and factors including but not limited to (i) the number of apartment homes currently owned, (ii) rental rates, (iii) occupancy levels, (iv) uncollectible lease revenue levels or interruptions in collections caused by market conditions and (v) operating expenses with respect to apartment homes. The timing and type of capital markets activity in which we engage is affected by changes in the capital markets environment, such as changes in interest rates or the availability of cost-effective capital. Our plans for development, redevelopment, non-routine capital expenditure, acquisition and disposition activity are affected by market conditions and capital availability. We frequently review our liquidity needs, especially in periods with volatile market conditions, as well as the adequacy of cash flows from operations and other expected liquidity sources to meet these needs.

We had cash, cash equivalents and restricted cash of $267,076,000 at December 31, 2024, a decrease of $263,884,000 from $530,960,000 at December 31, 2023. The following discussion relates to changes in cash, cash equivalents and restricted cash due to operating, investing and financing activities.

A presentation of GAAP based cash flow metrics is as follows (dollars in thousands):


	For the year ended December 31,
	2024		2023
Net cash provided by operating activities	$	1,607,878	$	1,560,029
Net cash used in investing activities	$	(996,864)	$	(928,955)
Net cash used in financing activities	$	(874,898)	$	(834,359)

•Net cash provided by operating activities increased primarily due to increases in NOI.

•Net cash used in investing activities was primarily due to (i) the investment of $951,101,000 in the development and redevelopment of communities, (ii) acquisition of six wholly-owned communities for $464,419,000 and (iii) capital expenditures of $198,026,000 for our wholly-owned communities and non-real estate assets. These amounts were partially offset by net proceeds from the disposition of eight wholly-owned communities.

•Net cash used in financing activities was primarily due to (i) payment of cash dividends in the amount of $961,914,000, and (ii) the repayment of the $300,000,000 fixed rate unsecured notes. These amounts were partially offset by the proceeds from the issuance of unsecured notes in the amount of $398,788,000.

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Variable Rate Unsecured Credit Facility

The $2,250,000,000 Credit Facility matures in September 2026. The interest rate that would be applicable to borrowings under the Credit Facility is 5.19% at January 31, 2025 and is composed of (i) the Secured Overnight Financing Rate ("SOFR"), applicable to the period of borrowing for a particular draw of funds from the facility (e.g., one month to maturity, three months to maturity, etc.), plus (ii) the current borrowing spread to SOFR of 0.805% per annum, which consists of a 0.10% SOFR adjustment plus 0.705% per annum, assuming a daily SOFR borrowing rate. The borrowing spread to SOFR can vary from SOFR plus 0.63% to SOFR plus 1.38% based upon the rating of our unsecured senior notes. There is also an annual facility commitment fee of 0.12% of the borrowing capacity under the facility, which can vary from 0.095% to 0.295% based upon the rating of our unsecured senior notes. The Credit Facility contains a sustainability-linked pricing component which provides for interest rate margin and commitment fee reductions or increases by meeting or missing targets related to environmental sustainability, specifically greenhouse gas emission reductions, with the adjustment determined annually. The annual determination under the sustainability-linked pricing component occurred in July 2024, maintaining reductions of approximately 0.02% to the interest rate margin and 0.005% to the commitment fee due to our achievement of sustainability targets.

The availability on the Credit Facility as of January 31, 2025 is as follows (dollars in thousands):


	January 31, 2025

Credit Facility commitment	$2,250,000
Credit Facility outstanding	—
Commercial paper outstanding	(170,000)
Letters of credit outstanding (1)	(964)
Total Credit Facility available	$	2,079,036

_____________________________________

(1)In addition, we had $47,592 outstanding in additional letters of credit unrelated to the Credit Facility as of January 31, 2025.

Commercial Paper Program

We have a Commercial Paper Program with the maximum aggregate face or principal amount outstanding at any one time not to exceed $500,000,000. Under the terms of the Commercial Paper Program, we may issue, from time to time, unsecured commercial paper notes with varying maturities of less than one year. The Commercial Paper Program is backstopped by our commitment to maintain available borrowing capacity under the Credit Facility in an amount equal to actual borrowings under the Commercial Paper Program. As of January 31, 2025, we had $170,000,000 outstanding under the Commercial Paper Program at a weighted average contractual interest rate of 4.55%.

Secured and Unsecured Borrowings— Financial Covenants and Early Repayment Provisions

We are subject to financial covenants contained in the Credit Facility and the indentures under which our unsecured notes were issued. The principal financial covenants include the following:

•limitations on the amount of total and secured debt in relation to our overall capital structure;

•limitations on the amount of our unsecured debt relative to the undepreciated basis of real estate assets that are not encumbered by property-specific financing; and

•minimum levels of debt service coverage.

We were in compliance with these covenants at December 31, 2024.

In addition, some of our secured and unsecured borrowings include yield maintenance, defeasance, or prepayment penalty provisions, which could result in us incurring an additional charge in the event of a full or partial prepayment of outstanding principal before the scheduled maturity. These provisions in our borrowings are generally consistent with other similar types of debt instruments issued during the same time period in which our borrowings were issued.

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Continuous Equity Offering Program

Under our continuous equity program (the "CEP"), we may sell (and/or enter into forward sale agreements for the sale of) up to $1,000,000,000 of our common stock from time to time. Actual sales will depend on a variety of factors to be determined, including market conditions, the trading price of our common stock and our determinations of the appropriate funding sources. We expect that, if entered into, we will physically settle each forward sale agreement on one or more dates prior to the maturity date of that particular forward sale agreement, and to receive aggregate net cash proceeds at settlement equal to the number of shares underlying the particular forward agreement multiplied by the forward sale price. However, we may also elect to cash settle or net share settle a forward sale agreement. In connection with each forward sale agreement, we will pay the forward seller, in the form of a reduced initial forward sale price, a commission of up to 1.5% of the sales prices of all borrowed shares of common stock sold. During 2024 and through January 31, 2025, we entered into forward contracts under the CEP to sell 367,113 shares of common stock for approximate proceeds, net of fees, of $80,687,000, based on the gross weighted average price of $223.27 per share, with settlement of the forward contracts to occur on one or more dates not later than December 31, 2025. The final proceeds will be determined on the date(s) of settlement and are subject to certain customary adjustments for our dividends and a daily interest factor. As of January 31, 2025, we had $623,997,000 remaining authorized for issuance under this program, after consideration of the forward contracts.

Forward Equity Offering

In addition to the CEP, during the year ended December 31, 2024, we completed an underwritten public offering of 3,680,000 shares of our common stock at a discount to the closing price of $226.52 per share, net of offering fees, offered in connection with forward contracts entered into with certain financial institutions acting as forward purchasers. Assuming full physical settlement of the forward contracts, which we expect to occur no later than December 31, 2025, we will receive approximate proceeds, net of offering fees and discounts, of $808,606,000, based on the initial forward price. The final proceeds will be determined on the date(s) of settlement and are subject to certain customary adjustments for our dividends and a daily interest factor.

Stock Repurchase Program

We have a stock repurchase program under which we may acquire shares of our common stock in open market or negotiated transactions up to an aggregate purchase price of $500,000,000 (the "Stock Repurchase Program"). Purchases of common stock under the Stock Repurchase Program may be exercised at our discretion with the timing and number of shares repurchased depending on a variety of factors including price, corporate and regulatory requirements and other corporate liquidity requirements and priorities. The Stock Repurchase Program does not have an expiration date and may be suspended or terminated at any time without prior notice. During the year ended December 31, 2024 through January 31, 2025, we had no repurchases of shares under this program. As of January 31, 2025, we had $314,237,000 remaining authorized for purchase under this program.

Interest Rate Swap Agreements

The following derivative activity occurred during the year ended December 31, 2024:

•In connection with the issuance of our $400,000,000 unsecured notes in May 2024 maturing in 2034, we terminated $250,000,000 of forward interest rate swap agreements designated as cash flow hedges of the interest rate variability on the issuance of unsecured notes, receiving $16,839,000 which will be recognized over the life of the unsecured notes as a reduction in the effective interest rate. Of the $250,000,000 forward interest rate swap agreements that terminated, $50,000,000 were entered into during 2024. The Company has deferred these gains in accumulated other comprehensive income on the accompanying Consolidated Balance Sheets, and is recognizing the impact as a component of interest expense, net, over the term of the respective hedged debt.

•In addition to the activity above, we entered into and had outstanding $100,000,000 of forward interest rate swap agreements to reduce the impact of variability in interest rates on a portion of our anticipated future debt issuance activity through December 31, 2025. We expect to cash settle the swaps and either pay or receive cash for the then current fair value. Assuming the Company issues the debt as expected, the hedging impact from these positions will then be recognized over the life of the issued debt as a yield adjustment.

Future Financing and Capital Needs—Debt Maturities and Material Obligations

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One of our principal long-term liquidity needs is the repayment of long-term debt at maturity. For both our unsecured and secured notes, a portion of the principal of these notes may be repaid prior to maturity. Early retirement of our unsecured or secured notes could result in gains or losses on extinguishment. We may use capital from a variety of sources to repay debt at maturity, including proceeds received from the dispositions of our operating communities or other direct and indirect investments in real estate and cash from operations. If we do not have funds on hand sufficient to repay our indebtedness as it becomes due, it will be necessary for us to refinance or otherwise provide liquidity to satisfy the debt at maturity. This refinancing may be accomplished by uncollateralized private or public debt offerings, equity issuances, including through the settlement of the outstanding equity forwards, additional debt financing that is secured by mortgages on individual communities or groups of communities or borrowings under our Credit Facility or Commercial Paper Program. In addition, to the extent we have amounts outstanding under the Commercial Paper Program, we are obligated to repay the short-term indebtedness at maturity through either current cash on hand or by incurring other indebtedness, including by way of borrowing under our Credit Facility. Although we believe we will have the capacity to meet our currently anticipated liquidity needs, we cannot assure you that capital from additional debt financing or debt or equity offerings will be available or, if available, that they will be on terms we consider satisfactory.

In May 2024, we issued $400,000,000 principal amount of unsecured notes in a public offering under our existing shelf registration statement for proceeds net of underwriting fees of approximately $396,188,000, before considering the impact of other offering costs. The notes mature in June 2034 and were issued at a 5.35% interest rate, resulting in a 5.05% effective rate including the impact of offering costs and hedging activity.

The following table details our consolidated debt obligations, including the effective interest rate and contractual maturity dates, and principal payments for periodic amortization and maturities for the next five years, excluding our Credit Facility and Commercial Paper Program and amounts outstanding related to communities classified as held for sale at December 31, 2024 and 2023 (dollars in thousands). We are not directly or indirectly (as borrower or guarantor) obligated in any material respect to pay principal or interest on the indebtedness of any unconsolidated entities in which we have an equity or other interest, other than as disclosed related to the AVA Arts District construction loan (see "Unconsolidated Operating Communities" for further discussion of the construction loan).


	Effective interest rate (1)		Principal maturity date		Balance Outstanding (2)				Scheduled Maturities
Debt					12/31/2023		12/31/2024		2025		2026		2027		2028		2029		Thereafter
Tax-exempt bonds

Variable rate
Avalon Acton	4.66	%	Jul-2040	(3)	$	45,000	$	45,000	$	—	$	—	$	—	$	—	$	—	$	45,000
Avalon Clinton North	5.31	%	Nov-2038	(3)	126,400		126,400		—		—		700		2,800		3,000		119,900
Avalon Clinton South	5.31	%	Nov-2038	(3)	104,500		104,500		—		—		600		2,300		2,400		99,200
Avalon Midtown West	5.28	%	May-2029	(3)	76,600		69,800		8,100		8,100		8,900		9,800		34,900		—
Avalon San Bruno I	5.20	%	Dec-2037	(3)	57,650		55,250		2,200		2,600		2,700		2,900		3,100		41,750
					410,150		400,950		10,300		10,700		12,900		17,800		43,400		305,850
Conventional loans
Fixed rate
$300 million unsecured notes	—	%	Nov-2024	(4)	300,000		—		—		—		—		—		—		—
$525 million unsecured notes	3.55	%	Jun-2025		525,000		525,000		525,000		—		—		—		—		—
$300 million unsecured notes	3.62	%	Nov-2025		300,000		300,000		300,000		—		—		—		—		—
$475 million unsecured notes	3.35	%	May-2026		475,000		475,000		—		475,000		—		—		—		—
$300 million unsecured notes	3.01	%	Oct-2026		300,000		300,000		—		300,000		—		—		—		—
$350 million unsecured notes	3.95	%	Oct-2046		350,000		350,000		—		—		—		—		—		350,000
$400 million unsecured notes	3.50	%	May-2027		400,000		400,000		—		—		400,000		—		—		—
$300 million unsecured notes	4.09	%	Jul-2047		300,000		300,000		—		—		—		—		—		300,000
$450 million unsecured notes	3.32	%	Jan-2028		450,000		450,000		—		—		—		450,000		—		—
$300 million unsecured notes	3.97	%	Apr-2048		300,000		300,000		—		—		—		—		—		300,000
$450 million unsecured notes	3.66	%	Jun-2029		450,000		450,000		—		—		—		—		450,000		—
$700 million unsecured notes	2.69	%	Mar-2030		700,000		700,000		—		—		—		—		—		700,000
$600 million unsecured notes	2.65	%	Jan-2031		600,000		600,000		—		—		—		—		—		600,000
$700 million unsecured notes	2.16	%	Jan-2032		700,000		700,000		—		—		—		—		—		700,000
$400 million unsecured notes	2.03	%	Dec-2028		400,000		400,000		—		—		—		400,000		—		—
$350 million unsecured notes	4.38	%	Feb-2033		350,000		350,000		—		—		—		—		—		350,000
$400 million unsecured notes	5.19	%	Dec-2033		400,000		400,000		—		—		—		—		—		400,000
$400 million unsecured notes	5.05	%	Jun-2034		—		400,000		—		—		—		—		—		400,000

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	Effective interest rate (1)		Principal maturity date	Balance Outstanding (2)				Scheduled Maturities
Debt				12/31/2023		12/31/2024		2025		2026		2027		2028		2029		Thereafter

Avalon Walnut Creek	4.00	%	Jul-2066	4,501		4,681		—		—		—		—		—		4,681
eaves Los Feliz	3.68	%	Jun-2027	41,400		41,400		—		—		41,400		—		—		—
eaves Woodland Hills	3.67	%	Jun-2027	111,500		111,500		—		—		111,500		—		—		—
Avalon Russett	3.77	%	Jun-2027	32,200		32,200		—		—		32,200		—		—		—
Avalon San Bruno III	2.38	%	Mar-2027	51,000		51,000		—		—		51,000		—		—		—
Avalon Cerritos	3.34	%	Aug-2029	30,250		30,250		—		—		—		—		30,250		—
Avalon West Plano	5.97	%	May-2029	63,041		62,448		1,065		1,111		1,159		1,202		57,911		—
				7,633,892		7,733,479		826,065		776,111		637,259		851,202		538,161		4,104,681




Total indebtedness - excluding Credit Facility and Commercial Paper				$	8,044,042	$	8,134,429	$	836,365	$	786,811	$	650,159	$	869,002	$	581,561	$	4,410,531

_________________________________

(1)Rates are as of December 31, 2024 and include credit enhancement fees, facility fees, trustees' fees, the impact of interest rate hedges, offering costs, mark to market amortization and other fees.

(2)Balances outstanding represent total amounts due at maturity, and exclude deferred financing costs and debt discount for the unsecured notes of $41,216 and $43,848 as of December 31, 2024 and 2023, respectively, deferred financing costs and debt discount associated with secured notes of $15,964 and $18,372 as of December 31, 2024 and 2023, respectively, as reflected on our Consolidated Balance Sheets included elsewhere in this report.

(3)Financed by variable rate debt, but interest rate is capped through an interest rate protection agreement.

(4)During 2024, we repaid this borrowing at par at its scheduled maturity date.

In addition to consolidated debt, we have scheduled contractual obligations associated with (i) ground leases for land underlying current operating or development communities and commercial and parking facilities and (ii) office leases for our corporate headquarters and regional offices of $16,433,000 for 2025, $16,843,000 for 2026 and $486,656,000 thereafter.

Future Financing and Capital Needs—Portfolio and Capital Markets Activity

We invest in various real estate and real estate related investments, which include (i) the acquisition, development and redevelopment of communities both wholly-owned and through the formation of joint ventures, (ii) other indirect investments in real estate through the SIP, all as discussed further below and (iii) investments in other real estate-related ventures through direct and indirect investments in property technology and environmentally focused companies and investment management funds.

In 2025, we expect to continue to meet our liquidity needs from one or more of a variety of internal and external sources, which may include (i) settlement of our outstanding equity forward contracts, (ii) real estate dispositions, (iii) cash balances on hand as well as cash generated from our operating activities, (iv) borrowing capacity under the Credit Facility, (v) borrowings under the Commercial Paper Program and (vi) secured and unsecured debt financings. Additional sources of liquidity in 2025 may include the issuance of common and preferred equity, including the issuance of additional shares of our common stock under the CEP. Our ability to obtain additional financing will depend on a variety of factors, such as market conditions, the general availability of credit, the overall availability of credit to the real estate industry, our credit ratings and credit capacity, as well as the perception of lenders regarding our long or short-term financial prospects.

Before beginning new construction or reconstruction activity, including activity related to communities owned by unconsolidated joint ventures, we plan to source sufficient capital to complete these undertakings, although we cannot assure you that we will be able to obtain such financing. In the event that financing cannot be obtained, we may abandon Development Rights, write off associated pre-development costs that were capitalized and/or forego reconstruction activity. In such instances, we will not realize the increased revenues and earnings that we expected from such Development Rights or reconstruction activity and significant losses could be incurred.

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From time to time, we use joint ventures to hold or develop individual real estate assets. We generally employ joint ventures to mitigate asset concentration or market risk and secondarily as a source of liquidity. We may also use joint ventures related to mixed-use land development opportunities and new markets where our partners bring development and operational expertise and/or experience to the venture. Each joint venture or partnership agreement has been individually negotiated, and our ability to operate and/or dispose of a community in our sole discretion may be limited to varying degrees depending on the terms of the joint venture or partnership agreement. We cannot assure you that we will achieve our objectives through joint ventures.

In addition, we may invest, through mezzanine loans or preferred equity investments, in multifamily development projects being undertaken by third parties. In these cases, we do not expect to acquire the underlying real estate but rather to earn a return on our investment (through interest or fixed rate preferred equity returns) and a return of the invested capital generally following completion of construction either on or before a set due date.

In evaluating our allocation of capital within our markets, we sell assets that do not meet our long-term investment criteria or when capital and real estate markets allow us to realize a portion of the value created over our ownership periods and redeploy the proceeds from those sales to develop, redevelop and acquire communities. Because the proceeds from the sale of communities may not be immediately redeployed into revenue-generating assets that we develop, redevelop or acquire, the immediate effect of a sale of a community for a gain is to increase net income, but reduce future total revenues, total expenses and NOI until such time as the proceeds have been redeployed into revenue generating assets. We believe that the temporary absence of future cash flows from communities sold will not have a material impact on our ability to fund future liquidity and capital resource needs.

Investments

We invest in consolidated real estate entities, unconsolidated investments in real estate ventures and direct and indirect investments in property technology and environmentally focused companies through investment management funds.

Consolidated Investments

During the year ended December 31, 2024, we acquired the following communities (dollars in thousands). See Note 5, "Investments," of the Consolidated Financial Statements included elsewhere in this report for further discussion.


Community name	Location	Apartment homes	Purchase price
Avalon at Pier 121	Lewisville, TX	300	$	62,100
Avalon Perimeter Park	Morrisville, NC	262	66,500
Avalon Cherry Hills	Englewood, CO	306	95,000
AVA Balboa Park	San Diego, CA	100	51,000
Avalon Townhomes at Bee Cave	Bee Cave, TX	126	49,000
Avalon Lowry	Denver, CO	347	136,500
Total acquisitions		1,441	$	460,100

In 2025, the Company entered into agreements to acquire a total of eight apartment communities in the Company’s Texas expansion market. The communities contain a total of 2,701 apartment homes and will be acquired for an aggregate purchase price of $618,500,000. The consideration will take the form of cash and DownREIT units as described in Note 12, “Subsequent Events,” of the Consolidated Financial Statements included elsewhere in this report for further discussion.

During the year ended December 31, 2024, we sold eight wholly-owned communities containing an aggregate of 1,532 apartment homes (dollars in thousands). See Note 6, "Real Estate Disposition Activities," of the Consolidated Financial Statements included elsewhere in this report for further discussion.

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Community name	Location	Period of sale	Apartment homes	Gross sales price		Gain on disposition		Commercial square feet
AVA Belltown	Seattle, WA	Q2 2024	100	$	34,000	$	22,673	1,000
AVA North Hollywood	Los Angeles, CA	Q2 2024	156	62,100		874		11,000
Avalon Hackensack at Riverside	Hackensack, NJ	Q2 2024	226	85,600		44,834		—
AVA Theater District	Boston, MA	Q3 2024	398	212,000		77,254		—
Avalon Darien	Darien, CT	Q3 2024	189	120,000		95,732		—
Avalon New Canaan	New Canaan, CT	Q4 2024	104	75,000		60,302		—
Avalon Berkeley	Berkeley, CA	Q4 2024	94	32,000		7,420		—
AVA Ballard	Seattle, WA	Q4 2024	265	105,500		54,119		12,000
Total asset sales			1,532	$	726,200	$	363,208	24,000

In January 2025, the Company sold Avalon Wilton on River Road, located in Wilton, CT, containing 102 apartment homes for $65,100,000. This sale marks the Company's exit from the Connecticut market.

Unconsolidated Operating Communities

During the year ended December 31, 2024, we had the following investments in and activity for our unconsolidated real estate and property technology and environmentally focused investments. See Note 5, "Investments," of the Consolidated Financial Statements included elsewhere in this report for further discussion.

•Arts District Joint Venture was formed to develop, own, and operate AVA Arts District, an apartment community located in Los Angeles, CA, which completed construction in 2024 and contains 475 apartment homes and 57,000 square feet of commercial space when completed. We have a 25% ownership interest in the venture. As of December 31, 2024, excluding costs incurred in excess of equity in the underlying net assets of the venture, we have an equity investment of $29,932,000 in the venture. The venture has drawn $155,968,000 of $167,147,000 maximum borrowing capacity of the construction loan as of December 31, 2024. While we guarantee 30% of the venture's construction loan, any amounts payable under the guarantee are obligations of the venture partners in proportion to their ownership interest.

•We invested $11,196,000 in various property technology and environmentally focused companies directly and indirectly through investment management funds during the year ended December 31, 2024. As of December 31, 2024, we have invested $58,122,000 and have $62,494,000 of remaining equity commitments to contribute to these investment management funds, with the timing and amount for these commitments to be fulfilled dependent on if, and when, investment opportunities are identified by the respective funds. During the year ended December 31, 2024, we recognized realized and unrealized gains of $33,137,000 related to these investments, included as a component of income from unconsolidated investments on the Consolidated Statements of Comprehensive Income.

Structured Investment Program

During the year ended December 31, 2024, we did not enter into any additional commitments under the SIP. As of January 31, 2025, we had funded $188,605,000 for seven outstanding commitments having an aggregate funding commitment of $191,585,000 under the SIP. As of January 31, 2025, our investment commitments had a weighted average rate of return of 11.5% and a weighted average initial maturity date of December 2026. See Note 5, "Investments," of the Consolidated Financial Statements included elsewhere in this report.

You should carefully review Part I, Item 1A. "Risk Factors" of this Form 10-K for a discussion of the risks associated with our investment activity.

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Forward-Looking Statements

This Form 10-K contains "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company's forward-looking statements generally use the words "believe," "expect," "anticipate," "intend," "estimate," "assume," "project," "plan," "may," "shall," "will," "pursue" and other similar expressions that indicate future events and trends and do not report historical matters. These statements, among other things, address the Company's intent, belief or expectations with respect to:

•development, redevelopment, acquisition or disposition of communities;

•the timing and cost of completion of communities under development or redevelopment;

•the timing of lease-up, occupancy and stabilization of communities;

•the pursuit of land for future development;

•the anticipated operating performance of our communities;

•cost, yield, revenue, NOI and earnings estimates;

•the impact of landlord-tenant laws and rent regulations, including rent caps;

•our expansion into new regions;

•our declaration or payment of dividends;

•our joint venture activities;

•our policies regarding investments, indebtedness, acquisitions, dispositions, financings and other matters;

•our qualification as a REIT under the Code;

•the real estate markets in regions where we operate and in general;

•the availability of debt and equity financing;

•interest rates;

•inflation, tariffs and other economic conditions, and their potential impacts;

•trends affecting our financial condition or results of operations;

•regulatory changes that may affect us; and

•the impact of legal proceedings.

We cannot assure the future results or outcome of the matters described in these statements; rather, these statements merely reflect our current expectations of the outcomes of the matters discussed. We do not undertake a duty to update these forward-looking statements, and therefore they may not represent our estimates and assumptions after the date of this report. You should not rely on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, some of which are beyond our control. These risks, uncertainties and other factors may cause our actual results, performance or achievements to differ materially from the anticipated future results, performance or achievements expressed or implied by these forward-looking statements. You should carefully review the discussion under Part I, Item 1A. "Risk Factors" in this Form 10-K for further discussion of risks associated with forward-looking statements.

Some of the factors that could cause our actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements include, but are not limited to, the following:

•we may fail to secure development opportunities due to an inability to reach agreements with third parties to obtain land at attractive prices or to obtain desired zoning and other local approvals;

•we may abandon or defer development opportunities for a number of reasons, including changes in local market conditions which make development less desirable, increases in costs of development, increases in the cost of capital or lack of capital availability, resulting in losses;

•construction costs of a community may exceed original estimates;

•we may not complete construction and lease-up of communities under development or redevelopment on schedule, resulting in increased interest costs and construction costs and a decrease in expected rental revenues;

•occupancy rates and market rents may be adversely affected by competition and local economic and market conditions which are beyond our control;

•our cash flows from operations and access to cost-effective capital may be insufficient for the development of our pipeline, which could limit our pursuit of opportunities;

•an outbreak of disease or other public health event may affect the multifamily industry and general economy;

•our cash flows may be insufficient to meet required payments of principal and interest, and we may be unable to refinance existing indebtedness or the terms of such refinancing may not be as favorable as the terms of existing indebtedness;

•we may be unsuccessful in our management of joint ventures and the REIT vehicles that are used with certain joint ventures;

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•we may experience a casualty loss, natural disaster or severe weather event, including those caused by climate change;

•new or existing laws and regulations implementing rent control or rent stabilization, or otherwise limiting our ability to increase rents, charge fees or evict tenants, may impact our revenue or increase our costs;

•our expectations, estimates and assumptions as of the date of this filing regarding legal proceedings are subject to change;

•the possibility that we may choose to pay dividends in our stock instead of cash, which may result in stockholders having to pay taxes with respect to such dividends in excess of the cash received, if any; and

•investments made under the SIP may not be repaid as expected or the development may not be completed on schedule, which could require us to engage in litigation, foreclosure actions, and/or first party project completion to recover our investment, which may not be recovered in full or at all in such event.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with GAAP requires management to use judgment in the application of accounting policies, including making estimates and assumptions. If our judgment or interpretation of the facts and circumstances relating to various transactions had been different, or different assumptions were made, it is possible that different accounting policies would have been applied, resulting in different financial results or a different presentation of our financial statements. Below is a discussion of the accounting policies that we consider critical to an understanding of our financial condition and operating results that may require complex or significant judgment in their application or require estimates about matters which are inherently uncertain. A discussion of our significant accounting policies, including further discussion of the accounting policies described below, can be found in Note 1, "Organization, Basis of Presentation and Significant Accounting Policies," of our Consolidated Financial Statements.

Cost Capitalization

We capitalize costs during the development of assets. Capitalization begins when we determine that development of a future asset is probable and continues until the asset, or a portion of the asset, is delivered and is ready for its intended use. For redevelopment efforts, we capitalize costs either (i) in advance of taking apartment homes out of service when significant renovation of the common area has begun and continue until the redevelopment is completed, or (ii) when an apartment home is taken out of service for redevelopment and continue until the redevelopment is completed and the apartment home is available for a new resident. Rental income and operating expenses incurred during the initial lease-up or post-redevelopment lease-up period are fully recognized in earnings as they accrue.

During the development and redevelopment efforts we capitalize all direct costs and indirect costs which have been incurred as a result of the development and redevelopment activities. These costs include interest and related loan fees, property taxes as well as other direct and indirect costs. Interest is capitalized for any project-specific financing, as well as for general corporate financing to the extent of our aggregate investment in the projects. Indirect project costs, which include personnel and office and administrative costs that are clearly associated with our development and redevelopment efforts, are also capitalized. Capitalized indirect costs associated with our development and redevelopment activities are comprised primarily of compensation related costs for associates dedicated to our development and redevelopment efforts and total $50,343,000 and $50,996,000 for 2024 and 2023, respectively. The estimation of the direct and indirect costs to capitalize as part of our development and redevelopment activities requires judgment and, as such, we believe cost capitalization to be a critical accounting estimate.

There may be a change in our operating expenses in the event that there are changes in accounting guidance governing capitalization or changes to our levels of development or redevelopment activity. If changes in the accounting guidance limit our ability to capitalize costs or if we reduce our development and redevelopment activities without a corresponding decrease in indirect project costs, there may be an increase in our operating expenses.

We capitalize pre-development costs incurred in pursuit of Development Rights. These costs include legal fees, design fees and related overhead costs. Future development of these pursuits is dependent upon various factors, including zoning and regulatory approval, rental market conditions, construction costs and availability of capital. Pre-development costs incurred for pursuits for which future development is not yet considered probable are expensed as incurred. In addition, if the status of a Development Right changes, making future development no longer probable, any capitalized pre-development costs are written off with a charge to expense.

Due to the subjectivity in determining whether a pursuit will result in the development of an apartment community, and therefore should be capitalized, the accounting for pursuit costs is a critical accounting estimate. As of December 31, 2024, capitalized pursuit costs associated with Development Rights totaled $43,675,000.

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Abandoned Pursuit Costs & Asset Impairment

We evaluate our direct and indirect investments in real estate and other long-lived assets for impairment when potential indicators of impairment exist. If events or circumstances indicate that the carrying amount of a property may not be recoverable, we assess its recoverability by comparing the carrying amount of the property to its estimated undiscounted future cash flows. If the carrying amount exceeds the aggregate undiscounted future cash flows, we recognize an impairment loss to the extent the carrying amount exceeds the estimated fair value of the property. We assess land held for development for impairment if our intent changes with respect to the development of the land. We evaluate our unconsolidated investments for impairment, considering both the carrying value of the investment, estimated expected proceeds that it would receive if the entity were dissolved and the net assets were liquidated, as well as our proportionate share of any impairment of assets held by unconsolidated investments.

The assessment of impairment can involve subjectivity in determining if indicators are present and in estimating the future undiscounted cash flows or the fair value of an asset. Estimates of the undiscounted cash flows are sensitive to significant assumptions including future rental revenues, operating expenses, and our intent and ability to hold the related asset, which could be impacted by our expectations about the future.

We expense costs related to abandoned pursuits, which include the abandonment of Development Rights and costs related to development pursuits not yet considered probable for development, as well as costs incurred in pursuing the acquisition or disposition of assets for which such acquisition and disposition activity did not occur, of which we expensed $18,341,000, $33,479,000 and $16,565,000 of these costs during the years ended December 31, 2024, 2023 and 2022, respectively. These costs are included in expensed transaction, development and other pursuit costs, net of recoveries on the accompanying Consolidated Statements of Comprehensive Income. These costs can vary greatly, and the costs incurred in any given period may be significantly different in future years.

Our focus on value creation through real estate development presents an impairment risk in the event of a future deterioration of the real estate and/or capital markets or a decision by us to reduce or cease development. We cannot predict the occurrence of future events that may cause an impairment assessment to be performed, or the likelihood of any future impairment charges, if any. You should also review Item 1A. "Risk Factors" in this Form 10-K.

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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to market risks from our financial instruments primarily from changes in market interest rates. Our financial instruments do not expose us to significant risk from foreign currency exchange rates or commodity or equity prices. We monitor interest rate risk as an integral part of our overall risk management, which recognizes the unpredictability of financial markets and seeks to reduce the potentially adverse effect on our results of operations. Our operating results are affected by changes in interest rates, primarily in short-term SOFR and the SIFMA index as a result of borrowings under our Credit Facility and Commercial Paper Program, outstanding bonds and unsecured notes with variable interest rates. In addition, the fair value of our fixed rate unsecured and secured notes are impacted by changes in market interest rates.

We currently use interest rate protection agreements in the form of interest rate cap agreements for our risk management objectives, as well as for compliance with the requirements of certain lenders, and not for trading or speculative purposes. In addition, we may use interest rate swap agreements for our risk management objectives. During the year ended December 31, 2024, in connection with the issuance of our $400,000,000 unsecured notes in May 2024 maturing in 2034, we terminated $250,000,000 of forward interest rate swap agreements designated as cash flow hedges of the interest rate variability on the issuance of unsecured notes, receiving payments of $16,839,000 which will be recognized over the life of the unsecured notes as a reduction in the effective interest rate.

In addition, we have interest rate caps that serve to effectively limit the amount of interest rate expense we would incur on our outstanding floating rate borrowings. Further discussion of the financial instruments impacted and our exposure is presented below.

As of December 31, 2024 and 2023, we had $400,950,000 and $410,150,000, respectively, in variable rate debt outstanding, with no amounts outstanding under our Credit Facility or Commercial Paper Program. If interest rates on the variable rate debt had been 100 basis points higher throughout 2024 and 2023, our annual interest incurred would have increased by approximately $4,102,000 and $5,428,000, respectively, based on balances outstanding during the applicable years.

Because the counterparties providing the interest rate cap and swap agreements are major financial institutions which have an A or better credit rating by the Standard & Poor's Ratings Group or equivalent, we do not believe there is exposure at this time to a default by a counterparty provider.

In addition, changes in interest rates affect the fair value of our fixed rate debt, computed using quoted market prices for our unsecured notes or a discounted cash flow model for our secured notes, considering our current market yields, which impacts the fair value of our aggregate indebtedness. As of December 31, 2024, we had outstanding debt of $8,134,429,000 with an estimated aggregate fair value of $7,456,236,000 at December 31, 2024. Contractual fixed rate debt represented $7,104,942,000 of the fair value at December 31, 2024. If interest rates had been 100 basis points higher as of December 31, 2024, the fair value of this fixed rate debt would have decreased by approximately $403,558,000.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The response to this Item 8 is included as a separate section of this Annual Report on Form 10-K. See Item 15.

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

(a)Evaluation of Disclosure Controls and Procedures. As required by Rule 13a-15 under the Exchange Act, as of the end of the period covered by this report, the Company carried out an evaluation under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. We continue to review and document our disclosure controls and procedures, including our internal controls and procedures for financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that our systems evolve with our business.

(b)Management's Report on Internal Control Over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2024 based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission 2013 Framework (COSO). Based on that evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2024.

Our internal control over financial reporting as of December 31, 2024 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which is included elsewhere herein.

(c)There were no changes to the internal control over financial reporting of the Company identified in connection with the Company’s evaluation referred to above that occurred during the fourth quarter of 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

During the three months ended December 31, 2024, none of the Company's directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required by Item 10 pertaining to directors and executive officers of the Company and the Company's Code of Conduct and insider trading policies and procedures is incorporated herein by reference to the Company's Proxy Statement to be filed with the SEC within 120 days after the end of the year covered by this Form 10-K with respect to the Annual Meeting of Stockholders scheduled to be held on May 21, 2025.

The Company has insider trading policies and procedures (the "Insider Trading Policy") that govern the purchase, sale and other dispositions of its securities by directors, officers, and employees, as well as by the Company itself. We believe these policies and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable listing standards. A copy of our Insider Trading Policy is filed as Exhibit 19.1 to this Form 10-K.

ITEM 11. EXECUTIVE COMPENSATION

The information required by Item 11 pertaining to executive compensation is incorporated herein by reference to the Company's Proxy Statement to be filed with the SEC within 120 days after the end of the year covered by this Form 10-K with respect to the Annual Meeting of Stockholders scheduled to be held on May 21, 2025.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by Item 12 pertaining to security ownership of management and certain beneficial owners of the Company's common stock is incorporated herein by reference to the Company's Proxy Statement to be filed with the SEC within 120 days after the end of the year covered by this Form 10-K with respect to the Annual Meeting of Stockholders scheduled to be held on May 21, 2025, to the extent not set forth below.

The Company maintains the Second Amended and Restated 2009 Equity Incentive Plan (the "Plan") and the 1996 Non-Qualified Employee Stock Purchase Plan (the "ESPP"), pursuant to which common stock or other equity awards may be issued or granted to eligible persons.

The following table gives information about equity awards under the Plan and the ESPP as of December 31, 2024:


	(a)		(b)			(c)
Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights		Weighted-average exercise price of outstanding options, warrants and rights			Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders (1)	854,951	(2)	$	181.84	(3)	4,957,465
Equity compensation plans not approved by security holders (4)	—		N/A			550,002
Total	854,951		$	181.84	(3)	5,507,467

_________________________________

(1) Consists of the Plan.

(2) Includes 83,843 deferred restricted stock units granted under the Plan, which, subject to vesting requirements, will convert in the future to common stock on a one-for-one basis. Also includes the maximum number of shares that may be issued upon settlement of outstanding Performance Awards awarded to officers and maturing on December 31, 2024, 2025 and 2026. Does not include 182,382 shares of restricted stock that are outstanding and that are already reflected in the Company's outstanding shares.

(3) Excludes performance awards and deferred units granted under the Plan, which, subject to vesting requirements, will convert in the future to common stock on a one-for-one basis.

(4) Consists of the ESPP.

The ESPP, which was adopted by the Board of Directors on October 29, 1996, has not been approved by our shareholders. A further description of the ESPP appears in Note 9, "Stock-Based Compensation Plans," of the Consolidated Financial Statements set forth in Item 8 of this report.

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by Item 13 pertaining to certain relationships and related transactions is incorporated herein by reference to the Company's Proxy Statement to be filed with the SEC within 120 days after the end of the year covered by this Form 10-K with respect to the Annual Meeting of Stockholders to be held on May 21, 2025.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by Item 14 pertaining to the fees paid to and services provided by the Company's principal accountant is incorporated herein by reference to the Company's Proxy Statement to be filed with the SEC within 120 days after the end of the year covered by this Form 10-K with respect to the Annual Meeting of Stockholders to be held on May 21, 2025. Our independent public accounting firm is Ernst & Young LLP, Tysons, Virginia, PCAOB Auditor ID 42.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES


15(a)(1) Financial Statements

Index to Financial Statements

Consolidated Financial Statements and Financial Statement Schedule:

Reports of Independent Registered Public Accounting Firm			F-1

Consolidated Balance Sheets as of December 31, 2024 and 2023			F-4

Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023 and 2022			F-5

Consolidated Statements of Equity for the years ended December 31, 2024, 2023 and 2022			F-6

Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022			F-7

Notes to Consolidated Financial Statements			F-10

15(a)(2) Financial Statement Schedule

Schedule III—Real Estate and Accumulated Depreciation			F-39

All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.

15(a)(3) Exhibits

The exhibits listed on the accompanying Index to Exhibits are filed as a part of this report.

ITEM 16. FORM 10-K SUMMARY

Not Applicable.

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INDEX TO EXHIBITS


Exhibit No.		Description

3(i).1	—	Articles of Amendment and Restatement of Articles of Incorporation of the Company, dated as of June 4, 1998. (Incorporated by reference to Exhibit 3(i).1 to Form 10-K of the Company filed March 1, 2007.)
3(i).2	—	Articles of Amendment, dated as of October 2, 1998. (Incorporated by reference to Exhibit 3(i).2 to Form 10-K of the Company filed March 1, 2007.)
3(i).3	—	Articles of Amendment, dated as of May 22, 2013. (Incorporated by reference to Exhibit 3(i).3 to Form 8-K of the Company filed May 22, 2013.)
3(i).4	—	Articles of Amendment, dated as of May 14, 2020. (Incorporated by reference to Exhibit 3(i).4 to Form 8-K of the Company filed May 15, 2020.)
3(i).5	—	Composite restatement of Articles of Amendment and Restatement of Articles of Incorporation of the Company, dated as of June 4, 1998, as amended by the Articles of Amendment, dated as of October 2, 1998, the Articles of Amendment, dated as of May 22, 2013, and the Articles of Amendment, dated as of May 14, 2020. (Incorporated by reference to Exhibit 3(i).5 to Form 10-Q of the Company filed November 3, 2023.)
3(ii).1	—	Amended and Restated Bylaws of the Company, as adopted by the Board of Directors on October 30, 2023. (Incorporated by reference to Exhibit 3.1 to Form 8-K of the Company filed October 30, 2023.)
4.1	—	Indenture for Senior Debt Securities, dated as of January 16, 1998, between the Company and State Street Bank and Trust Company, as Trustee. (Incorporated by reference to Exhibit 4.1 to Registration Statement on Form S-3 of the Company (File No. 333-139839), filed January 8, 2007.)
4.2	—	Amended and Restated Third Supplemental Indenture, dated as of July 10, 2000 between the Company and State Street Bank and Trust Company, as Trustee. (Incorporated by reference to Exhibit 4.4 to Registration Statement on Form S-3 of the Company (File No. 333-139839), filed January 8, 2007.)
4.3	—	Fourth Supplemental Indenture, dated as of September 18, 2006, between the Company and U.S. Bank National Association as Trustee. (Incorporated by reference to Exhibit 4.5 to Registration Statement on Form S-3 of the Company (File No. 333-139839), filed January 8, 2007.)
4.4	__	Fifth Supplemental Indenture, dated as of November 21, 2014, between the Company and the Bank of New York Mellon, as Trustee. (Incorporated by reference to Exhibit 4.1 to Form 8-K of the Company filed November 21, 2014.)
4.5	—	Indenture for Debt Securities, dated as of February 23, 2018, between the Company and The Bank of New York Mellon, as Trustee (Incorporated by reference to Exhibit 4.1 to Form 8-K of the Company filed September 15, 2021.)
4.6	—	First Supplemental Indenture, dated as March 26, 2018, between the Company and the Bank of New York Mellon, as Trustee, (Incorporated by reference to Exhibit 4.8 to Form 10-Q of the Company filed May 4, 2018.)
4.7	—	Second Supplemental Indenture, dated as of May 29, 2018, between the Company and the Bank of New York Mellon, as Trustee, (Incorporated by reference to Exhibit 4.3 to Form 8-K of the Company, filed May 29, 2018.)
4.8	—	Indenture for Debt Securities, dated as of February 23, 2024, between the Company and U.S. Bank Trust Company, National Association. (Incorporated by reference to Exhibit 4.8 to Form 10-K of the Company filed February 23, 2024.)
4.9	—	First Supplemental Indenture, dated as of May 14, 2024, between the Company and U.S. Bank Trust Company, National Association, including the form of 5.350% Senior Notes due 2034 (Incorporated by reference to Exhibit 4.2 to Form 8-K of the Company filed May 14, 2024.)
4.10	—	Dividend Reinvestment and Stock Purchase Plan of the Company. (Incorporated by reference to the prospectus contained in the Registration Statement on Form S-3DPOS of the Company (File No. 333-87063), filed February 23, 2018.)
4.11	—	Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. (Incorporated by reference to Exhibit 4.10 to Form 10-K of the Company filed February 23, 2024.)

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4.12	—	Form of 2.050% Senior Notes due 2032 (Incorporated by reference to Exhibit 4.4 to Form 8-K of the Company filed September 15, 2021.)
4.13	—	Form of 1.900% Senior Notes due 2028 (Incorporated by reference to Exhibit 4.4 to Form 8-K of the Company filed November 18, 2021.)
4.14	—	Form of 5.000% Senior Notes due 2033 (Incorporated by reference to Exhibit 4.4 to Form 8-K of the Company filed December 7, 2022.)
4.15	—	Form of 5.300% Senior Notes due 2033 (Incorporated by reference to Exhibit 4.4 to Form 8-K of the Company filed December 7, 2023.)
10.1+	—	AvalonBay Communities, Inc. Second Amended and Restated 2009 Equity Incentive Plan, as restated to reflect the First Amendment, Second Amendment, Third Amendment and Fourth Amendment thereto. (Incorporated by reference to Exhibit 10.1 to Form 10-K of the Company filed February 24, 2023.)
10.2+	—	Form of Stock Grant and Restricted Stock Agreement for use with officers and associates. (Filed herewith.)
10.3+	—	Form of Incentive Stock Option/Non-Qualified Stock Option Agreement for use with officers and associates. (Filed herewith.)
10.4+	—	2024 Amended and Restated Directors Deferred Compensation Program. (Incorporated by reference to Exhibit 10.4 to Form 10-K of the Company filed February 23, 2024.)
10.5+	—	Form of Director Restricted Stock Agreement. (Incorporated by reference to Exhibit 10.5 to Form 8-K of the Company filed February 22, 2018.)
10.6+	—	Form of Director Restricted Unit Agreement (deferred stock award) (2018). (Incorporated by reference to Exhibit 10.6 of Form 8-K of the Company filed February 22, 2018.)
10.7+	—	Form of Director Restricted Stock Unit Agreement (2024). (Incorporated by reference to Exhibit 10.7 to Form 10-K of the Company filed February 23, 2024.)
10.8+	—	Form of Agreement for Grant of Performance-Based Restricted Stock Units with attached Award Terms (subject to changes in the following: weightings; target, threshold and maximum levels of achievement; and metrics used). (Incorporated by reference to Exhibit 10.7 to Form 10-K of the Company filed February 24, 2023.)
10.9+	—	Form of Indemnification Agreement between the Company and its Directors. (Filed herewith.)
10.10+	—	The Company's Officer Severance Plan, as amended and restated on February 25, 2021. (Incorporated by reference to Exhibit 10.2 to Form 10-Q of the Company filed May 5, 2021.)
10.11	—	Sixth Amended and Restated Revolving Loan Agreement, dated as of September 27, 2022, among the Company, as Borrower, Bank of America, N.A., as administrative agent, an issuing bank and a bank, JPMorgan Chase Bank, N.A., as an issuing bank, a bank and a syndication agent, Wells Fargo Bank, N.A., as an issuing bank, a bank and a syndication agent, the co-documentation agents named therein, JPMorgan Chase Bank, N.A., BofA Securities, Inc., and Wells Fargo Securities, LLC as joint bookrunners and joint lead arrangers, and the other bank parties signatory thereto. (Incorporated by reference to Exhibit 10.1 to Form 8-K of the Company filed September 29, 2022.)
10.12+	—	Amended and Restated AvalonBay Communities, Inc. Deferred Compensation Plan, effective as of January 1, 2011. (Incorporated by reference to Exhibit 10.1 to Form 10-Q of the Company filed August 6, 2010.)
10.13+	—	First Amendment to Amended and Restated AvalonBay Communities, Inc. Deferred Compensation Plan, effective as of November 7, 2011. (Incorporated by reference to Exhibit 10.28 to Form 10-K of the Company filed February 24, 2017.)

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10.14+	—	Second Amendment to Amended and Restated AvalonBay Communities, Inc. Deferred Compensation Plan, effective as of November 15, 2012. (Incorporated by reference to Exhibit 10.29 to Form 10-K of the Company filed February 24, 2017.)
10.15	—	Archstone Residual JV, LLC Limited Liability Company Agreement. (Incorporated by reference to Exhibit 10.3 to Form 8-K of the Company filed March 5, 2013.)
10.16	—	Archstone Parallel Residual JV, LLC Limited Liability Company Agreement. (Incorporated by reference to Exhibit 10.4 to Form 8-K of the Company filed March 5, 2013.)
10.17	—	Archstone Parallel Residual JV 2, LLC Limited Liability Company Agreement. (Incorporated by reference to Exhibit 10.5 to Form 8-K of the Company filed March 5, 2013.)
10.18	—	Legacy Holdings JV, LLC Limited Liability Company Agreement. (Incorporated by reference to Exhibit 10.6 to Form 8-K of the Company filed March 5, 2013.)
10.19+	—	Employment Agreement between the Company and Benjamin W. Schall, dated as of December 4, 2020 (Incorporated by reference to Exhibit 10.1 to Form 8-K of the Company filed December 10, 2020.)
10.20+	—	Form of Incentive Stock Option/Non-Qualified Stock Option Agreement for use with officers and associates for 2021 Supplemental Awards. (Incorporated by reference to Exhibit 10.3 to Form 10-Q of the Company filed May 5, 2021.)
10.21+	—	Form of Agreement for Grant of Performance-Based Restricted Stock Units with attached Award Terms and noted variations for Mr. Naughton's 2022-2024 award (subject to changes in the following for future agreements: metrics used; target, threshold and maximum levels of achievement for each metric; and weightings between the metrics). (Incorporated by reference to Exhibit 10.1 to Form 10-Q of the Company filed May 4, 2022.)
19.1	—	AvalonBay Communities, Inc. Insider Trading Policy. (Filed herewith.)
21.1	—	Schedule of Subsidiaries of the Company. (Filed herewith.)
23.1	—	Consent of Ernst & Young LLP. (Filed herewith.)
31.1	—	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer). (Filed herewith.)
31.2	—	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer). (Filed herewith.)
32	—	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief Financial Officer). (Furnished herewith.)
97	—	AvalonBay Communities, Inc. Compensation Recovery Policy. (Incorporated by reference to Exhibit 97 to Form 10-K of the Company filed February 23, 2024.)
101	—	Financial materials from AvalonBay Communities, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2024 formatted in Inline XBRL (Extensible Business Reporting Language) including: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Statements of Equity, (iv) the Consolidated Statements of Cash Flows and (v) Notes to the Consolidated Financial Statements. (Filed herewith.)
104	—	Cover Page Interactive Data File (embedded within the Inline XBRL document). (Filed herewith.)

_______________________________________________________________________________

+ Management contract or compensatory plan or arrangement required to be filed or incorporated by reference as an exhibit to this Form 10-K pursuant to Item 15(a)(3) of Form 10-K.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

AvalonBay Communities, Inc.

Date: February 27, 2025

By:

/s/ BENJAMIN W. SCHALL

Benjamin W. Schall, Director, Chief Executive Officer and President
(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Date: February 27, 2025

By:

/s/ BENJAMIN W. SCHALL

Benjamin W. Schall, Director, Chief Executive Officer and President
(Principal Executive Officer)

Date: February 27, 2025

By:

/s/ KEVIN P. O’SHEA

Kevin P. O’Shea, Chief Financial Officer
(Principal Financial Officer)

Date: February 27, 2025

By:

/s/ KERI A. SHEA

Sean T. Willson, Senior Vice President - Corporate Controller
(Principal Accounting Officer)

Date: February 27, 2025

By:

/s/ GLYN F. AEPPEL

Glyn F. Aeppel, Director

Date: February 27, 2025

By:

/s/ TERRY S. BROWN

Terry S. Brown, Director

Date: February 27, 2025

By:

/s/ RONALD L. HAVNER, JR.

Ronald L. Havner, Jr., Director

Date: February 27, 2025

By:

/s/ STEPHEN P. HILLS

Stephen P. Hills, Director

Date: February 27, 2025

By:

/s/ CHRISTOPHER B. HOWARD

Christopher B. Howard, Director

Date: February 27, 2025

By:

/s/ RICHARD J. LIEB

Richard J. Lieb, Director

Date: February 27, 2025

By:

/s/ NNENNA LYNCH

Nnenna Lynch, Director

Date: February 27, 2025

By:

/s/ CHARLES E. MUELLER, JR.

Charles E. Mueller, Jr., Director

Date: February 27, 2025

By:

/s/ TIMOTHY J. NAUGHTON

Timothy J. Naughton, Director (Chairman of the Board of Directors)

Date: February 27, 2025

By:

/s/ SUSAN SWANEZY

Susan Swanezy, Director

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of AvalonBay Communities, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of AvalonBay Communities, Inc. (the Company) as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 27, 2025 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosure to which it relates.

F-1

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			Valuation of Deferred Development Costs and Land Held for Development
Description of the Matter			As of December 31, 2024, the Company’s deferred development costs and land held for development totaled $43.7 million and $151.9 million, respectively, collectively “Development Rights”. As discussed in Footnote 1 of the consolidated financial statements, the Company capitalizes costs associated with its development activities to the basis of land held when future development is probable, or if the Company has either not yet acquired the land or if the project is subject to a leasehold interest, the costs are capitalized as deferred development costs. Future development is dependent upon various factors, including zoning and regulatory approvals, rental market conditions, construction costs and the availability of capital. Auditing the valuation of deferred development costs and land held for development involved a high degree of subjectivity as management’s assessment of the probability that future development will occur was highly judgmental and subject to the various factors affecting future development discussed above. The Company’s assessment of probability of future development included an analysis of the likelihood of factors outside their control that could prevent the development from occurring and factors that could cause the Company to decide not to pursue or complete the development.
How We Addressed the Matter in Our Audit			We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process to assess the valuation of deferred development costs and land held for development. For example, we tested controls over the Company’s pursuit monitoring process and management’s review of the probability assessment related to future development. Our procedures included, among others, evaluating the Company’s determination that the future development is probable. We performed procedures to test the accuracy and completeness of the information included in the Company’s qualitative analysis by agreeing data to underlying agreements, communications, minutes of management’s quarterly development meetings, and third-party evidence, where available. We further assessed the likelihood of the Company’s ability to obtain zoning and regulatory approvals for developments by considering, among other things, the Company’s prior experience with other development projects and the current status of the future projects for which pursuit or development rights costs were capitalized or land was held for development. We also met with executives who lead the Company’s development team to further understand the probability of future development.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2002.

Tysons, Virginia

February 27, 2025

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of AvalonBay Communities, Inc.

Opinion on Internal Control Over Financial Reporting

We have audited AvalonBay Communities, Inc.’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, AvalonBay Communities, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February 27, 2025 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting in Item 9A. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP

Tysons, Virginia

February 27, 2025

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AVALONBAY COMMUNITIES, INC.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)


	December 31, 2024		December 31, 2023
ASSETS
Real estate:
Land and improvements	$	4,888,146	$	4,720,331
Buildings and improvements	20,454,276		19,438,195
Furniture, fixtures and equipment	1,387,506		1,238,330
	26,729,928		25,396,856
Less accumulated depreciation	(8,164,411)		(7,521,962)
Net operating real estate	18,565,517		17,874,894
Construction in progress, including land	1,042,673		1,268,915
Land held for development	151,922		199,062
Real estate assets held for sale, net	6,950		—
Total real estate, net	19,767,062		19,342,871

Cash and cash equivalents	108,576		397,890
Restricted cash	158,500		133,070
Unconsolidated investments	227,320		220,145
Deferred development costs	43,675		53,122
Prepaid expenses and other assets	540,950		396,442
Right of use lease assets	154,654		134,674
Total assets	$	21,000,737	$	20,678,214

LIABILITIES AND EQUITY
Unsecured notes, net	$	7,358,784	$	7,256,152
Variable rate unsecured credit facility and commercial paper, net	—		—
Mortgage notes payable, net	718,465		725,670
Dividends payable	244,967		238,072
Payables for construction	85,954		87,703
Accrued expenses and other liabilities	356,987		310,868
Lease liabilities	173,282		153,232
Accrued interest payable	58,377		57,911
Resident security deposits	62,829		63,815
Total liabilities	9,059,645		8,893,423

Commitments and contingencies

Redeemable noncontrolling interests	—		1,473

Equity:
Preferred stock, $0.01 par value; $25 liquidation preference; 50,000,000 shares authorized at December 31, 2024 and December 31, 2023; zero shares issued and outstanding at December 31, 2024 and December 31, 2023	—		—
Common stock, $0.01 par value; 280,000,000 shares authorized at December 31, 2024 and December 31, 2023; 142,254,022 and 142,025,456 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively	1,422		1,420
Additional paid-in capital	11,314,116		11,287,626
Accumulated earnings less dividends	591,250		478,156
Accumulated other comprehensive income	34,304		16,116
Total equity	11,941,092		11,783,318
Total liabilities and equity	$	21,000,737	$	20,678,214

See accompanying notes to Consolidated Financial Statements.

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AVALONBAY COMMUNITIES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands, except per share data)


	For the year ended December 31,
	2024		2023		2022
Revenue:
Rental and other income	$	2,906,676	$	2,760,187	$	2,587,113
Management, development and other fees	7,081		7,722		6,333
Total revenue	2,913,757		2,767,909		2,593,446

Expenses:
Operating expenses, excluding property taxes	745,846		681,338		630,154
Property taxes	327,611		306,794		288,960
Expensed transaction, development and other pursuit costs, net of recoveries	18,341		33,479		16,565
Interest expense, net	226,589		205,992		230,074
Loss on extinguishment of debt, net	—		150		1,646
Depreciation expense	846,853		816,965		814,978
General and administrative expense	77,697		76,534		74,064
Casualty and impairment loss	2,935		9,118		—
Total expenses	2,245,872		2,130,370		2,056,441

Income from unconsolidated investments	50,682		13,454		53,394
Gain on sale of communities	363,300		287,424		555,558
Other real estate activity	753		174		5,127

Income before income taxes	1,082,620		938,591		1,151,084
Income tax expense	(445)		(10,153)		(14,646)

Net income	1,082,175		928,438		1,136,438
Net (income) loss attributable to noncontrolling interests	(181)		387		337

Net income attributable to common stockholders	$	1,081,994	$	928,825	$	1,136,775

Other comprehensive income:
Gain on cash flow hedges	18,659		13,332		23,647
Cash flow hedge (gains) losses reclassified to earnings	(471)		1,360		3,883
Comprehensive income	$	1,100,182	$	943,517	$	1,164,305

Earnings per common share - basic:
Net income attributable to common stockholders	$	7.61	$	6.56	$	8.13

Earnings per common share - diluted:
Net income attributable to common stockholders	$	7.60	$	6.56	$	8.12

See accompanying notes to Consolidated Financial Statements.

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AVALONBAY COMMUNITIES, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(Dollars in thousands)


	Shares issued						Additional paid-in capital		Accumulated earnings less dividends		Accumulated other comprehensive (loss) income
	Preferred stock	Common stock	Preferred stock		Common stock								Total equity
Balance at December 31, 2021	—	139,751,926	$	—	$	1,398	$	10,716,980	$	240,821	$	(26,106)	$	10,933,093
Net income attributable to common stockholders	—	—	—		—		—		1,136,775		—		1,136,775
Gain on cash flow hedges, net	—	—	—		—		—		—		23,647		23,647
Cash flow hedge losses reclassified to earnings	—	—	—		—		—		—		3,883		3,883
Noncontrolling interest activity	—	—	—		—		(489)		(105)		—		(594)
Dividends declared to common stockholders ($6.36 per share)	—	—	—		—		—		(890,809)		—		(890,809)
Issuance of common stock, net of withholdings	—	164,938	—		2		4,577		(1,461)		—		3,118
Stock-based compensation expense	—	—	—		—		44,440		—		—		44,440
Balance at December 31, 2022	—	139,916,864	—		1,400		10,765,508		485,221		1,424		11,253,553
Net income attributable to common stockholders	—	—	—		—		—		928,825		—		928,825
Gain on cash flow hedges, net	—	—	—		—		—		—		13,332		13,332
Cash flow hedge losses reclassified to earnings	—	—	—		—		—		—		1,360		1,360
Noncontrolling interest activity	—	—	—		—		—		(1,217)		—		(1,217)
Dividends declared to common stockholders ($6.60 per share)	—	—	—		—		—		(935,305)		—		(935,305)
Issuance of common stock, net of withholdings	—	2,120,392	—		20		485,029		1,635		—		486,684
Repurchase of common stock, including repurchase costs	—	(11,800)	—		—		(908)		(1,003)		—		(1,911)
Stock-based compensation expense	—	—	—		—		37,997		—		—		37,997
Balance at December 31, 2023	—	142,025,456	—		1,420		11,287,626		478,156		16,116		11,783,318
Net income attributable to common stockholders	—	—	—		—		—		1,081,994		—		1,081,994
Gain on cash flow hedges, net	—	—	—		—		—		—		18,659		18,659
Cash flow hedge gains reclassified to earnings	—	—	—		—		—		—		(471)		(471)
Noncontrolling interest activity	—	—	—		—		(77)		—		—		(77)
Dividends declared to common stockholders ($6.80 per share)	—	—	—		—		—		(969,345)		—		(969,345)
Issuance of common stock, net of withholdings	—	228,566	—		2		(9,875)		445		—		(9,428)
Stock-based compensation expense	—	—	—		—		36,442		—		—		36,442
Balance at December 31, 2024	—	142,254,022	$	—	$	1,422	$	11,314,116	$	591,250	$	34,304	$	11,941,092

See accompanying notes to Consolidated Financial Statements.

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AVALONBAY COMMUNITIES, INC

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)


	For the year ended December 31,
	2024		2023		2022
Cash flows from operating activities:
Net income	$	1,082,175	$	928,438	$	1,136,438
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense	846,853		816,965		814,978
Amortization of deferred financing costs and debt discount	13,280		12,732		11,218
Loss on extinguishment of debt, net	—		150		1,646
Amortization of stock-based compensation	25,373		27,142		33,864
Equity in (income) loss of, and return on, unconsolidated investments and noncontrolling interests, net of eliminations	(21,693)		5,332		5,255
Casualty and impairment loss	1,415		4,622		—
Expensed transaction, development and other pursuit costs, net of recoveries	18,341		33,479		5,599
Cash flow hedge (gains) losses reclassified to earnings	(471)		1,360		3,883
Gain on sale of real estate assets	(364,159)		(287,987)		(600,958)
(Decrease) increase in prepaid expenses and other assets	(31,158)		5,777		(7,167)
Increase in accrued expenses, other liabilities, accrued interest payable and resident security deposits	37,922		12,019		17,176
Net cash provided by operating activities	1,607,878		1,560,029		1,421,932

Cash flows from investing activities:
Development/redevelopment of real estate assets including land acquisitions and deferred development costs	(951,101)		(901,847)		(921,203)
Acquisition of real estate assets	(464,419)		(215,889)		(536,838)
Capital expenditures - existing real estate assets	(193,348)		(178,312)		(160,313)
Capital expenditures - non-real estate assets	(4,678)		(18,962)		(14,392)
(Decrease) increase in payables for construction	(1,749)		14,901		9,080
Proceeds from sale of real estate and for-sale condominiums, net of selling costs	711,279		467,096		1,051,383
Note receivable lending	(90,088)		(82,802)		(29,352)
Note receivable payments	237		253		4,021
Distributions from unconsolidated entities and investment sale proceeds	11,178		5,468		51,464
Unconsolidated investments	(14,175)		(18,861)		(14,269)
Net cash used in investing activities	(996,864)		(928,955)		(560,419)

Cash flows from financing activities:
Issuance of common stock, net	10,535		496,706		20,020
Repurchase of common stock, net	—		(1,911)		—
Dividends paid	(961,914)		(922,657)		(889,607)
Repayments of mortgage notes payable, including prepayment penalties	(9,793)		(47,000)		(43,332)
Issuance of unsecured notes	398,788		399,756		348,565
Repayment of unsecured notes	(300,000)		(750,000)		(100,000)
Payment of deferred financing costs	(3,763)		(3,964)		(14,301)
Receipt for termination of forward interest rate swaps	16,839		8,331		26,869
Payments related to tax withholding for share-based compensation	(16,883)		(10,639)		(16,989)
Noncontrolling interests and joint venture transactions	(8,707)		(2,981)		(2,281)
Net cash used in financing activities	(874,898)		(834,359)		(671,056)

Net (decrease) increase in cash, cash equivalents and restricted cash	(263,884)		(203,285)		190,457

Cash, cash equivalents and restricted cash, beginning of year	530,960		734,245		543,788
Cash, cash equivalents and restricted cash, end of year	$	267,076	$	530,960	$	734,245

Cash paid during the year for interest, net of amount capitalized	$	213,253	$	187,523	$	212,241

See accompanying notes to Consolidated Financial Statements.

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The following table provides a reconciliation of cash, cash equivalents and restricted cash reported with the Consolidated Statements of Cash Flows (dollars in thousands):


	December 31, 2024		December 31, 2023		December 31, 2022
Cash and cash equivalents	$	108,576	$	397,890	$	613,189
Restricted cash	158,500		133,070		121,056
Cash, cash equivalents and restricted cash reported in the Consolidated Statements of Cash Flows	$	267,076	$	530,960	$	734,245

Supplemental disclosures of non-cash investing and financing activities:

During the year ended December 31, 2024:

•As described in Note 4, "Equity," the Company issued 250,806 shares of common stock as part of the Company's stock-based compensation plans, of which 146,725 shares related to the conversion of performance awards to shares of common stock, and the remaining 104,081 shares valued at $18,020,000 were issued in connection with new stock grants; 12,290 shares valued at $1,972,000 were issued in conjunction with the conversion of deferred stock awards; 3,533 shares valued at $690,000 were issued through the Company’s dividend reinvestment plan; 94,288 shares valued at $16,892,000 were withheld to satisfy employees’ tax withholding and other liabilities; and 4,408 restricted shares with an aggregate value of $801,000 were forfeited.

•Common stock dividends declared but not paid totaled $243,479,000.

•The Company recorded (i) an increase to prepaid expenses and other assets of $18,659,000 and a corresponding adjustment to accumulated other comprehensive income; and (ii) reclassified $471,000 of cash flow hedge gains from other comprehensive income to interest expense, net, to record the impact of the Company's derivative and hedging activity.

•The Company recorded $25,719,000 of lease liabilities and offsetting right of use lease assets related to the execution

of one new ground lease for a development right.

During the year ended December 31, 2023:

•The Company issued 153,162 shares of common stock as part of the Company's stock based compensation plans, of which 60,016 shares related to the conversion of performance awards to shares of common stock, and the remaining 93,146 shares valued at $16,552,000 were issued in connection with new stock grants; 3,454 shares valued at $619,000 were issued through the Company’s dividend reinvestment plan; 62,937 shares valued at $10,639,000 were withheld to satisfy employees’ tax withholding and other liabilities; and 2,119 restricted shares with an aggregate value of $413,000 were forfeited.

•Common stock dividends declared but not paid totaled $236,133,000.

•The Company recorded (i) an increase to prepaid expenses and other assets of $13,332,000 and a corresponding adjustment to accumulated other comprehensive income; and (ii) reclassified $1,360,000 of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company's derivative and hedging activity.

•The Company assumed a $63,041,000 fixed rate mortgage loan in conjunction with the acquisition of Avalon West Plano.

During the year ended December 31, 2022:

•The Company issued 140,528 shares of common stock as part of the Company's stock based compensation plans, of which 54,053 shares related to the conversion of performance awards to common stock, and the remaining 86,475 shares valued at $20,056,000 were issued in connection with new stock grants; 2,810 shares valued at $593,000 were issued through the Company’s dividend reinvestment plan; 72,783 shares valued at $16,989,000 were withheld to satisfy employees’ tax withholding and other liabilities; and 3,701 restricted shares with an aggregate value of $791,000 were forfeited.

•Common stock dividends declared but not paid totaled $224,222,000.

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•The Company recorded an increase of $105,000 in redeemable noncontrolling interest with a corresponding decrease to accumulated earnings less dividends to adjust the redemption value associated with the put options held by joint venture partners and DownREIT partnership units.

•The Company reclassified $3,883,000 of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company's derivative and hedging activity.

See accompanying notes to Consolidated Financial Statements.

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AVALONBAY COMMUNITIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Organization, Basis of Presentation and Significant Accounting Policies

Organization and Basis of Presentation

AvalonBay Communities, Inc. (the "Company," which term, unless the context otherwise requires, refers to AvalonBay Communities, Inc. together with its subsidiaries), is a Maryland corporation that has elected to be treated as a real estate investment trust ("REIT") for federal income tax purposes under the Internal Revenue Code of 1986, as amended (the "Code"). The Company develops, redevelops, acquires, owns and operates multifamily communities in New England, the New York/New Jersey metro area, the Mid-Atlantic, the Pacific Northwest, and Northern and Southern California, as well as in the Company's expansion regions of Raleigh-Durham and Charlotte, North Carolina, Southeast Florida, Dallas and Austin, Texas, and Denver, Colorado.

At December 31, 2024, the Company owned or held a direct or indirect ownership interest in 306 apartment communities containing 93,518 apartment homes in 12 states and the District of Columbia, of which 17 communities were under construction. The Company also owned or held a direct or indirect ownership interest in land or rights to land on which the Company expects to develop an additional 28 communities that, if developed as expected, will contain an estimated 8,801 apartment homes (unaudited).

Capitalized terms used without definition have meanings provided elsewhere in this Form 10-K.

Principles of Consolidation

The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, certain joint venture partnerships, and any variable interest entities that qualify for consolidation. All significant intercompany balances and transactions have been eliminated in consolidation.

The Company accounts for joint venture entities and subsidiary partnerships in accordance with the consolidation guidance. The Company determines first whether to follow the variable interest entity ("VIE") or the voting interest entity ("VOE") model for each joint venture entity. The Company then evaluates whether it should consolidate the venture. Under the VIE model, the Company consolidates an investment when it has control to direct the activities of the venture and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company's maximum exposure for its VIEs is limited to its investments in the respective VIEs and its portion of any loan guarantee. Under the VOE model, the Company consolidates an investment when (i) it controls the investment through ownership of a majority voting interest if the investment is not a limited partnership or (ii) it controls the investment through its ability to remove the other partners in the investment, at its discretion, when the investment is a limited partnership.

The Company generally uses the equity method of accounting or net asset value ("NAV") for its unconsolidated investments, including when the Company holds a noncontrolling limited partner interest in a joint venture. Any investment in excess of the Company's cost basis at acquisition or formation of an equity method venture, will be recorded as a component of the Company's investment in the joint venture and recognized over the life of the underlying fixed assets of the venture as a reduction to its equity in income from the venture. Investments in which the Company has little or no influence are accounted for using the measurement alternative with the carrying amount of the investment adjusted to fair value when there is an observable transaction indicating a change in fair value.

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Real Estate

Operating real estate assets are stated at cost and consist of land and improvements, buildings and improvements, furniture, fixtures and equipment, and other costs incurred during their development, redevelopment and acquisition. Significant expenditures which improve or extend the life of an existing asset and that will benefit the Company for periods greater than a year, are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred.

Project costs related to the development, construction and redevelopment of real estate projects (including interest and related loan fees, property taxes and other direct costs) are capitalized as a cost of the project. Indirect project costs that relate to several projects are capitalized and allocated to the projects to which they relate. Indirect costs not clearly related to development, construction and redevelopment activity are expensed as incurred. For development, capitalization (i) begins when the Company has determined that development of the future asset is probable, (ii) can be suspended if there is no current development activity underway, but future development is still probable and (iii) ends when the asset, or a portion of an asset, is ready for its intended use, or the Company's intended use changes such that capitalization is no longer appropriate.

For land parcels acquired for development improved with operating real estate, the Company generally manages the improvements until all tenant obligations have been satisfied or eliminated through negotiation, and construction of new apartment communities is ready to begin. Revenue from incidental operations received from the current improvements on land parcels in excess of any incremental costs are recorded as a reduction of total capitalized costs of the respective Development Right and not as part of net income. Incidental operating costs in excess of incidental operating income are expensed in the period incurred.

For redevelopment efforts, the Company capitalizes costs either (i) in advance of taking homes out of service when significant renovation of the common area has begun until the redevelopment is completed, or (ii) when an apartment home is taken out of service for redevelopment until the redevelopment is completed and the apartment home is available for a new resident. Rental income and operating costs incurred during the initial lease-up or post-redevelopment lease-up period are recognized in earnings.

The Company accounts for real estate acquisitions as either an asset acquisition or a business combination. Under either model, the Company identifies and determines the fair value of any assets acquired, liabilities assumed and any noncontrolling interest in the acquiree. The Company generally views acquisitions of operating communities as asset acquisitions, which results in the capitalization of acquisition costs and the allocation of purchase price to the assets acquired and liabilities assumed, based on the relative fair value of the respective assets and liabilities.

Typical assets acquired and liabilities assumed include land, building, furniture, fixtures and equipment, debt and identified intangible assets and liabilities, consisting of the value of above or below market leases and in-place leases. The Company utilizes various sources to determine fair value, including its own analysis of recently acquired and existing comparable properties in its portfolio and other market data. The purchase price allocation to tangible assets is reflected in real estate assets and depreciated over their estimated useful lives. Any purchase price allocation to intangible assets, other than in-place lease intangibles, is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets and amortized over the term of the acquired intangible asset. The Company values land based on a market approach, looking to recent sales of similar properties, adjusting for differences due to location, the state of entitlement as well as the shape and size of the parcel. Improvements to land are valued using a replacement cost approach and consider the structures and amenities included for the communities and is reduced by estimated depreciation. The value for furniture, fixtures and equipment is also determined based on a replacement cost approach, considering costs for both items in the apartment homes as well as common areas and is adjusted for estimated depreciation. The fair value of buildings is estimated using the replacement cost approach, assuming the buildings were vacant at acquisition. The replacement cost approach considers the composition of structures acquired, adjusted for depreciation which considers industry standard information and estimated useful life of the acquired property. The value of the lease-related intangibles considers the estimated cost of leasing the apartment homes as if the acquired building(s) were vacant, as well as the value of the current leases relative to market-rate leases. The in-place lease value is determined using an average total lease-up time, the number of apartment homes and net revenues generated during the lease-up time. Net revenues use market rent considering actual leasing and industry rental rate data. The value of current leases relative to a market-rate lease is based on market comparables. Given the heterogeneous nature of multifamily real estate, the fair values for the land, debt, real estate assets and in-place leases incorporate significant unobservable inputs and therefore are considered to be Level 3 prices within the fair value hierarchy. Consideration for acquisitions is typically in the form of cash unless otherwise disclosed.

Depreciation is generally calculated on a straight-line basis over the estimated useful lives of the assets, which for buildings and related improvements range from seven years to 30 years and for furniture, fixtures and equipment range from three years to seven years.

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Income Taxes

The Company elected to be treated as a REIT for federal income tax purposes for its tax year ended December 31, 1994 and has not revoked such election. A REIT is a corporate entity which holds real estate interests and can deduct from its federally taxable income qualifying dividends it pays if it meets a number of organizational and operational requirements, including a requirement that it distribute at least 90% of its adjusted taxable income to stockholders. Therefore, as a REIT, the Company generally will not be subject to corporate level federal income tax on its taxable income if it annually distributes 100% of its taxable income to its stockholders.

The states in which the Company operates have similar tax provisions which recognize the Company as a REIT for state income tax purposes. Management believes that all such conditions for the exemption from income taxes on ordinary income have been or will be met for the periods presented. Accordingly, no provision for federal and state income taxes has been made. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal corporate income taxes at regular corporate rates and may not be able to qualify as a corporate REIT for four subsequent taxable years. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income and property, and to federal income and excise taxes on its undistributed taxable income and in certain other instances.

Taxable income from activities performed through taxable REIT subsidiaries ("TRS") is subject to federal, state and local income taxes. The Company recognized income tax expense of $445,000, $10,153,000 and $14,646,000 in 2024, 2023 and 2022, respectively, with amounts in 2023 and 2022 primarily due to dispositions at The Park Loggia. As of December 31, 2024 and 2023, the Company did not have any unrecognized tax positions. The Company does not believe that there will be any material changes in its unrecognized tax positions over the next 12 months. The Company is subject to examination by the respective taxing authorities for the tax years 2021 through 2023.

The following summarizes the tax components of the Company's common dividends declared for the years ended December 31, 2024, 2023 and 2022 (unaudited):


	2024		2023		2022
Ordinary income	90	%	83	%	82	%
20% capital gain	4	%	11	%	15	%
Unrecaptured §1250 gain	6	%	6	%	3	%
Total	100	%	100	%	100	%

Deferred Financing Costs

Deferred financing costs include expenditures necessary to obtain debt financing and are amortized on a straight-line basis, which approximates the effective interest method, over the shorter of the loan term or the related credit enhancement facility, if applicable. Unamortized financing costs are charged to earnings when debt is retired before the maturity date. Accumulated amortization of deferred financing costs for unsecured notes was $34,074,000 and $34,494,000 as of December 31, 2024 and 2023, respectively, and related to mortgage notes payable was $2,482,000 and $2,262,000 as of December 31, 2024 and 2023, respectively. Deferred financing costs, except for costs associated with line-of-credit arrangements, are presented as a direct deduction from the related debt liability. Accumulated amortization of deferred financing costs for the Company's Credit Facility was $7,345,000 and $4,081,000 as of December 31, 2024 and 2023, respectively, and deferred financing costs net of accumulated amortization was included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents includes all cash and liquid investments with an original maturity of three months or less from the date acquired. Restricted cash includes principal reserve funds that are restricted for the repayment of specified secured financing, amounts the Company has designated for planned 1031 exchange activity and resident security deposits. The majority of the Company's cash, cash equivalents and restricted cash are held at major commercial banks.

Comprehensive Income

Comprehensive income, as reflected on the Consolidated Statements of Comprehensive Income, is defined as all changes in equity during each period except for those resulting from investments by or distributions to shareholders. Accumulated other

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comprehensive income (loss), as reflected on the Consolidated Statements of Equity, reflects the effective portion of the cumulative changes in the fair value of derivatives in qualifying cash flow hedge relationships.

Earnings per Common Share

Basic earnings per common share is computed by dividing net income attributable to common stockholders by the weighted average number of shares outstanding during the period. All outstanding unvested restricted share awards contain rights to non-forfeitable dividends and participate in undistributed earnings with common stockholders and, accordingly, are considered participating securities that are included in the two-class method of computing basic earnings per common share. Both the unvested restricted shares and other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per common share on a diluted basis. Diluted earnings per common share was computed using the treasury stock method for performance awards, options and participating securities. The Company's earnings per common share are determined as follows (dollars in thousands, except per share data):


	For the year ended December 31,
	2024		2023		2022
Basic and diluted shares outstanding
Weighted average common shares—basic	142,000,934		141,307,186		139,634,294
Weighted average DownREIT units outstanding	—		3,503		7,500
Effect of dilutive securities	457,670		333,099		333,293
Weighted average common shares—diluted	142,458,604		141,643,788		139,975,087

Calculation of Earnings per Common Share—basic
Net income attributable to common stockholders	$	1,081,994	$	928,825	$	1,136,775
Net income allocated to unvested restricted shares	(2,069)		(1,663)		(2,091)
Net income attributable to common stockholders—basic	$	1,079,925	$	927,162	$	1,134,684

Weighted average common shares—basic	142,000,934		141,307,186		139,634,294

Earnings per common share—basic	$	7.61	$	6.56	$	8.13

Calculation of Earnings per Common Share—diluted
Net income attributable to common stockholders	$	1,081,994	$	928,825	$	1,136,775
Add: noncontrolling interests of DownREIT unitholders in consolidated partnerships, including discontinued operations	—		25		48
Net income attributable to common stockholders—diluted	$	1,081,994	$	928,850	$	1,136,823

Weighted average common shares—diluted	142,458,604		141,643,788		139,975,087

Earnings per common share—diluted	$	7.60	$	6.56	$	8.12

Certain options to purchase shares of common stock in the amounts of 9,793, 303,784 and 291,881 were outstanding as of December 31, 2024, 2023 and 2022, respectively, but were not included in the computation of diluted earnings per common share because such options were anti-dilutive for the period.

Expensed Transaction, Development and Other Pursuit Costs

The Company capitalizes costs associated with its development activities to the basis of land held when future development is probable, or if the Company has either not yet acquired the land or if the project is subject to a leasehold interest, the costs are capitalized as deferred development costs ("Development Rights"). Future development of these Development Rights is dependent upon various factors, including zoning and regulatory approval, rental market conditions, construction costs and the availability of capital. Costs incurred for pursuits for which future development is not yet considered probable are expensed as incurred. In addition, if the Company determines a Development Right is no longer probable, the Company recognizes any necessary expense to write down its basis in the Development Right. The Company expensed costs related to development pursuits not yet considered probable for development and the abandonment of Development Rights, as well as costs incurred in

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pursuing the acquisition or disposition of assets for which such acquisition and disposition activity did not occur, in the amounts of $18,341,000, $33,479,000 and $16,565,000 during the years ended December 31, 2024, 2023 and 2022, respectively. These costs are included in expensed transaction, development and other pursuit costs, net of recoveries on the accompanying Consolidated Statements of Comprehensive Income. The amount for 2024 includes a write-off of $8,947,000 related to one Development Right in Northern California that the Company determined was no longer probable. The amount for 2023 includes write-offs of $27,455,000 related to seven Development Rights that the Company determined were no longer probable. The amount for 2022 includes write-offs of $10,073,000 related to three Development Rights that the Company determined were no longer probable. These costs can vary greatly, and the costs incurred in any given period may be significantly different in future periods.

Casualty and Impairment of Long-Lived Assets

The Company evaluates its real estate and other long-lived assets for impairment when potential indicators of impairment exist. Such assets are stated at cost, less accumulated depreciation and amortization, unless the carrying amount of the asset is not recoverable. If events or circumstances indicate that the carrying amount of an asset may not be recoverable, the Company assesses its recoverability by comparing the carrying amount of the asset to its estimated undiscounted future cash flows. If the carrying amount exceeds the aggregate undiscounted future cash flows, the Company recognizes an impairment loss to the extent the carrying amount exceeds the estimated fair value of the asset. Based on periodic tests of recoverability of long-lived assets, for the years ended December 31, 2024, 2023 and 2022, the Company did not recognize any material impairment losses. During the years ended December 31, 2024 and 2023, the Company recognized a charge of $2,935,000 and $9,118,000, respectively, for the property and casualty damage to certain of the Company's communities, reported as casualty and impairment loss on the accompanying Consolidated Statements of Comprehensive Income. The charges for the year ended December 31, 2024, related to flooding and water damage at communities in California from extensive rainfall and a fire at a community in New Jersey. The charges for the year ended December 31, 2023, related to damage to certain communities in the Northeast and California regions from severe weather.

The Company assesses its portfolio of land held for both development and investment for impairment if the intent of the Company changes with respect to either the development of, or the expected holding period for, the land. For the years ended December 31, 2024, 2023 and 2022, the Company did not recognize any impairment charges on its investment in land.

The Company evaluates its unconsolidated investments for other than temporary impairment, considering both whether the carrying value of the investment exceeds the fair value, and the Company’s intent and ability to hold the investment to recover its carrying value. The Company also evaluates its proportionate share of any impairment of assets held by unconsolidated investments. The Company did not recognize any other than temporary impairment losses during the years ended December 31, 2024, 2023 or 2022.

Assets Held for Sale and Discontinued Operations

The Company presents the assets and liabilities of any communities which have been sold, or otherwise qualify as held for sale, separately in the accompanying Consolidated Balance Sheets. In addition, the results of operations for those assets that meet the definition of discontinued operations are presented as such in the accompanying Consolidated Statements of Comprehensive Income. Real estate assets held for sale are measured at the lower of the carrying amount or the fair value less the cost to sell. Upon the classification of an asset as held for sale, no further depreciation is recorded. Disposals representing a strategic shift in operations (e.g., a disposal of a major geographic area, a major line of business or a major equity method investment) are presented as discontinued operations, and for those assets qualifying for classification as discontinued operations, the specific components of net income presented as discontinued operations include net operating income, depreciation expense and interest expense, net. For periods prior to the asset qualifying for discontinued operations, the Company reclassifies the results of operations to discontinued operations. In addition, the net gain or loss (including any impairment loss) on the eventual disposal of assets held for sale will be presented as discontinued operations when recognized. A change in presentation for held for sale or discontinued operations has no impact on the Company's financial condition or results of operations. The Company combines the operating, investing and financing portions of cash flows attributable to discontinued operations with the respective cash flows from continuing operations on the accompanying Consolidated Statements of Cash Flows. The Company had one real estate asset that qualified as held for sale at December 31, 2024.

Derivative Instruments and Hedging Activities

The Company enters into interest rate swap and interest rate cap agreements (collectively, "Hedging Derivatives") for interest rate risk management purposes and in conjunction with certain variable rate secured debt to satisfy lender requirements. The Company does not enter into Hedging Derivatives for trading or other speculative purposes. The Company assesses the

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effectiveness of qualifying cash flow and fair value hedges, both at inception and on an ongoing basis. The fair values of Hedging Derivatives that are in an asset position are recorded in prepaid expenses and other assets. The fair values of Hedging Derivatives that are in a liability position are included in accrued expenses and other liabilities. Fair value changes for derivatives that are not in qualifying hedge relationships are reported as a component of interest expense, net. For the Hedging Derivatives that qualify as effective cash flow hedges, the Company records the cumulative changes in the Hedging Derivatives' fair value in accumulated other comprehensive income. Amounts recorded in accumulated other comprehensive income will be reclassified into earnings in the periods in which earnings are affected by the hedged cash flow. The effective portion of the change in fair value of the Hedging Derivatives that qualify as effective fair value hedges is reported as an adjustment to the carrying amount of the corresponding hedged item. Receipts or payments associated with the gains and losses on the Company’s cash flow hedges are presented as a component of cash flows from financing activities in the period the hedges are terminated and the payments for the Company’s derivatives that are not qualifying for hedging relationships are presented as a component of cash flows from operating activities. See Note 11, "Fair Value," for further discussion of derivative financial instruments.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.

Reclassifications

Certain reclassifications have been made to amounts in prior years' financial statements and notes to the financial statements to conform to current year presentations as a result of changes in held for sale classification, disposition activity and segment classification. In addition, there was a reclassification of software development costs from Furniture, fixtures and equipment to Prepaid expenses and other assets on the Consolidated Balance Sheet during the current year.

Leases

The Company is party to leases as both a lessor and a lessee, primarily as follows:

•lessor of residential and commercial space within its apartment communities; and

•lessee under (i) ground leases for land underlying current operating or development communities and certain commercial and parking facilities and (ii) office leases for its corporate headquarters and regional offices.

Lessee Considerations

The Company assesses whether a contract is or contains a lease based on whether the contract conveys the right to control the use of an identified asset, including specified portions of larger assets, for a period of time in exchange for consideration.

The Company’s leases include both fixed and variable lease payments that are based on an index or rate such as the consumer price index (CPI) or percentage rents based on total sales. Variable lease payments are generally not included in the lease liability, but recognized as variable lease expense in the period in which they are incurred.

For leases that have options to extend the term or terminate the lease early, the Company only factored the impact of such options into the lease term if the option was considered reasonably certain to be exercised. The Company determined the discount rate associated with its ground and office leases on a lease-by-lease basis using the Company’s actual borrowing rates as well as indicative market pricing for longer term rates and taking into consideration the remaining term of the lease agreements. For leases that are 12 months or less, the Company elected the practical expedient to recognize the lease payments on a straight-line basis.

Lessor Considerations

The Company's residential and commercial leases at its apartment communities are operating leases. For leases that include rent concessions and/or fixed and determinable rent increases, rental income is recognized on a straight-line basis over the noncancellable term of the lease, which, for residential leases, is generally one year. Some of the Company’s commercial leases have renewal options which the Company will only include in the lease term if, at the commencement of the lease, it is reasonably certain that the lessee will exercise this option.

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For the Company’s leases, which are comprised of a lease component and common area maintenance as a non-lease component, the Company determined that (i) the leases are operating leases, (ii) the lease component is the predominant component and (iii) all components of its operating leases share the same timing and pattern of transfer.

Revenue and Gain Recognition

The Company recognizes revenue for the transfer of goods and services to customers for consideration that the Company expects to receive. The majority of the Company’s revenue is derived from residential and commercial rental and other lease income, which are accounted for as discussed above, under "Leases". The Company's revenue streams that are not accounted for as residential and commercial rental and other lease income include:

•Management fees - The Company has investment interests in real estate joint ventures, for which the Company may manage (i) the venture, (ii) the associated operating communities owned by the ventures and/or (iii) the construction, development or redevelopment of those communities. For these activities, the Company receives asset management, property management, development and/or redevelopment fee revenue. The performance obligation is the management of the venture, community or other defined task such as the development or redevelopment of the community. While the individual activities that comprise the performance obligation of the management fees can vary day to day, the nature of the overall performance obligation to provide management service is the same and considered by the Company to be a series of services that have the same pattern of transfer to the customer and the same method to measure progress toward satisfaction of the performance obligation. The Company also provides various third party back-office, financial administrative support services. The Company recognizes revenue for fees as earned.

•Non-lease related revenue - The Company recognizes revenue for items not considered to be components of a lease as earned.

•Gains or losses on sales of real estate - The Company accounts for the sale of real estate and any related gain recognition in accordance with the accounting guidance applicable to sales of real estate, which establishes standards for recognition of profit on all real estate sales transactions. The Company recognizes the sale, and associated gain or loss from the disposition when the criteria for the sale of an asset have been met, which include when (i) a contract exists and (ii) the buyer obtained control of the nonfinancial asset that was sold.

The following table details the Company’s revenue disaggregated by reportable operating segment, further discussed in Note 8, "Segment Reporting," for the years ended December 31, 2024, 2023 and 2022. The segments are classified based on the individual community's status at December 31, 2024 for the years ended December 31, 2024 and 2023, and at December 31, 2023 for the year ended December 31, 2022. Segment information for total revenue excludes real estate assets that were sold from January 1, 2022 through December 31, 2024, or otherwise qualify as held for sale as of December 31, 2024, as described in Note 6, "Real Estate Disposition Activities." (dollars in thousands):

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	Same Store		Other Stabilized Communities		Development/ Redevelopment Communities		Non- allocated (1)		Total
For the year ended December 31, 2024
Management, development and other fees and other ancillary items	$	—	$	—	$	—	$	7,081	$	7,081
Non-lease related revenue (2)	10,769		5,571		485		—		16,825
Total non-lease revenue	10,769		5,571		485		7,081		23,906

Lease income (3)	2,669,423		112,987		65,399		—		2,847,809

Total revenue	$	2,680,192	$	118,558	$	65,884	$	7,081	$	2,871,715

For the year ended December 31, 2023
Management, development and other fees and other ancillary items	$	—	$	—	$	—	$	7,722	$	7,722
Non-lease related revenue (2)	12,752		4,697		128		—		17,577
Total non-lease revenue	12,752		4,697		128		7,722		25,299

Lease income (3)	2,578,264		73,628		6,042		—		2,657,934

Total revenue	$	2,591,016	$	78,325	$	6,170	$	7,722	$	2,683,233

For the year ended December 31, 2022
Management, development and other fees and other ancillary items	$	—	$	—	$	—	$	6,333	$	6,333
Non-lease related revenue (2)	11,048		2,990		165		—		14,203
Total non-lease revenue	11,048		2,990		165		6,333		20,536

Lease income (3)	2,322,395		90,315		29,569		—		2,442,279

Total revenue	$	2,333,443	$	93,305	$	29,734	$	6,333	$	2,462,815

__________________________________

(1)Represents third-party property management, developer fees and miscellaneous income and other ancillary items which are not allocated to a reportable segment.

(2)Amounts include revenue streams related to leasing activities that are not considered components of a lease, and revenue streams not related to leasing activities including, but not limited to, application fees, renters insurance fees and vendor revenue sharing.

(3)Represents residential and commercial rental and other lease income, as discussed above, under "Leases".

Due to the nature and timing of the Company’s identified revenue streams, there were no material amounts of outstanding or unsatisfied performance obligations as of December 31, 2024.

Uncollectible Lease Revenue Reserves

The Company assesses the collectability of its lease revenue and receivables on an ongoing basis by (i) assessing the probability of receiving all lease amounts due on a lease-by-lease basis, (ii) fully reserving for those leases where collection of substantially all of the remaining lease payments is not probable and (iii) subsequently, will only recognize revenue to the extent cash is received. If the Company determines that collection of the remaining lease payments becomes probable at a future date, the Company will recognize the cumulative revenue that would have been recorded under the original lease agreement.

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In addition to the specific reserves recognized, the Company also evaluates its lease receivables for collectability at a portfolio level. The Company recognizes a reserve on a portfolio level when the uncollectible revenue is probable and reasonably estimable. The Company applies this reserve to the Company’s revenue and receivables not addressed as part of the specific reserve.

The Company recorded an aggregate offset to income for uncollectible lease revenue, net of amounts received from government rent relief programs, for its residential and commercial portfolios of $47,046,000, $57,906,000 and $49,147,000 for the years ended December 31, 2024, 2023 and 2022, respectively.

Recently Issued and Adopted Accounting Standards

In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting - Improvements to Reportable Segment Disclosures, which requires disclosure of significant segment expenses provided to the chief operating decision maker ("CODM"). The Company adopted the guidance as of January 1, 2024, and it did not have a material effect on the Company’s consolidated financial statements (see Note 8, "Segment Reporting").

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires (i) a tabular rate reconciliation of the reported income tax expense (benefit) from continuing operations into specific categories, (ii) separate disclosure for any reconciling items within certain categories above a quantitative threshold, (iii) disclosure of income taxes paid disaggregated by federal, state and material jurisdictions and (iv) disclosure of income tax expense from continuing operations disaggregated by federal and state. The new standard will be effective for annual periods beginning January 1, 2025. The Company is assessing the standard and does not expect the standard to have a material effect on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which requires the disaggregation for certain expenses presented on the face of an entity’s income statement in the entity's disclosures. Additionally, it requires the disclosure of selling expenses and descriptions of amounts not separately disaggregated. The new standard will be effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is assessing the standard and does not expect the standard to have a material effect on the Company’s consolidated financial statements.

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2. Interest Capitalized

The Company capitalizes interest during the development and redevelopment of real estate assets. Capitalized interest associated with the Company's development or redevelopment activities totaled $43,185,000, $47,133,000 and $34,854,000 for the years ended December 31, 2024, 2023 and 2022, respectively.

3. Debt

The Company's debt, which consists of unsecured notes, mortgage notes payable, the Credit Facility and the Commercial Paper Program, each as defined below, as of December 31, 2024 and 2023 is summarized below. The following amounts and discussion do not include the mortgage notes related to the communities classified as held for sale, if any, as of December 31, 2024 and 2023, as shown in the accompanying Consolidated Balance Sheets (dollars in thousands) (see Note 6, "Real Estate Disposition Activities"). The weighted average interest rates in the following table for secured and unsecured notes include costs of financing such as credit enhancement fees, trustees' fees, the impact of interest rate hedges and mark-to-market adjustments.


	December 31, 2024				December 31, 2023
Fixed rate unsecured notes	$	7,400,000	3.4	%	$	7,300,000	3.3	%
Fixed rate mortgage notes payable—conventional and tax-exempt	333,479		3.9	%	333,892		3.9	%
Variable rate mortgage notes payable—conventional and tax-exempt	400,950		5.2	%	410,150		5.5	%
Total mortgage notes payable and unsecured notes	8,134,429		3.5	%	8,044,042		3.5	%
Credit Facility	—		—	%	—		—	%
Commercial paper	—		—	%	—		—	%
Total principal outstanding	8,134,429		3.5	%	8,044,042		3.5	%
Less deferred financing costs and debt discount (1)	(57,180)				(62,220)
Total	$	8,077,249			$	7,981,822

_________________________________

(1) Excludes deferred financing costs and debt discount associated with the Credit Facility and Commercial Paper Program which are included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.

The Company has a $2,250,000,000 revolving variable rate unsecured credit facility with a syndicate of banks (the "Credit Facility") which matures in September 2026. The interest rate that would be applicable to borrowings under the Credit Facility was 5.30% at December 31, 2024 and was composed of (i) the Secured Overnight Financing Rate ("SOFR"), applicable to the period of borrowing for a particular draw of funds from the facility (e.g., one month to maturity, three months to maturity, etc.), plus (ii) the current borrowing spread to SOFR of 0.805% per annum, which consisted of a 0.10% SOFR adjustment plus 0.705% per annum, assuming a daily SOFR borrowing rate. The borrowing spread to SOFR can vary from SOFR plus 0.63% to SOFR plus 1.38% based upon the rating of the Company's unsecured senior notes. There is also an annual facility commitment fee of 0.12% of the borrowing capacity under the facility, which can vary from 0.095% to 0.295% based upon the rating of the Company's unsecured senior notes. The Credit Facility contains a sustainability-linked pricing component which provides for interest rate margin and commitment fee reductions or increases by meeting or missing targets related to environmental sustainability, specifically greenhouse gas emission reductions, with the adjustment determined annually. The annual determination under the sustainability-linked pricing component occurred in July 2024, maintaining reductions of approximately 0.02% to the interest rate margin and 0.005% to the commitment fee due to our achievement of sustainability targets.

The Company has an unsecured commercial paper note program (the "Commercial Paper Program") with the maximum aggregate face or principal amount outstanding at any one time not to exceed $500,000,000. Under the terms of the Commercial Paper Program, the Company may issue, from time to time, unsecured commercial paper notes with varying maturities of less than one year. The Commercial Paper Program is backstopped by the Company's commitment to maintain available borrowing capacity under the Credit Facility in an amount equal to actual borrowings under the Commercial Paper Program.

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The availability on the Company's Credit Facility as of December 31, 2024 and 2023, respectively, was as follows (dollars in thousands):


	December 31, 2024		December 31, 2023

Credit Facility commitment	$	2,250,000	$	2,250,000
Credit Facility outstanding	—		—
Commercial paper outstanding	—		—
Letters of credit outstanding (1)	(1,714)		(1,914)
Total Credit Facility available	$	2,248,286	$	2,248,086

_____________________________________

(1) In addition, the Company had $45,910 and $58,116 outstanding in additional letters of credit unrelated to the Credit Facility as of December 31, 2024 and 2023, respectively.

During the year ended December 31, 2024:

•In May 2024, the Company issued $400,000,000 principal amount of unsecured notes in a public offering under its existing shelf registration statement for proceeds net of underwriting fees of approximately $396,188,000, before considering the impact of other offering costs. The notes mature in June 2034 and were issued at a 5.35% interest rate, resulting in a 5.05% effective rate including the impact of offering costs and hedging activity.

•In November 2024, the Company repaid $300,000,000 principal amount of its 3.50% unsecured notes at par at maturity.

In the aggregate, secured notes payable mature at various dates from March 2027 through July 2066, and are secured by certain apartment communities (with a net carrying value of $1,245,662,000, excluding communities classified as held for sale, as of December 31, 2024).

Scheduled payments and maturities of secured notes payable and unsecured notes outstanding at December 31, 2024 were as follows (dollars in thousands):


Year	Secured notes principal payments and maturities		Unsecured notes maturities		Stated interest rate of unsecured notes
2025	$	11,365	$	525,000	3.45	%
			300,000		3.50	%
2026	11,811		475,000		2.95	%
			300,000		2.90	%
2027	250,159		400,000		3.35	%
2028	19,002		450,000		3.20	%
			400,000		1.90	%
2029	131,561		450,000		3.30	%
2030	9,000		700,000		2.30	%
2031	9,600		600,000		2.45	%
2032	10,400		700,000		2.05	%
2033	11,900		350,000		5.00	%
			400,000		5.30	%
2034	12,800		400,000		5.35	%
Thereafter	256,831		350,000		3.90	%
			300,000		4.15	%
			300,000		4.35	%
	$	734,429	$	7,400,000

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The Company's unsecured notes are redeemable at the Company's option, in whole or in part, generally at a redemption price equal to the greater of (i) 100% of their principal amount or (ii) the sum of the present value of the remaining scheduled payments of principal and interest discounted at a rate equal to the yield on U.S. Treasury securities with a comparable maturity plus a spread between 10 and 30 basis points depending on the specific series of unsecured notes, plus accrued and unpaid interest to the redemption date.

The Company is subject to financial covenants contained in the Credit Facility and the indentures under which the unsecured notes were issued. The principal financial covenants include the following:

•limitations on the amount of total and secured debt in relation to the Company's overall capital structure;

•limitations on the amount of the Company's unsecured debt relative to the undepreciated basis of real estate assets that are not encumbered by property-specific financing; and

•minimum levels of debt service coverage.

The Company was in compliance with these covenants at December 31, 2024.

4. Equity

As of December 31, 2024 and 2023, the Company's charter had authorized for issuance a total of 280,000,000 shares of common stock and 50,000,000 shares of preferred stock.

During the year ended December 31, 2024, the Company:

i.issued 41,619 shares of common stock in connection with stock options exercised;

ii.issued 3,533 shares of common stock through the Company's dividend reinvestment plan;

iii.issued 250,806 shares of common stock in connection with restricted stock grants and the conversion of performance awards to shares of common stock;

iv.issued 12,290 shares of common stock in connection with the conversion of deferred stock awards;

v.issued 19,014 shares of common stock through the Employee Stock Purchase Plan;

vi.withheld 94,288 shares of common stock to satisfy employees' tax withholding and other liabilities; and

vii.canceled 4,408 shares of restricted common stock upon forfeiture.

Deferred compensation granted under the Company's Second Amended and Restated 2009 Equity Incentive Plan (the "Plan") for the year ended December 31, 2024 does not impact the Company's Consolidated Financial Statements until recognized as compensation cost.

The Company has a continuous equity program (the "CEP") under which the Company may sell (and/or enter into forward sale agreements for the sale of) up to $1,000,000,000 of its common stock from time to time. Actual sales will depend on a variety of factors to be determined by the Company, including market conditions, the trading price of the Company's common stock and the Company's determinations of the appropriate funding sources. The Company expects that, if entered into, it will physically settle each forward sale agreement on one or more dates specified by the Company on or prior to the maturity date of that particular forward sale agreement, in which case the Company will receive aggregate net cash proceeds at settlement equal to the number of shares underlying the particular forward agreement multiplied by the forward sale price. However, the Company may also elect to cash settle or net share settle a forward sale agreement. In connection with each forward sale agreement, the Company will pay the forward seller, in the form of a reduced initial forward sale price, a commission of up to 1.5% of the sales prices of all borrowed shares of common stock sold. During the year ended December 31, 2024, the Company entered into forward contracts under the CEP to sell 367,113 shares of common stock for approximate proceeds, net of fees, of $80,687,000, based on the gross weighted average price of $223.27 per share, with settlement of the forward contracts expected to occur on one or more dates not later than December 31, 2025. The final proceeds will be determined on the date(s) of settlement and are subject to certain customary adjustments for the Company's dividends and a daily interest factor. During the years ended December 31, 2023 and 2022, the Company had no sales under this program. In addition, during the year ended December 31, 2022, the Company settled the outstanding forward contracts entered into in December 2021 under this program, selling 68,577 shares of common stock for $229.34 per share and net proceeds of $15,727,000. As of December 31, 2024, the Company had $623,997,000 remaining authorized for issuance under the CEP, after consideration of the forward contracts.

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In addition, during the year ended December 31, 2024, the Company completed an underwritten public offering of 3,680,000 shares of its common stock at a discount to the closing price of $226.52 per share, net of offering fees, offered in connection with forward contracts entered into with certain financial institutions acting as forward purchasers. Assuming full physical settlement of the forward contracts, which the Company expects to occur no later than December 31, 2025, the Company will receive approximate proceeds, net of offering fees and discounts of $808,606,000, based on the initial forward price. The final proceeds will be determined on the date(s) of settlement and are subject to certain customary adjustments for the Company's dividends and a daily interest factor. During the year ended December 31, 2023, the Company settled the outstanding forward contracts entered into in April 2022 (the "Equity Forward"), issuing 2,000,000 shares of common stock, net of offering fees and discounts, for $491,912,000 or $245.96 per share.

The Company has a stock repurchase program under which the Company may acquire shares of its common stock in open market or negotiated transactions up to an aggregate purchase price of $500,000,000 (the "Stock Repurchase Program"). Purchases of common stock under the Stock Repurchase Program may be exercised at the Company’s discretion with the timing and number of shares repurchased depending on a variety of factors including price, corporate and regulatory requirements and other corporate liquidity requirements and priorities. The Stock Repurchase Program does not have an expiration date and may be suspended or terminated at any time without prior notice. During the years ended December 31, 2024 and 2022, the Company had no repurchases of shares under this program. During the year ended December 31, 2023, the Company had repurchased 11,800 shares of common stock at an average price of $161.96 under this program. As of December 31, 2024, the Company had $314,237,000 remaining authorized for purchase under this program.

5. Investments

Investments in Consolidated Real Estate Entities

Details regarding communities acquired in 2024, 2023 and 2022, are summarized in the following table (dollars in thousands):


Community name	Location	Number of communities	Apartment homes	Purchase price		Commercial square feet
Avalon at Pier 121	Lewisville, TX	1	300	$	62,100	—
Avalon Perimeter Park	Morrisville, NC	1	262	66,500		—
Avalon Cherry Hills	Englewood, CO	1	306	95,000		—
AVA Balboa Park	San Diego, CA	1	100	51,000		1,700
Avalon Townhomes at Bee Cave	Bee Cave, TX	1	126	49,000		—
Avalon Lowry	Denver, CO	1	347	136,500		—
Total 2024 acquisitions		6	1,441	$	460,100	1,700

Total 2023 acquisitions		3	1,131	$	277,200	—

Total 2022 acquisitions		4	1,313	$	536,200	16,000

The Company accounted for these purchases as asset acquisitions and recorded the acquired assets and assumed liabilities, including identifiable intangibles, at their relative fair values based on the purchase price and acquisition costs incurred. The Company uses third-party pricing or internal models for the value of the land, a valuation model for the value of the building, and an internal model to determine the fair value of the remaining real estate assets and in-place leases. Given the heterogeneous nature of multifamily real estate, the fair values for the land, building, real estate assets and in-place leases incorporated significant unobservable inputs and therefore are considered to be Level 3 prices within the fair value hierarchy.

Structured Investment Program

The Company operates a Structured Investment Program (the "SIP"), an investment platform through which the Company provides mezzanine loans or preferred equity to third-party multifamily developers. As of December 31, 2024, the Company had seven commitments to fund up to $191,585,000 in the aggregate. The Company's investment commitments have a weighted average rate of return of 11.5% and a weighted average initial maturity date of December 2026. At December 31, 2024, the Company had funded $186,549,000 of these commitments. The Company recognized interest income of $16,022,000 and $6,189,000 for the years ended December 31, 2024 and 2023, respectively, from the SIP. The Company recognized no interest income during the year ended December 31, 2022 from the SIP. Interest income and any change in the expected credit loss are

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included as a component of income from unconsolidated investments, on the accompanying Consolidated Statements of Comprehensive Income.

The Company evaluates each SIP commitment to determine the classification as a loan or an investment in a real estate development project. As of December 31, 2024, all of the SIP commitments are classified as loans. The Company includes amounts outstanding under the SIP as a component of prepaid expenses and other assets on the accompanying Consolidated Balance Sheets. The Company evaluates the credit risk for each commitment on an ongoing basis, estimating the reserve for credit losses using relevant available information from internal and external sources. Market-based historical credit loss data provides the basis for the estimation of expected credit losses, with adjustments, if necessary, for differences in current commitment-specific risk characteristics, such as the amount of equity capital provided by a borrower, amount of senior debt secured by the project, nature of the real estate being developed or other factors.

Unconsolidated Investments

The Company accounts for its investments in unconsolidated entities under the equity method of accounting, NAV, or under the measurement alternative, as discussed in Note 1, "Organization, Basis of Presentation and Significant Accounting Policies," under Principles of Consolidation. As of December 31, 2024, the Company had investments in five unconsolidated entities with real estate holdings, with ownership interest percentages ranging from 20.0% to 50.0%, coupled with other unconsolidated investments including property technology and environmentally focused companies and investment management funds. The significant accounting policies of the unconsolidated investments are consistent with those of the Company in all material respects. Certain of these investments are subject to various buy‑sell provisions or other rights which are customary in real estate joint venture agreements. The Company and its partners in these entities may initiate these provisions to either sell the Company's interest or acquire the interest from the Company's partner. The Company is responsible for the day-to-day operations of the unconsolidated communities below and is the management agent subject to the terms of management agreements for all communities except for Brandywine Apartments of Maryland, LLC, which is managed by a third party.

The following presents the Company's activities in unconsolidated investments for the years ended December 31, 2024, 2023 and 2022:

Archstone Multifamily Partners AC LP (the "U.S. Fund")—The Company acquired its interest in the U.S. Fund as part of the Archstone Acquisition in 2013 (as defined in Note 5, "Investments in Real Estate Entities," of the Consolidated Financial Statements in Item 8 in the Company's Form 10-K filed February 22, 2019). The Company was the general partner of the U.S. Fund and had a 28.6% combined general partner and limited partner equity interest. During 2022, the U.S. Fund sold its final three communities and the Company's proportionate share of the gains in accordance with GAAP was $38,144,000. In conjunction with achieving a threshold return under provisions of the U.S. Fund, the Company received incentive distributions for its promoted interest. During the years ended December 31, 2023 and 2022, the Company recognized income of $1,519,000 and $4,690,000, respectively, for its promoted interest, which is included in income from unconsolidated investments on the accompanying Consolidated Statements of Comprehensive Income. During 2023, the Company completed the dissolution of the U.S. Fund.

Archstone Multifamily Partners AC JV LP (the "AC JV")—The Company had a 20.0% equity interest in the AC JV, and acquired its interest as part of the Archstone Acquisition. During 2022, the Company completed the dissolution of the AC JV.

Legacy JV—As part of the Archstone Acquisition the Company entered into a limited liability company agreement with Equity Residential, through which it assumed obligations of Archstone in the form of preferred interests, some of which are governed by tax protection arrangements (the "Legacy JV"). The Company has a 40.0% interest in the Legacy JV. During the years ended December 31, 2024, 2023 and 2022, the Legacy JV redeemed certain of the preferred interests and paid accrued dividends, for which the Company contributed $1,320,000, $940,000 and $860,000, respectively. At December 31, 2024, the remaining preferred interests had an aggregate liquidation value of $32,817,000, the Company's 40.0% share of which was included in accrued expenses and other liabilities in the accompanying Consolidated Balance Sheets.

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NYTA MF Investors LLC ("NYC Joint Venture")—During 2018, the Company contributed five wholly-owned communities containing an aggregate of 1,301 apartment homes and 58,000 square feet of commercial space, located in New York City, NY, to a newly formed joint venture with the intent to own and operate the communities. The Company retained a 20.0% equity interest in the venture with the partners sharing in returns in accordance with their ownership interests. NYC Joint Venture has outstanding $394,734,000 fixed rate mortgage loans that are payable by the venture. The Company has not guaranteed the debt of NYC Joint Venture, nor does the Company have any obligation to fund this debt should NYC Joint Venture be unable to do so. At December 31, 2024, the Company has an equity investment of $53,678,000 (net of distributions) in the NYC Joint Venture.

MVP I, LLC—During 2004, the Company entered into a joint venture agreement with an unrelated third-party to develop Avalon at Mission Bay II, an apartment community located in San Francisco, CA, which completed construction during 2006 and contains 313 apartment homes. The Company has a 25.0% equity interest in the venture. MVP I, LLC has an outstanding $103,000,000 fixed rate mortgage loan that is payable by the venture. The Company has not guaranteed the debt of MVP I, LLC, nor does the Company have any obligation to fund this debt should MVP I, LLC be unable to do so. The Company has fully recovered its basis as of December 31, 2024.

Brandywine Apartments of Maryland, LLC ("Brandywine")— The Company acquired its interest in Brandywine as part of the Archstone Acquisition. Brandywine owns a 305 apartment home community located in Washington, D.C. Brandywine is comprised of five members who hold various interests in the joint venture, with the Company having a 28.7% equity interest in Brandywine. Brandywine had an outstanding $18,368,000 fixed rate mortgage loan that is payable by the venture. The Company has not guaranteed the debt of Brandywine, nor does the Company have any obligation to fund this debt should Brandywine be unable to do so. At December 31, 2024, the Company had an equity investment of $13,924,000 (net of distributions) in Brandywine.

Avalon Alderwood MF Member, LLC—During 2019, the Company entered into a joint venture to develop, own, and operate Avalon Alderwood Place, an apartment community located in Lynnwood, WA, which completed construction during 2022 and contains 328 apartment homes. The Company has a 50.0% interest in the venture and, as of December 31, 2024, the Company has a total equity investment of $50,926,000. The venture is a VIE, though the Company is not the primary beneficiary because it shares control with its venture partner. The Company and its venture partner share decision making authority for all significant aspects of the venture's activities including, but not limited to, changes in the ownership or capital structure, and the operating budget.

Arts District Joint Venture—During 2020, the Company entered into a joint venture to develop, own, and operate AVA Arts District, an apartment community located in Los Angeles, CA, which completed construction in the current year and contains 475 apartment homes and 57,000 square feet of commercial space. As of December 31, 2024, the Company has a 25.0% interest in the venture, and excluding costs incurred in excess of equity in the underlying net assets of the venture, has an equity investment of $29,932,000. The venture has drawn $155,968,000 of $167,147,000 maximum borrowing capacity of the construction loan as of December 31, 2024. The Company has provided the lender a payment guarantee for 30% of the venture's construction loan maximum borrowing capacity of $167,147,000. Any amounts payable under the 30% construction loan guarantee by the Company are obligations of the venture partners in proportion to their ownership interest, and in the event the Company is obligated to perform under its construction loan guarantee, its joint venture partner is obligated to reimburse the Company for 75% of amounts paid. The venture is an unconsolidated VIE as the Company is not the primary beneficiary due to shared control and decision making with its venture partner. The Company and its venture partner share decision making authority for all significant aspects of the venture's activities including, but not limited to, changes in the ownership, changes to the development plan or budget, and major operating decisions including annual business plans.

Property Technology and Environmental Investments—The Company has invested $58,122,000 in various property technology and environmentally focused companies directly and indirectly through investment management funds. The Company’s interest in each individual investment is minor such that the Company does not have influence over operating or financial policies of the investments. In addition, as of December 31, 2024, the Company has $62,494,000 in outstanding equity commitments, with the timing and amount for these commitments to be fulfilled dependent on if, and when, investment opportunities are identified by the respective funds. During the years ended December 31, 2024, 2023 and 2022, the Company recognized realized and unrealized gains of $33,137,000, $4,161,000 and $8,315,000, respectively, related to these investments, which was reported as a component of income from unconsolidated investments on the accompanying Consolidated Statements of Comprehensive Income.

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6. Real Estate Disposition Activities

Details regarding the real estate sales, which resulted in a gain in accordance with GAAP of $363,300,000, excluding for-sale residential condominiums at The Park Loggia, are summarized in the following table (dollars in thousands):


Community name	Location	Period of sale	Apartment homes	Gross sales price		Net cash proceeds		Commercial square feet
AVA Belltown	Seattle, WA	Q2 2024	100	$	34,000	$	32,343	1,000
AVA North Hollywood	Los Angeles, CA	Q2 2024	156	62,100		57,215		11,000
Avalon Hackensack at Riverside	Hackensack, NJ	Q2 2024	226	85,600		83,878		—
AVA Theater District	Boston, MA	Q3 2024	398	212,000		209,893		—
Avalon Darien	Darien, CT	Q3 2024	189	120,000		118,029		—
Avalon New Canaan	New Canaan, CT	Q4 2024	104	75,000		74,113		—
Avalon Berkeley	Berkeley, CA	Q4 2024	94	32,000		31,033		—
AVA Ballard	Seattle, WA	Q4 2024	265	105,500		100,115		12,000
Other real estate	multiple	2024	N/A	—		784		—

Total of 2024 asset sales			1,532	$	726,200	$	707,403	24,000

Total of 2023 asset sales			987	$	446,000	$	440,209	27,000

Total of 2022 asset sales			2,062	$	953,135	$	934,117	—

As of December 31, 2024, the Company had one real estate asset that qualified as held for sale.

The Park Loggia

The Park Loggia, located in New York, NY, contains 172 for-sale residential condominiums and 66,000 square feet of commercial space. The Company sold one, six and 40 residential condominiums at The Park Loggia, for gross proceeds of $4,166,000, $25,387,000 and $126,848,000 resulting in a loss in accordance with GAAP of $76,000 and $73,000 and gain in accordance with GAAP of $2,217,000 during the years ended December 31, 2024, 2023 and 2022, respectively. The Company incurred $30,000, $389,000 and $2,129,000 during the years ended December 31, 2024, 2023 and 2022, respectively, in marketing, operating and administrative costs. All amounts are included in other real estate activity on the accompanying Consolidated Statements of Comprehensive Income. As of December 31, 2024, there was one residential condominium remaining to be sold. As of December 31, 2024 and 2023, the unsold for-sale residential condominium at The Park Loggia had an aggregate carrying value of $2,743,000 and $6,603,000, respectively, presented in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.

7. Commitments and Contingencies

Employment Agreements and Arrangements

The standard restricted stock, option and performance award agreements used by the Company in its compensation program provide that upon an employee's termination without cause or the employee's Retirement (as defined in the agreement), (i) all outstanding stock options and restricted shares of stock held by the employee will vest, and the employee will have up to 12 months or until the fifth anniversary of the grant date, if later, or until the option expiration date, if earlier, to exercise any options then held and (ii) a pro rata share (based on the portion of the performance period that has been completed) of performance awards that have completed at least one year of their performance period shall vest, with settlement to occur at the end of the performance period in accordance with achievement thereunder. Under the agreements, Retirement generally means a termination of employment and other business relationships, other than for cause, after attainment of age 50, provided certain conditions are met, including that (i) the employee has worked for the Company for at least 10 years, (ii) the employee's age at Retirement plus years of employment with the Company equals at least 70 and (iii) the employee provides at least six months written notice of intent to retire.

If a sale event (as defined in the agreement) of the Company occurs, all outstanding multiyear performance awards will vest at their target value and will settle. The Company also has an Officer Severance Program (the “Program”). Under the Program, in the event an officer who is not otherwise covered by a severance arrangement is terminated (other than for cause), or chooses to

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terminate his or her employment for good reason (as defined in the agreement), in either case in connection with or within 24 months following a sale event (as defined in the agreement) of the Company, such officer will generally receive a cash lump sum payment equal to a multiple of the officer's covered compensation (base salary plus annual cash bonus). The multiple is one time for vice presidents and senior vice presidents, two times for executive vice presidents and three times for the chief executive officer. The officer's restricted stock, options and performance awards would also vest. Costs related to the Program are deferred and recognized over the requisite service period when considered by management to be probable and estimable.

Legal Contingencies

The Company recognizes a loss associated with contingent legal matters when the loss is probable and estimable.

In 2022 and early 2023, the Company was named as a defendant in cases brought by private litigants alleging antitrust violations by RealPage, Inc. and owners and/or operators of multifamily housing which utilize revenue management systems provided by RealPage, Inc. The Company engaged with the plaintiffs' counsel to explain why it believed that these cases were without merit as they pertained to the Company. Following these discussions, the plaintiffs filed a notice of voluntary dismissal in July 2023, which resulted in the Company being dismissed without prejudice from these cases. Subsequently, on November 1, 2023, the District of Columbia filed a lawsuit in the Superior Court of the District of Columbia against RealPage, Inc. and 14 owners and/or operators of multifamily housing in the District of Columbia, including the Company, alleging that the defendants violated the District of Columbia Antitrust Act by unlawfully agreeing to use RealPage, Inc. revenue management systems and sharing sensitive data. On May 29, 2024, the Superior Court granted the Company’s motion to dismiss with prejudice as it pertains to the Company. The District of Columbia subsequently filed a motion asking the court to reconsider its ruling, and on December 23, 2024, the court ruled in the District’s favor, giving the District leave to amend its original complaint and name AvalonBay as a defendant. See also Note 12, “Subsequent Events.”

With the exception of the Maryland Antitrust Litigation, as discussed in Note 12, "Subsequent Events", the Company is not currently a defendant of any other cases with allegations similar to those above.

The Company is involved in various other claims and/or administrative proceedings that arise in the ordinary course of its business. While no assurances can be given, the Company does not currently believe that any of these other outstanding litigation matters, individually or in the aggregate, will have a material adverse effect on its financial condition or results of operations.

In addition, the Company accounts for recoveries from legal matters as a reduction in the legal and related costs incurred associated with the matter, with recoveries in excess of these costs reported as a gain or, where appropriate, a reduction in the net cost basis of a community to which the suit related. During the year ended December 31, 2022, the Company recognized $6,000,000 in legal settlement proceeds related to a construction defect at a community, reported as a component of general and administrative expense on the accompanying Consolidated Statements of Comprehensive Income. There were no material receipts during the years ended December 31, 2024 and 2023.

Lease Obligations

The Company owns seven apartment communities, two commercial properties and one development right located on land subject to ground leases expiring between July 2046 and May 2123. The Company has purchase options for all ground leases expiring prior to 2062. The ground leases for six of the seven apartment communities, the two commercial properties and the one development right are operating leases, with rental expense recognized on a straight-line basis over the lease term. During the year ended December 31, 2024, the Company entered into a new ground lease, expiring May 2123, for a development right, resulting in minimum lease payments over the term of the lease of $155,600,000 and a lease liability balance of $25,675,000 as of December 31, 2024. In addition, the Company is party to 13 leases for its corporate and regional offices with varying terms through 2031, all of which are operating leases.

As of December 31, 2024 and 2023, the Company had total operating lease assets of $126,572,000 and $106,146,000, respectively, and lease obligations of $153,333,000 and $133,220,000, respectively, reported as components of right of use lease assets and lease liabilities, respectively, on the accompanying Consolidated Balance Sheets. The Company incurred costs of $16,298,000, $16,342,000 and $15,667,000 for the years ended December 31, 2024, 2023 and 2022, respectively, related to operating leases.

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The Company has one apartment community located on land subject to a ground lease and four leases for portions of parking garages adjacent to apartment communities, that are finance leases. As of December 31, 2024 and 2023, the Company had total finance lease assets of $28,082,000 and $28,528,000, respectively, and total finance lease obligations of $19,949,000 and $20,012,000, respectively, reported as components of right of use lease assets and lease liabilities on the accompanying Consolidated Balance Sheets.

The following table details the weighted average remaining lease term and discount rates for the Company’s ground and office leases:


Weighted-average remaining lease term - finance leases	21 years
Weighted-average remaining lease term - operating leases	50 years
Weighted-average discount rate - finance leases	4.63	%
Weighted-average discount rate - operating leases	5.15	%

The following table details the future minimum payments of the Company's current leases as of December 31, 2024 (dollars in thousands):


	Operating Leases (1)		Financing Leases
2025	$	15,344	$	1,089
2026	15,752		1,091
2027	15,484		1,095
2028	14,536		1,096
2029	13,577		1,099
Thereafter	405,106		34,663
Total	479,799		40,133
Less discount for time value	(326,466)		(20,184)
Lease liability	$	153,333	$	19,949

8. Segment Reporting

The Company's reportable operating segments include Same Store, Other Stabilized and Development/Redevelopment. Annually as of January 1, the Company determines which of its communities fall into each of these categories and generally maintains that classification throughout the year for the purpose of reporting segment operations, unless disposition or redevelopment plans regarding a community change.

•Same Store is composed of consolidated communities where a comparison of operating results from the prior year to the current year is meaningful as these communities were owned and had stabilized occupancy as of the beginning of the respective prior year. For the year ended December 31, 2024, Same Store communities are consolidated for financial reporting purposes, had stabilized occupancy as of January 1, 2023, are not conducting or are not probable to conduct substantial redevelopment activities and are not held for sale as of December 31, 2024 or probable for disposition to unrelated third parties within the fiscal year. A community is considered to have stabilized occupancy at the earlier of (i) attainment of 90% physical occupancy or (ii) the one year anniversary of completion of development or redevelopment.

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•Other Stabilized is composed of completed consolidated communities that the Company owns and that are not Same Store but that had stabilized occupancy, as defined above, as of January 1, 2024, or which were acquired during the years ended December 31, 2024 or 2023. Other Stabilized excludes communities that are conducting or are probable to conduct substantial redevelopment activities within the fiscal year.

•Development/Redevelopment is composed of (i) consolidated communities that are either currently under construction, or were under construction during the fiscal year, which may be partially or fully complete and operating, (ii) consolidated communities where substantial redevelopment is in progress or is probable to begin during the fiscal year and (iii) communities that have been complete for less than one year and did not have stabilized occupancy, as defined above, as of January 1, 2024.

In addition, the Company owns land for future development and has other corporate assets that are not allocated to an operating segment.

The Company's segment disclosures present the measure(s) used by the CODM for assessing each segment's performance. The Company's CODM is comprised of several members of its executive management team, including its Chief Executive Officer and President, Chief Financial Officer, Chief Investment Officer, Chief Operating Officer, and Executive Vice President- Portfolio and Asset Management. The CODM uses net operating income ("NOI") as the primary financial measure for Same Store communities and Other Stabilized communities. NOI is defined by the Company as total property revenue less direct property operating expenses (including property taxes), and excluding corporate-level income (including management, development and other fees), property management and other indirect operating expenses, net of corporate income, expensed transaction, development and other pursuit costs, net of recoveries, interest expense, net, loss on extinguishment of debt, net, general and administrative expense, income from unconsolidated investments, depreciation expense, income tax expense (benefit), casualty and impairment loss, gain on sale of communities, other real estate activity, and net operating income from real estate assets sold or held for sale. The CODM evaluates the Company's financial performance on a consolidated residential and commercial basis. The commercial results attributable to the non-apartment components of the Company's mixed-use communities and other nonresidential operations represent 1.7%, 1.8% and 2.1% of total NOI for the years ended December 31, 2024, 2023 and 2022, respectively. Although the Company considers NOI a useful measure of a community's or communities' operating performance, NOI should not be considered an alternative to net income or net cash flow from operating activities, as determined in accordance with GAAP. NOI excludes a number of income and expense categories as detailed in the reconciliation of NOI to net income and consistent with how the Company's CODM evaluates total NOI.

A reconciliation of NOI to net income for years ended December 31, 2024, 2023 and 2022 is as follows (dollars in thousands):


	For the year ended December 31,
	2024		2023		2022
Net income	$	1,082,175	$	928,438	$	1,136,438
Property management and other indirect operating expenses, net of corporate income	162,594		134,312		114,200
Expensed transaction, development and other pursuit costs, net of recoveries	18,341		33,479		16,565
Interest expense, net	226,589		205,992		230,074
Loss on extinguishment of debt, net	—		150		1,646
General and administrative expense	77,697		76,534		74,064
Income from unconsolidated investments	(50,682)		(13,454)		(53,394)
Depreciation expense	846,853		816,965		814,978
Income tax expense	445		10,153		14,646
Casualty and impairment loss	2,935		9,118		—
Gain on sale of communities	(363,300)		(287,424)		(555,558)
Other real estate activity	(753)		(174)		(5,127)
Net operating income from real estate assets sold or held for sale	(28,463)		(57,646)		(87,116)
Net operating income	$	1,974,431	$	1,856,443	$	1,701,416

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The following is a summary of NOI from real estate assets sold or held for sale for the periods presented (dollars in thousands):


	For the year ended December 31,
	2024		2023		2022

Rental income from real estate assets sold or held for sale	$	42,042	$	84,676	$	130,631
Operating expenses from real estate assets sold or held for sale	(13,579)		(27,030)		(43,515)
Net operating income from real estate assets sold or held for sale	$	28,463	$	57,646	$	87,116

The primary performance measure for communities under development or redevelopment depends on the stage of completion. While under development, management monitors actual construction costs against budgeted costs as well as lease-up pace and rent levels compared to budget.

The following table details the Company's segment information as of the dates specified (dollars in thousands). The segments are classified based on the individual community's status at December 31, 2024 for the years ended December 31, 2024 and 2023 and at December 31, 2023, for the year ended December 31, 2022. Segment information for the years ended December 31, 2024, 2023 and 2022 has been adjusted to exclude the real estate assets that were sold from January 1, 2022 through December 31, 2024, or otherwise qualify as held for sale as of December 31, 2024, as described in Note 6, "Real Estate Disposition Activities."

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For the year ended December 31, 2024
	Same Store		Other Stabilized		Development / Redevelopment		Total (1) (2)
Total Revenue	$	2,680,192	$	118,558	$	65,884	$	2,864,634
Same Store Operating Expense
Property Taxes	(301,696)						(301,696)
Payroll	(152,572)						(152,572)
Repairs & Maintenance	(147,183)						(147,183)
Utilities	(109,297)						(109,297)
Office Operations	(63,480)						(63,480)
Insurance	(39,591)						(39,591)
Marketing	(15,202)						(15,202)
Same Store Operating Expense	(829,021)		—		—		(829,021)
Non-Same Store Operating Expense	—		(38,230)		(22,952)		(61,182)
Total Expenses	(829,021)		(38,230)		(22,952)		(890,203)
Total NOI	$	1,851,171	$	80,328	$	42,932	$	1,974,431
Gross Real Estate (3) (4)	$	23,419,850	$	1,749,380	$	2,485,000	$	27,654,230

For the year ended December 31, 2023
	Same Store		Other Stabilized		Development / Redevelopment		Total (1) (2)
Total Revenue	$	2,591,016	$	78,325	$	6,170	$	2,675,511
Same Store Operating Expense
Property Taxes	(287,648)						(287,648)
Payroll	(152,645)						(152,645)
Repairs & Maintenance	(141,110)						(141,110)
Utilities	(93,716)						(93,716)
Office Operations	(63,823)						(63,823)
Insurance	(35,919)						(35,919)
Marketing	(14,781)						(14,781)
Same Store Operating Expense	(789,642)		—		—		(789,642)
Non-Same Store Operating Expense	—		(24,585)		(4,841)		(29,426)
Total Expenses	(789,642)		(24,585)		(4,841)		(819,068)
Total NOI	$	1,801,374	$	53,740	$	1,329	$	1,856,443
Gross Real Estate (3) (4)	$	23,182,172	$	1,269,463	$	1,600,314	$	26,051,949

For the year ended December 31, 2022
	Same Store		Other Stabilized		Development / Redevelopment		Total (1) (2)
Total Revenue	$	2,333,443	$	93,305	$	29,734	$	2,456,482
Same Store Operating Expense
Property Taxes	(260,505)						(260,505)
Payroll	(148,462)						(148,462)
Repairs & Maintenance	(126,137)						(126,137)
Utilities	(76,227)						(76,227)
Office Operations	(63,188)						(63,188)
Insurance	(29,910)						(29,910)
Marketing	(13,747)						(13,747)
Same Store Operating Expense	(718,176)		—		—		(718,176)
Non-Same Store Operating Expense	—		(25,750)		(11,047)		(36,797)
Total Expenses	(718,176)		(25,750)		(11,047)		(754,973)
Total NOI	$	1,615,267	$	67,462	$	18,687	$	1,701,416
Gross Real Estate (3) (4)	$	22,197,772	$	1,515,963	$	1,574,649	$	25,288,384

________________________

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(1) Does not include non-allocated revenue and non-allocated gross real estate. Non-allocated revenue represents third-party property management, developer fees and miscellaneous income and other ancillary items which are not allocated to a reportable segment. Non-allocated revenue is $7,081, $7,722 and $6,333 for the years ended December 31, 2024, 2023 and 2022, respectively.

(2) Does not include non-allocated gross real estate including the for-sale residential condominiums at The Park Loggia, as discussed in Note 6, "Real Estate Disposition Activities," and land held for development. Non-allocated gross real estate is $118,342, $70,822 and $122,886 for the years ended December 31, 2024, 2023 and 2022, respectively. Land held for development gross real estate is $151,922, $199,062 and $179,204 for the years ended December 31, 2024, 2023 and 2022, respectively.

(3) Does not include gross real estate either sold or classified as held for sale subsequent to December 31, 2024, 2023 and 2022 of $25,288, $543,000 and $280,889, respectively.

(4) Gross real estate for the Company's Same Store includes capitalized additions of approximately $236,592, $188,507 and $209,607 in 2024, 2023 and 2022, respectively.

9. Stock-Based Compensation Plans

The Company's Plan includes an authorization to issue shares of the Company's common stock, par value $0.01 per share. At December 31, 2024, the Company had 4,957,465 shares remaining available to issue under the Plan, exclusive of shares that may be issued to satisfy currently outstanding awards such as stock options or performance awards. The Plan provides for equity awards to associates, officers, non-employee directors and other key personnel of the Company and its subsidiaries in the form of restricted stock, restricted stock units, stock options that qualify as incentive stock options ("ISOs") under Section 422 of the Code, non-qualified stock options, stock appreciation rights and performance awards, among others. The Plan expires in 2027, however before its expiration the Company expects to amend the plan or adopt a new plan to allow for continued grants of equity awards.

The Company's share-based compensation framework includes annual restricted stock awards and multi-year performance awards (the "Performance Awards"). The annual restricted stock vests over a three-year period at one-third per year. For annual restricted stock awards, in lieu of restricted stock, an officer may elect to receive up to 100% of the award value, in increments of 25%, in the form of stock options, which vests consistent with the restricted stock awards. Annually, the Company grants a target number of performance awards, with the ultimate award determined by the total shareholder return of the Company's common stock and/or operating performance metrics, measured over a performance period of three years. Performance units earned at the end of the measurement period are settled in fully vested shares of common stock and a payment of a cash amount representing accrued dividends on earned performance awards. The Company granted supplemental stock options in February 2021, that have a ten-year term and cliff vested on March 1, 2023. The options were granted at an exercise price that equaled the closing stock price on the grant date with recipients having 12 months to exercise the option if terminated without cause and will have until the expiration date to exercise the options if they retire.

For Performance Awards, after the first year of the performance period, if an employee's employment terminates on account of death, disability, retirement, or termination without cause, the employee's target grant will be pro-rated based on the employee's service time during the performance period. The final payout is based on actual performance, at which time the units will be converted into shares and a payment of a cash amount for accrued dividends based on actual performance. For other terminating events, performance awards are generally forfeited.

Information with respect to stock options granted under the Plan is as follows:

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	Options	Weighted average exercise price per option
Options Outstanding, December 31, 2021	299,149	$	178.71
Granted (1)	9,793	236.14
Exercised	(8,670)	135.78
Forfeited	(6,459)	180.32
Options Outstanding, December 31, 2022	293,813	$	181.85
Granted (1)	15,744	177.83
Exercised	(5,773)	163.56
Forfeited	—	—
Options Outstanding, December 31, 2023	303,784	$	181.99
Granted (1)	13,759	172.11
Exercised	(41,619)	179.89
Forfeited	—	—
Expired	(5,062)	180.32
Options Outstanding, December 31, 2024	270,862	$	181.84
Options Exercisable:
December 31, 2022	6,533	$	165.51
December 31, 2023	279,894	$	180.97
December 31, 2024	246,877	$	181.82

__________________________________

(1)All options are from recipient elections to receive a portion of earned restricted stock awards in the form of stock options.

The Company used the Black-Scholes Option Pricing model to determine the grant date fair value of options. The assumptions used are as follows:


	2024
Dividend yield	4.5	%
Estimated volatility	29.7	%
Risk free rate	4.31	%
Expected life of options	5 years
Estimated fair value	$35.32

The following summarizes the exercise prices and contractual lives of options outstanding as of December 31, 2024:


The Plan Number of Options	Range—Exercise Price			Weighted Average Remaining Contractual Term (in years)
261,069	$172.00	-	$181.99	6.4
9,793	$236.00	-	$245.99	7.1
270,862

Options outstanding at December 31, 2024 had an intrinsic value of $10,486,000. Options exercisable had an intrinsic value of $9,528,000 and had a weighted average contractual life of 6.2 years. The intrinsic value of options exercised under the Plan during 2024, 2023 and 2022 was $1,394,000, $113,000 and $602,000, respectively.

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Information with respect to performance awards granted is as follows:


	Performance awards	Weighted average grant date fair value per award
Outstanding at December 31, 2021	284,522	$	214.73
Granted (1)	72,783	254.75
Change in awards based on performance (2)	(20,356)	200.92
Converted to shares of common stock	(54,053)	217.33
Forfeited	(3,829)	230.36
Outstanding at December 31, 2022	279,067	$	225.46
Granted (3)	90,215	193.85
Change in awards based on performance (2)	(31,345)	241.49
Converted to shares of common stock	(60,016)	238.71
Forfeited	(2,719)	212.05
Outstanding at December 31, 2023	275,202	$	210.52
Granted (4)	95,782	185.97
Change in awards based on performance (2)	30,375	216.50
Converted to shares of common stock	(146,725)	201.07
Forfeited	(4,511)	201.41
Outstanding at December 31, 2024	250,123	$	207.55

_________________________________

(1) The shares of common stock earned was based on the total shareholder return metrics for the Company’s common stock for 39,972 performance awards and financial metrics related to operating performance, net asset value and leverage metrics of the Company for 32,811 performance awards.

(2) Represents the change in the number of performance awards earned based on performance achievement.

(3) The shares of common stock that may be earned is based on the total shareholder return metrics for the Company’s common stock for 49,611 performance awards and financial metrics related to operating performance and leverage metrics of the Company for 40,604 performance awards.

(4) The shares of common stock that may be earned is based on the total shareholder return metrics for the Company’s common stock for 52,683 performance awards and financial metrics related to operating performance and leverage metrics of the Company for 43,099 performance awards.

The Company used a Monte Carlo model to assess the compensation cost associated with the portion of the performance awards granted for which achievement will be determined by using total shareholder return measures. The assumptions used are as follows:


	2024	2023	2022
Dividend yield	3.9%	3.7%	2.7%
Estimated volatility over the life of the plan (1)	20.5% - 22.8%	22.9% - 26.1%	16.1% - 36.8%
Risk free rate	3.92% - 4.59%	4.35% - 4.61%	0.72% - 1.68%
Estimated performance award value based on total shareholder return measure	$189.47	$206.97	$271.98

_________________________________

(1) Estimated volatility over the life of the plan is using 50% historical volatility and 50% implied volatility.

For the portion of the performance awards granted for which achievement will be determined by using financial metrics, the compensation cost was based on an average grant date value of $175.54, $177.83 and $233.94, for the years ended December 31, 2024, 2023 and 2022, respectively, and the Company's estimate of corporate achievement for the financial metrics.

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Information with respect to restricted stock granted is as follows:


	Restricted stock shares	Weighted average grant date fair value per share		Restricted stock shares converted from performance awards
Outstanding at December 31, 2021	157,066	$	192.90	74,627
Granted	86,475	231.93		—
Vested	(78,212)	197.51		(48,171)
Forfeited	(3,615)	218.19		(86)
Outstanding at December 31, 2022	161,714	$	210.97	26,370
Granted	93,146	177.70		—
Vested	(79,450)	207.93		(26,370)
Forfeited	(2,119)	194.78		—
Outstanding at December 31, 2023	173,291	$	194.68	—
Granted	104,081	173.14		—
Vested	(90,582)	194.89		—
Forfeited	(4,408)	181.73		—
Outstanding at December 31, 2024	182,382	$	182.59	—

Total employee stock-based compensation cost recognized in income was $25,390,000, $27,417,000 and $34,131,000 for the years ended December 31, 2024, 2023 and 2022, respectively, and total capitalized stock-based compensation cost was $11,117,000, $10,906,000 and $10,431,000 for the years ended December 31, 2024, 2023 and 2022, respectively. At December 31, 2024, there was a total unrecognized compensation cost of $29,021,000 for unvested restricted stock, stock options and performance awards, which is expected to be recognized over a weighted average period of 1.7 years. The Company reverses any previously recognized compensation cost for forfeitures as they occur.

Employee Stock Purchase Plan

In October 1996, the Company adopted the 1996 Non-Qualified Employee Stock Purchase Plan (as amended, the "ESPP"). Initially, 1,000,000 shares of common stock were reserved for issuance, and as of December 31, 2024, there are 550,002 shares remaining available for issuance under the ESPP. Employees of the Company generally are eligible to participate in the ESPP if, as of the last day of the applicable purchase period, they have been employed by the Company for at least one calendar month. Under the ESPP, eligible employees can acquire shares of the Company's common stock through payroll deductions, subject to maximum purchase limitations, during two purchase periods. The first purchase period begins January 1 and ends June 10, and the second purchase period begins July 1 and ends December 10. The purchase price for common stock under the plan is 85% of the lesser of the fair market value of the Company's common stock on the first or the last day of the applicable purchase period. The offering dates, purchase dates and duration of purchase periods may be changed if the change is announced prior to the beginning of the affected date or purchase period. The Company issued 19,014, 23,059 and 20,837 shares and recognized compensation expense of $859,000, $911,000 and $564,000 under the ESPP for the years ended December 31, 2024, 2023 and 2022, respectively. The Company accounts for transactions under the ESPP using the fair value method prescribed by accounting guidance applicable to entities that use employee share purchase plans.

10. Related Party Arrangements

Unconsolidated Entities

The Company manages unconsolidated real estate entities and provides other real estate related services to third parties, for which it receives asset management, property management, construction, development and redevelopment fee revenue. From these entities, the Company earned fees of $7,081,000, $7,722,000 and $6,333,000 for the years ended December 31, 2024, 2023 and 2022, respectively. In addition, the Company had outstanding receivables associated with its property and construction management roles of $1,680,000 and $7,946,000 as of December 31, 2024 and 2023, respectively.

Director Compensation

Directors of the Company who are also employees receive no additional compensation for their services as a director. Following each annual meeting of stockholders, non-employee directors receive (i) a number of shares of restricted stock (or deferred stock units) having a value of $190,000 and (ii) a cash payment of $100,000, payable in equal quarterly installments of

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$25,000. The number of shares of restricted stock (or deferred stock units) is calculated based on the closing price on the day of the award. Non-employee directors may elect to receive all or a portion of cash payments in the form of deferred stock units. Additionally, the non-executive Chairman receives an additional annual fee of $250,000 payable in equal quarterly installments of $62,500, the Lead Independent Director receives in the aggregate an additional annual fee of $50,000 payable in equal quarterly installments of $12,500, the non-employee director serving as the chairperson of the Audit Committee receives an additional annual fee of $30,000 per year payable in equal quarterly installments of $7,500, the non-employee director serving as the chairperson of the Compensation Committee receives an additional annual fee of $25,000 per year payable in equal quarterly installments of $6,250 and the Nominating, Governance and Corporate Responsibility and Investment and Finance Committee chairpersons receive an additional annual fee of $20,000 payable in equal quarterly installments of $5,000.

The Company recorded non-employee director compensation expense relating to restricted stock grants and deferred stock units in the amount of $2,397,000, $2,446,000 and $2,228,000 for the years ended December 31, 2024, 2023 and 2022, respectively, as a component of general and administrative expense. Deferred compensation relating to these restricted stock grants and deferred stock units to non-employee directors was $786,000, $799,000 and $794,000 on December 31, 2024, 2023 and 2022, respectively, reported as a component of prepaid expenses and other assets on the accompanying Consolidated Balance Sheets.

11. Fair Value

Financial Instruments Carried at Fair Value

Derivative Financial Instruments

Hedging Derivatives are carried at fair value in the Company's financial statements. The Company minimizes its credit risk on these transactions by dealing with major, creditworthy financial institutions which have an A or better credit rating by the Standard & Poor's Ratings Group or equivalent, and monitors the credit ratings of counterparties and the exposure of the Company to any single entity. The Company believes the likelihood of realizing losses from counterparty nonperformance is remote. The Company determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, such as interest rate, term to maturity and volatility. The Hedging Derivatives credit valuation adjustments associated with its derivatives use Level 3 inputs, such as estimates of current credit spreads, which the Company concluded are not significant. As a result, the Company determined that its derivative valuations are classified in Level 2 of the fair value hierarchy.

The following table summarizes the consolidated derivative positions at December 31, 2024 (dollars in thousands):


	Non-designated Hedges			Cash Flow Hedges
	Interest Rate Caps			Interest Rate Swaps
Notional balance	$	391,846		$	100,000
Weighted average interest rate (1)	5.2		%	N/A
Weighted average capped/swapped interest rate	6.7		%	3.2		%
Earliest maturity date	February 2026			June 2025
Latest maturity date	January 2027			January 2026

_________________________________

(1) For debt hedged by interest rate caps, represents the weighted average interest rate on the hedged debt prior to any impact of the associated interest rate caps.

The following derivative activity occurred during the year ended December 31, 2024:

•In connection with the issuance of the Company's $400,000,000 unsecured notes in May 2024 maturing in 2034, the Company terminated $250,000,000 of forward interest rate swap agreements designated as cash flow hedges of the interest rate variability on the issuance of unsecured notes, receiving payments of $16,839,000 which will be recognized over the life of the unsecured notes as a reduction in the effective interest rate. Of the $250,000,000 forward interest rate swap agreements terminated, $50,000,000 were entered into during the year ended December 31, 2024. The Company has deferred these gains in accumulated other comprehensive income on the accompanying Consolidated Balance Sheets, and is recognizing the impact as a component of interest expense, net, over the term of the respective hedged debt.

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•In addition to the activity above, the Company entered into and had outstanding $100,000,000 of forward interest rate swap agreements to reduce the impact of variability in interest rates on a portion of the Company's anticipated future debt issuance activity through December 31, 2025. The Company expects to cash settle the swaps and either pay or receive cash for the then current fair value. Assuming the Company issues the debt as expected, the hedging impact from these positions will then be recognized over the life of the issued debt as a yield adjustment.

The Company had certain derivatives not designated as hedges during the years ended December 31, 2024, 2023 and 2022, for which fair value changes during each of the respective years were not material.

Cash flow hedge gains reclassified from accumulated other comprehensive income into earnings were $471,000 for the year ended December 31, 2024. Cash flow hedge losses reclassified from accumulated other comprehensive income into earnings were $1,360,000 and $3,883,000 for the years ended December 31, 2023 and 2022, respectively.

The Company anticipates reclassifying approximately $1,094,000 of net hedging gains from accumulated other comprehensive income into earnings within the next 12 months as an offset to the hedged item during this period.

Financial Instruments Not Carried at Fair Value

Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalent and restricted cash balances are held with various financial institutions within accounts designed to preserve principal. The Company monitors credit ratings of these financial institutions and the concentration of cash, cash equivalents and restricted cash balances with any one financial institution and believes the likelihood of realizing material losses related to cash, cash equivalent and restricted cash balances is remote. Cash, cash equivalents and restricted cash are carried at their face amounts, which reasonably approximate their fair values and are Level 1 within the fair value hierarchy.

Other Financial Instruments

Rents and other receivables and prepaid expenses, accounts and construction payable and accrued expenses and other liabilities are carried at their face amounts, which reasonably approximate their fair values. The Company determined that its notes receivables approximate fair value, because interest rates, yields and other terms are consistent with interest rates, yields and other terms currently available for similar instruments and are considered to be a Level 2 price within the fair value hierarchy.

Equity Securities

The Company has direct equity investments in property technology and environmentally focused companies. These investments are accounted for using the measurement alternative and are valued at the market price of observable transactions.

Indebtedness

The Company values its fixed rate unsecured notes using quoted market prices, a Level 1 price within the fair value hierarchy. The Company values its mortgage notes payable and any outstanding amounts under the Credit Facility and Commercial Paper Program using a discounted cash flow analysis on the expected cash flows of each instrument. This analysis reflects the contractual terms of the instrument, including the period to maturity, and uses observable market-based inputs, including interest rate curves. The process also considers credit valuation adjustments to appropriately reflect the Company's nonperformance risk. The Company has concluded that the value of its mortgage notes payable and any outstanding amounts under the Credit Facility and Commercial Paper Program are Level 2 prices as the majority of the inputs used to value its positions fall within Level 2 of the fair value hierarchy.

Financial Instruments Measured/Disclosed at Fair Value on a Recurring Basis

The following tables summarize the classification between the three levels of the fair value hierarchy of the Company's financial instruments measured/disclosed at fair value on a recurring basis (dollars in thousands):

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Description	Total Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	December 31, 2024
Assets
Investments
Notes Receivable, net	$	223,896	$	—	$	223,896	$	—
Non-Designated Hedges
Interest Rate Caps	24		—		24		—
Interest Rate Swaps - Assets	6,821		—		6,821		—
Total Assets	$	230,741	$	—	$	230,741	$	—

Liabilities
Indebtedness
Fixed rate unsecured notes	$	6,796,066	$	6,796,066	$	—	$	—
Mortgage notes payable and Commercial Paper Program	660,170		—		660,170		—
Total Liabilities	$	7,456,236	$	6,796,066	$	660,170	$	—

	December 31, 2023
Assets
Investments
Notes Receivable, net	$	118,127	$	—	$	118,127	$	—
Non-Designated Hedges
Interest Rate Caps	85		—		85		—
Interest Rate Swaps - Assets	5,163		—		5,163		—
Total Assets	$	123,375	$	—	$	123,375	$	—

Liabilities
Interest Rate Swaps - Liabilities	$	162	$	—	$	162	$	—
Indebtedness
Fixed rate unsecured notes	6,716,631		6,716,631		—		—
Mortgage notes payable and Commercial Paper Program	644,313		—		644,313		—
Total Liabilities	$	7,361,106	$	6,716,631	$	644,475	$	—

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12. Subsequent Events

The Company has evaluated subsequent events, through the date on which this Form 10-K was filed, the date on which these financial statements were issued, and identified the items below for discussion. In 2025, the Company had the following activity:

•In January 2025, the Company sold Avalon Wilton on River Road, located in Wilton, CT, containing 102 apartment homes for $65,100,000. This sale marks the Company's exit from the Connecticut market.

•On January 9, 2025, the District of Columbia filed an amended complaint in the D.C. Antitrust Litigation, which included the Company as a defendant, and the Company has filed a motion to dismiss, which has not been ruled on yet as of this date. While the Company intends to vigorously defend against the D.C. Antitrust Litigation, given the early stage of the lawsuit, the Company is unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit.

•On January 15, 2025, the Office of the Attorney General of the State of Maryland filed a suit similar to the D.C. Antitrust Litigation in which a number of owners and/or operators of multifamily properties in the State of Maryland, including the Company, have been named. While the Company intends to vigorously defend against the Maryland Antitrust Litigation, given the early stage of the lawsuit, the Company is unable to predict the outcome or estimate the amount of loss, if any, that may result from the lawsuit.

•The Company entered into agreements to acquire a total of eight apartment communities in the Company’s Texas expansion market. The first agreement is to acquire two apartment communities containing 857 apartment homes in Austin, TX for an aggregate cash purchase price of $187,000,000, with an expected closing on or about March 31, 2025. The second agreement is to acquire, through a newly formed partnership (the “DownREIT”), six apartment communities containing a total of 1,844 homes in the Dallas-Fort Worth metropolitan area for $431,500,000, with the consideration composed of a cash payment of between $193,000,000 and $220,000,000 with the balance of the consideration in the form of limited partnership interests, the “DownREIT units”, valued at $225 per unit. The DownREIT units will be entitled to receive quarterly distributions at the same rate as quarterly dividends on a share of the Company’s common stock. Beginning on the one-year anniversary of the closing date, holders of DownREIT units may present some or all of their units for redemption, being entitled to receive a cash amount per unit that is related to the then fair market value of the Company’s common stock, except that in lieu of such cash redemption the Company may elect to acquire units presented for redemption in exchange for an equal number of shares of the Company’s common stock. The acquisition of the six properties through the DownREIT is expected to close in the second quarter of 2025.

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AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
SAME STORE
NEW ENGLAND
Avalon at Lexington	Lexington, MA	198	$	2,124	$	12,561	$	17,402	$	2,124	$	29,963	$	32,087	$	22,690	$	9,397	$	9,525	$	—	1994
eaves Wilmington	Wilmington, MA	204	2,129		17,563		11,176		2,129		28,739		30,868		21,912		8,956		9,537		—		1999
eaves Quincy	Quincy, MA	245	1,743		14,662		18,169		1,743		32,831		34,574		24,267		10,307		11,013		—		1986/1995
eaves Wilmington West	Wilmington, MA	120	3,318		13,465		5,576		3,318		19,041		22,359		13,728		8,631		9,274		—		2002
Avalon at The Pinehills	Plymouth, MA	192	6,876		30,313		10,858		6,876		41,171		48,047		24,282		23,765		25,089		—		2004
eaves Peabody	Peabody, MA	286	4,645		18,919		18,119		4,645		37,038		41,683		23,901		17,782		18,513		—		1962/2004
Avalon at Bedford Center	Bedford, MA	139	4,258		20,551		6,130		4,258		26,681		30,939		18,701		12,238		13,597		—		2006
Avalon at Chestnut Hill	Chestnut Hill, MA	204	14,572		45,868		19,228		14,572		65,096		79,668		36,561		43,107		42,399		—		2007
Avalon at Lexington Hills	Lexington, MA	387	8,691		78,502		20,773		8,691		99,275		107,966		60,505		47,461		49,422		—		2008
Avalon Acton	Acton, MA	380	13,124		48,630		13,506		13,124		62,136		75,260		35,767		39,493		42,212		45,000		2008
Avalon at the Hingham Shipyard	Hingham, MA	235	12,218		41,516		16,043		12,218		57,559		69,777		34,592		35,185		36,942		—		2009
Avalon Acton II	Acton, MA	86	1,723		29,375		2		1,723		29,377		31,100		4,634		26,466		27,592		—		2021
Avalon Northborough	Northborough, MA	382	8,144		52,178		11,286		8,144		63,464		71,608		33,061		38,547		39,859		—		2009
Avalon Exeter (1)	Boston, MA	187	—		109,978		4,687		—		114,665		114,665		41,502		73,163		76,238		—		2014
Avalon Natick	Natick, MA	407	15,645		64,845		5,693		15,645		70,538		86,183		28,327		57,856		59,989		—		2013
Avalon at Assembly Row	Somerville, MA	195	8,599		52,454		9,215		8,599		61,669		70,268		23,716		46,552		48,360		—		2015
AVA Somerville	Somerville, MA	250	10,944		56,457		8,235		10,944		64,692		75,636		24,885		50,751		52,496		—		2015
AVA Back Bay	Boston, MA	271	9,034		36,536		53,915		9,034		90,451		99,485		56,832		42,653		45,312		—		1968/1998
Avalon at Prudential Center II	Boston, MA	266	8,776		35,479		66,539		8,776		102,018		110,794		58,584		52,210		55,229		—		1968/1998
Avalon at Prudential Center I	Boston, MA	243	8,002		32,349		58,209		8,002		90,558		98,560		51,299		47,261		49,935		—		1968/1998
eaves Burlington	Burlington, MA	203	7,714		32,499		10,617		7,714		43,116		50,830		18,593		32,237		33,627		—		1988/2012
Avalon Burlington	Burlington, MA	312	15,600		63,549		20,049		15,600		83,598		99,198		33,874		65,324		65,744		—		1989/2013
Avalon Marlborough	Marlborough, MA	350	15,367		59,723		4,722		15,367		64,445		79,812		21,560		58,252		59,831		—		2015
Avalon North Station	Boston, MA	503	22,796		247,270		1,254		22,796		248,524		271,320		66,675		204,645		212,709		—		2017
Avalon Framingham	Framingham, MA	180	9,315		34,604		797		9,315		35,401		44,716		11,562		33,154		34,220		—		2015
Avalon Quincy	Quincy, MA	395	14,694		79,655		1,613		14,694		81,268		95,962		23,354		72,608		75,117		—		2017
Avalon Easton	South Easton, MA	290	3,170		60,785		1,874		3,170		62,659		65,829		17,022		48,807		50,814		—		2017
Avalon Residences at the Hingham Shipyard	Hingham, MA	190	8,998		55,366		1,083		8,998		56,449		65,447		13,199		52,248		54,091		—		2019
Avalon Sudbury	Sudbury, MA	250	20,280		66,529		1,301		20,280		67,830		88,110		16,367		71,743		73,754		—		2019
Avalon Saugus	Saugus, MA	280	17,808		72,196		1,591		17,808		73,787		91,595		15,891		75,704		78,449		—		2019

F-39

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
Avalon Norwood	Norwood, MA	198	$	9,478	$	51,762	$	328	$	9,478	$	52,090	$	61,568	$	10,614	$	50,954	$	52,943	$	—	2020
Avalon Marlborough II	Marlborough, MA	123	5,523		36,175		63		5,523		36,238		41,761		6,015		35,746		37,343		—		2020
Avalon Easton II	South Easton, MA	44	570		14,090		3		570		14,093		14,663		1,688		12,975		13,506		—		2021
Avalon Woburn	Woburn, MA	350	21,576		97,848		1,094		21,576		98,942		120,518		12,242		108,276		111,969		—		2022
AVA North Point	Cambridge, MA	265	31,263		83,829		551		31,263		84,380		115,643		19,307		96,336		99,358		—		2018/2019
Avalon Bear Hill	Waltham, MA	324	27,350		98,537		28,342		27,350		126,879		154,229		55,941		98,288		102,066		—		1999/2013
TOTAL NEW ENGLAND		9,134	$	376,067	$	1,966,618	$	450,043	$	376,067	$	2,416,661	$	2,792,728	$	983,650	$	1,809,078	$	1,878,074	$	45,000

METRO NY/NJ
New York City, NY
Avalon Riverview (3)	Long Island City, NY	372	$	—	$	94,061	$	19,316	$	—	$	113,377	$	113,377	$	83,944	$	29,433	$	30,568	$	—	2002
Avalon Riverview North (3)	Long Island City, NY	602	—		165,932		20,442		—		186,374		186,374		104,788		81,586		86,853		—		2008
AVA Fort Greene	Brooklyn, NY	631	83,038		216,802		12,951		83,038		229,753		312,791		114,772		198,019		205,038		—		2010
AVA DoBro	Brooklyn, NY	500	76,127		206,762		1,950		76,127		208,712		284,839		63,795		221,044		227,187		—		2017
Avalon Willoughby Square	Brooklyn, NY	326	49,635		134,840		1,323		49,635		136,163		185,798		39,707		146,091		150,409		—		2017
Avalon Brooklyn Bay	Brooklyn, NY	180	9,690		84,361		822		9,690		85,183		94,873		22,599		72,274		74,893		—		2018
Avalon Midtown West	New York, NY	550	154,730		191,891		41,995		154,730		233,886		388,616		94,992		293,624		301,207		69,800		1998/2013
Avalon Clinton North	New York, NY	339	84,069		111,729		11,981		84,069		123,710		207,779		52,790		154,989		158,577		126,400		2008/2013
Avalon Clinton South	New York, NY	288	71,421		94,948		6,383		71,421		101,331		172,752		44,285		128,467		131,292		104,500		2007/2013
Total New York City, NY		3,788	$	528,710	$	1,301,326	$	117,163	$	528,710	$	1,418,489	$	1,947,199	$	621,672	$	1,325,527	$	1,366,024	$	300,700

New York - Suburban
Avalon Commons (2)	Smithtown, NY	312	$	4,679	$	27,811	$	18,337	$	4,679	$	46,148	$	50,827	$	34,630	$	16,197	$	14,581	$	—	1997
Avalon Melville	Melville, NY	494	9,228		50,059		27,347		9,228		77,406		86,634		57,954		28,680		29,818		—		1997
Avalon White Plains	White Plains, NY	407	15,391		137,312		4,951		15,391		142,263		157,654		75,367		82,287		85,578		—		2009
Avalon Rockville Centre I	Rockville Centre, NY	349	32,212		78,806		7,947		32,212		86,753		118,965		42,051		76,914		80,063		—		2012
Avalon Garden City	Garden City, NY	204	18,205		49,301		2,531		18,205		51,832		70,037		22,187		47,850		49,279		—		2013
Avalon Huntington Station	Huntington Station, NY	303	21,899		58,429		3,442		21,899		61,871		83,770		22,259		61,511		62,972		—		2014
Avalon Great Neck	Great Neck, NY	191	14,777		65,412		786		14,777		66,198		80,975		18,503		62,472		64,333		—		2017
Avalon Rockville Centre II	Rockville Centre, NY	165	7,534		50,981		723		7,534		51,704		59,238		14,112		45,126		46,758		—		2017
Avalon Somers	Baldwin Place, NY	152	5,608		40,591		51		5,608		40,642		46,250		10,951		35,299		36,579		—		2018
Avalon Yonkers	Yonkers, NY	590	28,324		173,748		78		28,324		173,826		202,150		29,553		172,597		178,057		—		2021
Avalon Westbury	Westbury, NY	396	69,620		49,350		15,809		69,620		65,159		134,779		34,817		99,962		101,385		—		2006/2013
Total New York - Suburban		3,563	$	227,477	$	781,800	$	82,002	$	227,477	$	863,802	$	1,091,279	$	362,384	$	728,895	$	749,403	$	—

New Jersey
Avalon Cove	Jersey City, NJ	504	$	8,760	$	82,422	$	36,304	$	8,760	$	118,726	$	127,486	$	97,240	$	30,246	$	33,173	$	—	1997

F-40

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
eaves West Windsor	West Windsor, NJ	512	$	5,585	$	21,752	$	36,652	$	5,585	$	58,404	$	63,989	$	40,726	$	23,263	$	24,499	$	—	1988/1993
Avalon at Edgewater I	Edgewater, NJ	168	5,982		24,389		11,491		5,982		35,880		41,862		25,485		16,377		17,384		—		2002
Avalon at Florham Park	Florham Park, NJ	270	6,647		34,906		18,662		6,647		53,568		60,215		38,036		22,179		23,180		—		2001
Avalon North Bergen	North Bergen, NJ	164	8,984		30,994		1,658		8,984		32,652		41,636		14,366		27,270		28,298		—		2012
Avalon at Wesmont Station I	Wood-Ridge, NJ	266	14,682		41,610		5,435		14,682		47,045		61,727		20,566		41,161		42,133		—		2012
Avalon at Wesmont Station II	Wood-Ridge, NJ	140	6,502		16,851		934		6,502		17,785		24,287		7,378		16,909		17,524		—		2013
Avalon Bloomingdale	Bloomingdale, NJ	174	3,006		27,801		1,396		3,006		29,197		32,203		11,273		20,930		21,732		—		2014
Avalon Wharton	Wharton, NJ	247	2,273		48,609		1,732		2,273		50,341		52,614		17,783		34,831		36,634		—		2015
Avalon Bloomfield Station (1)	Bloomfield, NJ	224	10,701		36,430		2,473		10,701		38,903		49,604		12,888		36,716		37,961		—		2015
Avalon Roseland	Roseland, NJ	136	11,288		34,868		1,252		11,288		36,120		47,408		12,060		35,348		36,281		—		2015
Avalon Princeton	Princeton, NJ	280	26,461		68,003		2,179		26,461		70,182		96,643		20,774		75,869		77,831		—		2017
Avalon Union	Union, NJ	202	11,695		36,315		1,874		11,695		38,189		49,884		11,903		37,981		38,919		—		2016
Avalon Hoboken	Hoboken, NJ	217	37,237		94,990		3,375		37,237		98,365		135,602		35,951		99,651		102,490		—		2008/2016
Avalon Maplewood	Maplewood, NJ	235	15,179		49,425		3,065		15,179		52,490		67,669		14,974		52,695		54,149		—		2018
Avalon Boonton	Boonton, NJ	350	3,595		89,407		2,055		3,595		91,462		95,057		19,510		75,547		78,339		—		2019
Avalon Teaneck	Teaneck, NJ	248	12,588		60,257		139		12,588		60,396		72,984		12,471		60,513		62,773		—		2020
Avalon Piscataway	Piscataway, NJ	360	14,329		75,897		1,473		14,329		77,370		91,699		18,095		73,604		75,411		—		2019
Avalon Old Bridge	Old Bridge, NJ	252	6,895		64,907		693		6,895		65,600		72,495		10,673		61,822		64,494		—		2021
Avalon at Edgewater II	Edgewater, NJ	240	8,605		60,809		329		8,605		61,138		69,743		15,672		54,071		55,853		—		2018
Total New Jersey		5,189	$	220,994	$	1,000,642	$	133,171	$	220,994	$	1,133,813	$	1,354,807	$	457,824	$	896,983	$	929,058	$	—
TOTAL METRO NY/NJ		12,540	$	977,181	$	3,083,768	$	332,336	$	977,181	$	3,416,104	$	4,393,285	$	1,441,880	$	2,951,405	$	3,044,485	$	300,700

MID-ATLANTIC
Washington Metro/Baltimore, MD
Avalon at Foxhall (2)	Washington, D.C.	308	$	6,848	$	27,614	$	27,641	$	6,848	$	55,255	$	62,103	$	45,229	$	16,874	$	18,123	$	—	1982/1994
Avalon at Gallery Place	Washington, D.C.	203	8,800		39,658		7,353		8,800		47,011		55,811		33,431		22,380		23,933		—		2003
AVA H Street	Washington, D.C.	138	7,425		25,282		1,530		7,425		26,812		34,237		11,060		23,177		23,334		—		2013
Avalon The Albemarle	Washington DC	234	25,140		55,945		8,135		25,140		64,080		89,220		30,539		58,681		60,875		—		1966/2013
eaves Tunlaw Gardens	Washington, D.C.	166	16,430		24,602		1,706		16,430		26,308		42,738		11,950		30,788		31,231		—		1944/2013
The Statesman	Washington, D.C.	281	38,140		38,732		4,137		38,140		42,869		81,009		20,620		60,389		61,871		—		1961/2013
eaves Glover Park	Washington, D.C.	120	9,580		28,082		1,532		9,580		29,614		39,194		13,789		25,405		26,198		—		1953/2013
AVA Van Ness	Washington, D.C.	269	22,890		61,701		23,324		22,890		85,025		107,915		33,784		74,131		76,501		—		1978/2013
Avalon First and M	Washington, D.C.	469	43,700		156,300		4,115		43,700		160,415		204,115		66,823		137,292		142,452		—		2012/2013
AVA NoMa	Washington, D.C.	438	25,246		114,933		2,595		25,246		117,528		142,774		34,236		108,538		111,563		—		2018
eaves Washingtonian Center	North Potomac, MD	288	4,047		18,553		9,822		4,047		28,375		32,422		23,605		8,817		8,892		—		1996
eaves Columbia Town Center I	Columbia, MD	392	8,802		35,536		17,794		8,802		53,330		62,132		33,957		28,175		28,778		—		1986/1993
Avalon at Grosvenor Station	North Bethesda, MD	497	29,159		52,993		12,951		29,159		65,944		95,103		44,836		50,267		50,315		—		2004

F-41

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
Avalon at Traville	Rockville, MD	520	$	14,365	$	55,398	$	11,930	$	14,365	$	67,328	$	81,693	$	47,210	$	34,483	$	36,097	$	—	2004
AVA Wheaton	Wheaton, MD	319	6,494		69,027		343		6,494		69,370		75,864		19,023		56,841		58,982		—		2018
Kanso Twinbrook	Rockville, MD	238	9,151		56,955		53		9,151		57,008		66,159		8,546		57,613		59,823		—		2021
Avalon Hunt Valley	Hunt Valley, MD	332	10,872		62,974		1,036		10,872		64,010		74,882		18,511		56,371		57,901		—		2017
Avalon Laurel (2)	Laurel, MD	344	10,130		61,685		4,210		10,130		65,895		76,025		18,473		57,552		56,200		—		2017
Avalon Towson	Towson, MD	371	12,906		98,279		32		12,906		98,311		111,217		17,471		93,746		97,691		—		2020
Avalon Fairway Hills - Meadows	Columbia, MD	192	2,323		9,297		9,542		2,323		18,839		21,162		13,275		7,887		7,475		—		1987/1996
Avalon Fairway Hills - Woods	Columbia, MD	336	3,958		15,839		17,016		3,958		32,855		36,813		22,948		13,865		14,722		—		1987/1996
Avalon Arundel Crossing II	Linthicum Heights, MD	310	12,208		72,422		986		12,208		73,408		85,616		20,996		64,620		66,852		—		2018/2018
Avalon 555 President	Baltimore, MD	400	13,168		121,773		84		13,168		121,857		135,025		21,282		113,743		118,797		—		2021
Kanso Silver Spring	Silver Spring, MD	151	3,471		42,108		1,856		3,471		43,964		47,435		10,022		37,413		38,923		—		2009/2019
Avalon Foundry Row	Owings Mills, MD	437	11,132		86,261		5		11,132		86,266		97,398		12,118		85,280		88,864		—		2022
Avalon Arundel Crossing	Linthicum Heights, MD	384	9,933		111,114		777		9,933		111,891		121,824		20,862		100,962		105,866		—		2020/2021
Avalon Russett	Laurel, MD	238	10,200		49,834		6,437		10,200		56,271		66,471		25,479		40,992		41,769		32,200		1999/2013
eaves Fair Lakes	Fairfax, VA	420	6,096		24,400		16,364		6,096		40,764		46,860		33,232		13,628		15,311		—		1989/1996
AVA Ballston	Arlington, VA	344	7,291		29,177		28,870		7,291		58,047		65,338		40,322		25,016		25,825		—		1990
eaves Fairfax City	Fairfax, VA	141	2,152		8,907		6,004		2,152		14,911		17,063		11,577		5,486		5,860		—		1988/1997
Avalon Tysons Corner (2)	Tysons Corner, VA	558	13,851		43,397		25,232		13,851		68,629		82,480		48,808		33,672		29,733		—		1996
Avalon at Arlington Square	Arlington, VA	842	22,041		90,296		41,915		22,041		132,211		154,252		85,469		68,783		70,724		—		2001
eaves Fairfax Towers	Falls Church, VA	415	17,889		74,727		17,382		17,889		92,109		109,998		42,776		67,222		70,003		—		1978/2011
Avalon Mosaic	Fairfax, VA	531	33,490		75,801		3,527		33,490		79,328		112,818		29,585		83,233		85,273		—		2014
Avalon Potomac Yard	Alexandria, VA	323	24,225		84,530		2,094		24,225		86,624		110,849		31,065		79,784		82,277		—		2014/2016
Avalon Clarendon	Arlington, VA	300	22,573		99,297		8,198		22,573		107,495		130,068		38,282		91,786		94,537		—		2002/2016
Avalon Dunn Loring	Vienna, VA	440	29,377		120,884		2,343		29,377		123,227		152,604		39,524		113,080		116,566		—		2012/2017
eaves Tysons Corner (2)	Vienna, VA	217	16,030		47,572		3,051		16,030		50,623		66,653		24,637		42,016		43,403		—		1980/2013
Avalon Courthouse Place	Arlington, VA	564	56,550		185,632		13,819		56,550		199,451		256,001		86,376		169,625		175,646		—		1999/2013
Avalon Arlington North	Arlington, VA	228	21,600		59,076		10,173		21,600		69,249		90,849		26,281		64,568		66,737		—		2014
Avalon Reston Landing	Reston, VA	400	26,710		86,934		13,433		26,710		100,367		127,077		49,089		77,988		81,597		—		2000/2013
Avalon Falls Church	Falls Church, VA	384	39,544		66,160		5,223		39,544		71,383		110,927		22,513		88,414		86,209		—		2016
TOTAL MID-ATLANTIC		14,482	$	715,937	$	2,689,687	$	374,570	$	715,937	$	3,064,257	$	3,780,194	$	1,289,611	$	2,490,583	$	2,563,729	$	32,200

SOUTHEAST FLORIDA
Avalon 850 Boca	Boca Raton, FL	370	$	21,430	$	117,895	$	2,576	$	21,430	$	120,471	$	141,901	$	35,345	$	106,556	$	110,254	$	—	2017/2017
Avalon Doral	Doral, FL	350	23,375		93,027		(61)		23,375		92,966		116,341		14,060		102,281		105,597		—		2020
Avalon West Palm Beach	West Palm Beach, FL	290	9,597		94,119		4,461		9,597		98,580		108,177		26,177		82,000		84,017		—		2018/2018
Avalon Bonterra	Hialeah, FL	314	16,655		73,977		1,158		16,655		75,135		91,790		20,811		70,979		73,720		—		2018/2019
Avalon Toscana	Margate, FL	240	9,213		51,480		1,229		9,213		52,709		61,922		12,965		48,957		51,019		—		2016/2019

F-42

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
Avalon Fort Lauderdale	Fort Lauderdale, FL	243	$	20,029	$	126,505	$	2,880	$	20,029	$	129,385	$	149,414	$	18,929	$	130,485	$	135,558	$	—	2020/2021
Avalon Miramar	Miramar, FL	380	17,959		116,276		823		17,959		117,099		135,058		19,996		115,062		119,360		—		2018/2021
Avalon Miramar Park Place	Miramar, FL	650	50,919		245,728		1,043		50,919		246,771		297,690		39,457		258,233		267,871		—		2022/2022
TOTAL SOUTHEAST FLORIDA		2,837	$	169,177	$	919,007	$	14,109	$	169,177	$	933,116	$	1,102,293	$	187,740	$	914,553	$	947,396	$	—

DENVER,CO
Avalon Denver West	Lakewood, CO	252	$	8,047	$	69,373	$	2,387	$	8,047	$	71,760	$	79,807	$	21,907	$	57,900	$	59,841	$	—	2016/2017
Avalon Castle Rock at the Meadows	Castle Rock, CO	240	8,527		65,325		1,090		8,527		66,415		74,942		18,397		56,545		58,371		—		2018/2018
Avalon Red Rocks	Littleton, CO	256	4,461		71,477		549		4,461		72,026		76,487		20,219		56,268		58,355		—		2018/2018
Avalon Southlands	Aurora, CO	338	5,101		86,653		682		5,101		87,335		92,436		23,768		68,668		71,356		—		2018/2019
AVA RiNo	Denver, CO	246	15,152		71,666		—		15,152		71,666		86,818		8,289		78,529		81,358		—		2022
Avalon Flatirons	Lafayette, CO	207	7,390		88,438		418		7,390		88,856		96,246		11,573		84,673		87,889		—		2020/2022
TOTAL DENVER, CO		1,539	$	48,678	$	452,932	$	5,126	$	48,678	$	458,058	$	506,736	$	104,153	$	402,583	$	417,170	$	—

PACIFIC NORTHWEST
Seattle, WA
Avalon at Bear Creek	Redmond, WA	264	$	6,786	$	27,641	$	10,172	$	6,786	$	37,813	$	44,599	$	31,304	$	13,295	$	14,044	$	—	1998/1998
Avalon Bellevue	Bellevue, WA	201	6,664		24,119		8,132		6,664		32,251		38,915		24,210		14,705		16,079		—		2001
eaves RockMeadow	Bothell, WA	206	4,777		19,765		7,380		4,777		27,145		31,922		20,657		11,265		11,405		—		2000/2000
Avalon ParcSquare	Redmond, WA	124	3,789		15,139		5,854		3,789		20,993		24,782		16,100		8,682		8,256		—		2000/2000
Avalon Meydenbauer	Bellevue, WA	368	12,697		77,450		9,388		12,697		86,838		99,535		48,733		50,802		52,836		—		2008
Avalon Towers Bellevue (3)	Bellevue, WA	397	—		123,029		8,844		—		131,873		131,873		63,549		68,324		71,663		—		2011
AVA Queen Anne	Seattle, WA	203	12,081		41,618		2,233		12,081		43,851		55,932		19,797		36,135		37,425		—		2012
Avalon Alderwood I	Lynnwood, WA	367	12,294		55,627		1,407		12,294		57,034		69,328		20,395		48,933		50,500		—		2015
AVA Capitol Hill	Seattle, WA	249	20,613		59,986		1,756		20,613		61,742		82,355		20,306		62,049		63,829		—		2016
Avalon Esterra Park	Redmond, WA	482	23,178		112,986		1,974		23,178		114,960		138,138		34,280		103,858		107,376		—		2017
Avalon Alderwood II	Lynnwood, WA	124	5,072		21,418		248		5,072		21,666		26,738		6,361		20,377		20,991		—		2016
Avalon Newcastle Commons I	Newcastle, WA	378	9,649		111,600		1,957		9,649		113,557		123,206		30,124		93,082		96,521		—		2017
Avalon Belltown Towers	Seattle, WA	274	24,638		121,064		1,413		24,638		122,477		147,115		26,031		121,084		125,497		—		2019
AVA Esterra Park	Redmond, WA	323	16,405		74,568		113		16,405		74,681		91,086		16,898		74,188		76,695		—		2019
Avalon Newcastle Commons II	Newcastle, WA	293	6,982		99,969		208		6,982		100,177		107,159		14,434		92,725		96,417		—		2021
Avalon North Creek	Bothell, WA	316	13,498		69,013		97		13,498		69,110		82,608		14,600		68,008		70,524		—		2020
eaves Redmond Campus	Redmond, WA	374	15,665		84,852		29,388		15,665		114,240		129,905		50,811		79,094		82,813		—		1991/2013
Archstone Redmond Lakeview	Redmond, WA	166	10,250		28,163		5,981		10,250		34,144		44,394		17,669		26,725		27,919		—		1987/2013
TOTAL PACIFIC NORTHWEST		5,109	$	205,038	$	1,168,007	$	96,545	$	205,038	$	1,264,552	$	1,469,590	$	476,259	$	993,331	$	1,030,790	$	—

F-43

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
NORTHERN CALIFORNIA
San Jose, CA
Avalon Campbell	Campbell, CA	348	$	11,830	$	47,825	$	16,213	$	11,830	$	64,038	$	75,868	$	50,750	$	25,118	$	26,846	$	—	1995
eaves San Jose	San Jose, CA	442	12,920		53,047		20,867		12,920		73,914		86,834		53,435		33,399		35,666		—		1985/1996
Avalon on the Alameda	San Jose, CA	307	6,119		50,214		15,090		6,119		65,304		71,423		51,285		20,138		22,240		—		1999
Avalon Silicon Valley	Sunnyvale, CA	714	20,713		99,573		41,333		20,713		140,906		161,619		105,580		56,039		59,113		—		1998
Avalon Mountain View	Mountain View, CA	248	9,755		39,387		13,452		9,755		52,839		62,594		43,710		18,884		20,758		—		1986
eaves Creekside	Mountain View, CA	300	6,546		26,263		23,413		6,546		49,676		56,222		37,710		18,512		20,143		—		1962/1997
Avalon at Cahill Park	San Jose, CA	218	4,765		47,600		5,289		4,765		52,889		57,654		39,583		18,071		19,848		—		2002
Avalon Towers on the Peninsula	Mountain View, CA	211	9,560		56,136		16,868		9,560		73,004		82,564		49,363		33,201		34,617		—		2002
Avalon Morrison Park	San Jose, CA	250	13,837		64,521		2,090		13,837		66,611		80,448		25,221		55,227		57,299		—		2014
Avalon Willow Glen	San Jose, CA	412	46,060		85,637		5,564		46,060		91,201		137,261		44,832		92,429		95,551		—		2002/2013
eaves West Valley	San Jose, CA	873	90,890		138,555		11,317		90,890		149,872		240,762		71,451		169,311		174,470		—		1970/2013
eaves Mountain View at Middlefield	Mountain View, CA	404	64,070		73,438		14,821		64,070		88,259		152,329		46,178		106,151		110,005		—		1969/2013
Total San Jose, CA		4,727	$	297,065	$	782,196	$	186,317	$	297,065	$	968,513	$	1,265,578	$	619,098	$	646,480	$	676,556	$	—

Oakland - East Bay, CA
Avalon Fremont	Fremont, CA	308	$	10,746	$	43,399	$	31,906	$	10,746	$	75,305	$	86,051	$	48,992	$	37,059	$	39,436	$	—	1992/1994
eaves Dublin (2)	Dublin, CA	204	5,276		19,642		27,254		5,276		46,896		52,172		25,551		26,621		14,594		—		1989/1997
eaves Pleasanton	Pleasanton, CA	456	11,610		46,552		54,062		11,610		100,614		112,224		58,406		53,818		52,044		—		1988/1994
eaves Union City	Union City, CA	208	4,249		16,820		6,001		4,249		22,821		27,070		19,353		7,717		7,903		—		1973/1996
eaves Fremont	Fremont, CA	237	6,581		26,583		13,352		6,581		39,935		46,516		32,157		14,359		15,628		—		1985/1994
Avalon Union City	Union City, CA	439	14,732		104,024		7,955		14,732		111,979		126,711		58,088		68,623		71,867		—		2009
Avalon Walnut Creek (3)	Walnut Creek, CA	422	—		148,846		8,215		—		157,061		157,061		77,412		79,649		84,385		4,681		2010
Avalon Dublin Station	Dublin, CA	253	7,772		72,142		2,454		7,772		74,596		82,368		27,827		54,541		56,225		—		2014
Avalon Dublin Station II	Dublin, CA	252	7,762		76,587		1,596		7,762		78,183		85,945		23,732		62,213		63,881		—		2016
Avalon Public Market (1)	Emeryville, CA	289	27,394		149,011		(2,963)		27,394		146,048		173,442		28,117		145,325		150,880		—		2020
Avalon Walnut Creek II (3)	Walnut Creek, CA	200	—		111,073		2,461		—		113,534		113,534		18,774		94,760		98,785		—		2020
eaves Walnut Creek	Walnut Creek, CA	510	30,320		86,475		15,494		30,320		101,969		132,289		45,125		87,164		89,379		—		1987/2013
Avalon Walnut Ridge I	Walnut Creek, CA	106	9,860		20,630		5,494		9,860		26,124		35,984		11,443		24,541		25,192		—		2000/2013
Avalon Walnut Ridge II	Walnut Creek, CA	360	27,190		60,209		11,593		27,190		71,802		98,992		32,710		66,282		68,241		—		1989/2013
Total Oakland - East Bay, CA		4,244	$	163,492	$	981,993	$	184,874	$	163,492	$	1,166,867	$	1,330,359	$	507,687	$	822,672	$	838,440	$	4,681

San Francisco, CA
AVA Nob Hill	San Francisco, CA	185	$	5,403	$	21,567	$	12,489	$	5,403	$	34,056	$	39,459	$	25,989	$	13,470	$	13,732	$	—	1990/1995
eaves Foster City	Foster City, CA	290	7,852		31,445		17,454		7,852		48,899		56,751		37,706		19,045		19,576		—		1973/1994
eaves Pacifica	Pacifica, CA	220	6,125		24,792		6,107		6,125		30,899		37,024		26,665		10,359		11,048		—		1971/1995

F-44

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
Avalon Sunset Towers	San Francisco, CA	243	$	3,561	$	21,313	$	17,915	$	3,561	$	39,228	$	42,789	$	29,787	$	13,002	$	14,142	$	—	1961/1996
Avalon at Mission Bay I	San Francisco, CA	250	14,029		78,452		11,820		14,029		90,272		104,301		66,712		37,589		39,717		—		2003
Avalon at Mission Bay III	San Francisco, CA	260	28,687		119,156		2,031		28,687		121,187		149,874		63,247		86,627		90,364		—		2009
Avalon Ocean Avenue	San Francisco, CA	173	5,544		50,906		3,715		5,544		54,621		60,165		23,938		36,227		37,777		—		2012
AVA 55 Ninth	San Francisco, CA	273	20,267		97,321		1,822		20,267		99,143		119,410		37,257		82,153		85,383		—		2014
Avalon Hayes Valley	San Francisco, CA	182	12,595		81,228		1,540		12,595		82,768		95,363		28,039		67,324		69,869		—		2015
Avalon Dogpatch	San Francisco, CA	326	23,523		180,698		835		23,523		181,533		205,056		46,162		158,894		164,414		—		2018
Avalon San Bruno I	San Bruno, CA	300	40,780		71,352		7,368		40,780		78,720		119,500		37,665		81,835		84,122		55,250		2004/2013
Avalon San Bruno II	San Bruno, CA	185	23,787		46,609		2,972		23,787		49,581		73,368		21,243		52,125		53,227		—		2007/2013
Avalon San Bruno III	San Bruno, CA	187	33,303		65,255		2,117		33,303		67,372		100,675		28,791		71,884		73,424		51,000		2010/2013
Total San Francisco, CA		3,074	$	225,456	$	890,094	$	88,185	$	225,456	$	978,279	$	1,203,735	$	473,201	$	730,534	$	756,795	$	106,250
TOTAL NORTHERN CALIFORNIA		12,045	$	686,013	$	2,654,283	$	459,376	$	686,013	$	3,113,659	$	3,799,672	$	1,599,986	$	2,199,686	$	2,271,791	$	110,931

SOUTHERN CALIFORNIA
Los Angeles, CA
AVA Burbank	Burbank, CA	750	$	22,483	$	28,078	$	59,108	$	22,483	$	87,186	$	109,669	$	61,596	$	48,073	$	47,224	$	—	1961/1997
Avalon Woodland Hills	Woodland Hills, CA	663	23,828		40,329		89,549		23,828		129,878		153,706		73,009		80,697		82,691		—		1989/1997
eaves Warner Center (2)	Woodland Hills, CA	228	7,045		12,974		18,090		7,045		31,064		38,109		23,286		14,823		12,227		—		1979/1998
Avalon Glendale (3)	Glendale, CA	223	—		42,564		4,521		—		47,085		47,085		33,662		13,423		14,636		—		2003
Avalon Burbank	Burbank, CA	401	14,053		56,814		32,377		14,053		89,191		103,244		58,956		44,288		44,329		—		1988/2002
Avalon Camarillo	Camarillo, CA	249	8,446		40,239		5,492		8,446		45,731		54,177		28,653		25,524		26,472		—		2006
Avalon Wilshire	Los Angeles, CA	125	5,459		41,174		7,869		5,459		49,043		54,502		30,231		24,271		26,124		—		2007
Avalon Encino	Encino, CA	132	12,789		49,062		5,168		12,789		54,230		67,019		29,008		38,011		38,842		—		2008
Avalon Warner Place	Canoga Park, CA	210	7,920		44,823		4,087		7,920		48,910		56,830		27,297		29,533		31,232		—		2008
AVA Little Tokyo	Los Angeles, CA	280	14,734		93,977		2,750		14,734		96,727		111,461		34,411		77,050		79,899		—		2015
eaves Phillips Ranch	Pomona, CA	503	9,796		41,675		17,506		9,796		59,181		68,977		26,694		42,283		41,537		—		1989/2011
eaves San Dimas	San Dimas, CA	102	1,916		7,803		3,224		1,916		11,027		12,943		5,411		7,532		7,460		—		1978/2011
eaves San Dimas Canyon	San Dimas, CA	156	2,953		12,369		2,786		2,953		15,155		18,108		7,403		10,705		10,917		—		1981/2011
AVA Pasadena	Pasadena, CA	84	8,400		11,522		6,865		8,400		18,387		26,787		7,750		19,037		19,238		—		1973/2012
eaves Cerritos	Artesia, CA	151	8,305		21,195		3,267		8,305		24,462		32,767		10,406		22,361		23,100		—		1973/2012
Avalon Playa Vista	Los Angeles, CA	309	30,900		71,944		10,551		30,900		82,495		113,395		38,120		75,275		77,685		—		2006/2012
Avalon San Dimas	San Dimas, CA	162	9,141		30,726		3,711		9,141		34,437		43,578		11,859		31,719		30,005		—		2014
Avalon Glendora	Glendora, CA	281	18,311		64,303		1,429		18,311		65,732		84,043		21,457		62,586		64,455		—		2016
Avalon West Hollywood	West Hollywood, CA	294	35,214		118,926		2,584		35,214		121,510		156,724		33,905		122,819		126,390		—		2017
Avalon Mission Oaks	Camarillo, CA	160	9,600		38,666		2,034		9,600		40,700		50,300		15,829		34,471		35,291		—		2014
Avalon Chino Hills	Chino Hills, CA	331	16,617		79,829		1,682		16,617		81,511		98,128		22,663		75,465		77,760		—		2017
AVA Hollywood at La Pietra Place	Los Angeles, CA	695	99,309		272,596		2,499		99,309		275,095		374,404		48,530		325,874		336,203		—		2021

F-45

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
Avalon Cerritos	Cerritos, CA	132	$	8,869	$	52,025	$	665	$	8,869	$	52,690	$	61,559	$	12,448	$	49,111	$	50,789	$	30,250	2017/2019
Avalon Monrovia	Monrovia, CA	154	12,125		56,202		374		12,125		56,576		68,701		7,918		60,783		62,904		—		2021
Avalon Simi Valley	Simi Valley, CA	500	42,020		77,521		10,470		42,020		87,991		130,011		40,302		89,709		92,163		—		2007/2013
AVA Studio City II	Studio City, CA	101	4,626		23,840		7,347		4,626		31,187		35,813		13,486		22,327		23,370		—		1991/2013
Avalon Studio City	Studio City, CA	276	15,756		81,361		17,011		15,756		98,372		114,128		44,667		69,461		72,739		—		2002/2013
Avalon Calabasas	Calabasas, CA	600	42,720		112,911		25,819		42,720		138,730		181,450		74,665		106,785		111,007		—		1988/2013
Avalon Oak Creek	Agoura Hills, CA	338	43,540		83,625		10,657		43,540		94,282		137,822		49,769		88,053		90,522		—		2004/2013
Avalon Santa Monica on Main	Santa Monica, CA	133	32,000		63,612		14,294		32,000		77,906		109,906		32,915		76,991		79,077		—		2007/2013
eaves Old Town Pasadena	Pasadena, CA	96	9,110		16,316		6,743		9,110		23,059		32,169		10,080		22,089		22,719		—		1972/2013
eaves Thousand Oaks	Thousand Oaks, CA	158	13,950		21,574		6,198		13,950		27,772		41,722		15,637		26,085		26,892		—		1992/2013
eaves Los Feliz	Los Angeles, CA	263	18,940		46,201		12,644		18,940		58,845		77,785		26,613		51,172		52,846		41,400		1989/2013
AVA Toluca Hills (2)	Los Angeles, CA	1,151	86,450		170,276		95,364		86,450		265,640		352,090		102,318		249,772		248,197		—		1973/2013
eaves Woodland Hills	Woodland Hills, CA	891	68,940		96,808		24,026		68,940		120,834		189,774		60,028		129,746		131,151		111,500		1971/2013
Avalon Thousand Oaks Plaza	Thousand Oaks, CA	148	12,810		24,045		4,194		12,810		28,239		41,049		13,499		27,550		27,450		—		2002/2013
Avalon Pasadena	Pasadena, CA	120	10,240		33,038		5,743		10,240		38,781		49,021		16,612		32,409		33,453		—		2004/2013
AVA Studio City I	Studio City, CA	450	17,658		94,249		34,908		17,658		129,157		146,815		54,024		92,791		96,708		—		1987/2013
Total Los Angeles, CA		12,000	$	806,973	$	2,275,192	$	563,606	$	806,973	$	2,838,798	$	3,645,771	$	1,225,117	$	2,420,654	$	2,475,704	$	183,150

Orange County, CA
AVA Newport	Costa Mesa, CA	145	$	1,975	$	3,814	$	11,792	$	1,975	$	15,606	$	17,581	$	10,478	$	7,103	$	6,696	$	—	1956/1996
eaves Mission Viejo	Mission Viejo, CA	166	2,517		9,241		6,979		2,517		16,220		18,737		13,024		5,713		5,748		—		1984/1996
eaves South Coast	Costa Mesa, CA	258	4,709		16,063		15,755		4,709		31,818		36,527		24,428		12,099		13,043		—		1973/1996
eaves Santa Margarita	Rancho Santa Margarita, CA	302	4,607		16,895		15,861		4,607		32,756		37,363		24,362		13,001		13,626		—		1990/1997
eaves Huntington Beach	Huntington Beach, CA	304	4,871		19,729		13,791		4,871		33,520		38,391		28,606		9,785		10,354		—		1971/1997
Avalon Irvine I	Irvine, CA	279	9,911		67,504		9,080		9,911		76,584		86,495		39,040		47,455		49,535		—		2010
Avalon Irvine II	Irvine, CA	179	4,358		40,890		1,807		4,358		42,697		47,055		17,651		29,404		30,843		—		2013
eaves Lake Forest	Lake Forest, CA	225	5,199		21,117		8,662		5,199		29,779		34,978		14,489		20,489		21,201		—		1975/2011
Avalon Baker Ranch	Lake Forest, CA	430	31,689		98,004		1,623		31,689		99,627		131,316		33,927		97,389		100,111		—		2015
Avalon Irvine III	Irvine, CA	156	11,607		43,973		719		11,607		44,692		56,299		13,898		42,401		43,554		—		2016
Avalon Brea Place	Brea, CA	653	72,925		220,193		38		72,925		220,231		293,156		25,816		267,340		275,756		—		2022
eaves Seal Beach	Seal Beach, CA	549	46,790		104,129		34,702		46,790		138,831		185,621		56,813		128,808		133,471		—		1971/2013
Avalon Huntington Beach	Huntington Beach, CA	378	13,055		105,981		1,430		13,055		107,411		120,466		31,757		88,709		92,157		—		2017
Total Orange County, CA		4,024	$	214,213	$	767,533	$	122,239	$	214,213	$	889,772	$	1,103,985	$	334,289	$	769,696	$	796,095	$	—

San Diego, CA
AVA Pacific Beach	San Diego, CA	564	$	9,922	$	40,580	$	45,027	$	9,922	$	85,607	$	95,529	$	61,955	$	33,574	$	35,778	$	—	1969/1997
eaves Mission Ridge	San Diego, CA	200	2,710		10,924		16,894		2,710		27,818		30,528		22,093		8,435		8,784		—		1960/1997

F-46

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)


			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
eaves San Marcos	San Marcos, CA	184	$	3,277	$	13,385	$	9,605	$	3,277	$	22,990	$	26,267	$	9,254	$	17,013	$	15,757	$	—	1988/2011
eaves Rancho Penasquitos	San Diego, CA	250	6,692		27,143		13,603		6,692		40,746		47,438		19,603		27,835		29,195		—		1986/2011
Avalon Vista	Vista, CA	221	12,689		43,328		1,268		12,689		44,596		57,285		15,502		41,783		43,039		—		2015
eaves La Mesa	La Mesa, CA	168	9,490		29,412		5,020		9,490		34,432		43,922		18,022		25,900		26,452		—		1989/2013
Avalon La Jolla Colony	San Diego, CA	180	16,760		29,234		11,233		16,760		40,467		57,227		19,117		38,110		39,520		—		1987/2013
Total San Diego, CA		1,767	$	61,540	$	194,006	$	102,650	$	61,540	$	296,656	$	358,196	$	165,546	$	192,650	$	198,525	$	—
TOTAL SOUTHERN CALIFORNIA		17,791	$	1,082,726	$	3,236,731	$	788,495	$	1,082,726	$	4,025,226	$	5,107,952	$	1,724,952	$	3,383,000	$	3,470,324	$	183,150

OTHER EXPANSION REGIONS
North Carolina
Avalon South End	Charlotte, NC	265	$	13,723	$	90,017	$	4,019	$	13,723	$	94,036	$	107,759	$	15,261	$	92,498	$	95,961	$	—	2020/2021
AVA South End	Charlotte, NC	164	9,367		45,277		2,441		9,367		47,718		57,085		6,801		50,284		51,367		—		2013/2021
Avalon Hawk (1)	Charlotte, NC	71	2,564		44,255		3		2,564		44,258		46,822		5,443		41,379		43,118		—		2021/2021
Avalon Highland Creek	Charlotte, NC	260	4,586		73,014		157		4,586		73,171		77,757		9,086		68,671		71,893		—		2022/2022
Total North Carolina		760	$	30,240	$	252,563	$	6,620	$	30,240	$	259,183	$	289,423	$	36,591	$	252,832	$	262,339	$	—

Texas
Avalon Lakeside	Flower Mound, TX	425	$	15,073	$	102,992	$	533	$	15,073	$	103,525	$	118,598	$	19,021	$	99,577	$	103,640	$	—	2015/2021
Avalon Addison	Addison, TX	196	11,174		59,132		615		11,174		59,747		70,921		7,395		63,526		65,262		—		1995/2022
Total Texas		621	$	26,247	$	162,124	$	1,148	$	26,247	$	163,272	$	189,519	$	26,416	$	163,103	$	168,902
TOTAL OTHER EXPANSION REGIONS		1,381	$	56,487	$	414,687	$	7,768	$	56,487	$	422,455	$	478,942	$	63,007	$	415,935	$	431,241	$	—

TOTAL SAME STORE		76,858	$	4,317,304	$	16,585,720	$	2,528,368	$	4,317,304	$	19,114,088	$	23,431,392	$	7,871,238	$	15,560,154	$	16,055,000	$	671,981

F-47

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)



			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances		Year of Completion / Acquisition
OTHER STABILIZED
AVA Balboa Park	San Diego, CA	100	$	10,537	$	40,644	$	12	$	10,537	$	40,656	$	51,193	$	880	$	50,313	$	—			2015/2024
Avalon Cherry Hills	Englewood, CO	306	9,798		85,418		30		9,798		85,448		95,246		3,391		91,855		—		—		2015/2024
Avalon Lowry	Denver, CO	347	15,382		121,429		—		15,382		121,429		136,811		600		136,211		—				2019/2024
Avalon North Andover	North Andover, MA	221	13,617		63,000		1		13,617		63,001		76,618		4,733		71,885		73,317		—		2023
Avalon Brighton	Boston, MA	180	11,160		77,866		335		11,160		78,201		89,361		5,214		84,147		86,355		—		2023
Avalon Mooresville	Mooresville, NC	203	3,770		48,939		171		3,770		49,110		52,880		3,392		49,488		51,437		—		2017/2023
Avalon Perimeter Park	Morrisville, NC	262	11,533		55,411		26		11,533		55,437		66,970		2,484		64,486		—		—		2018/2024
Avalon Somerville Station	Somerville, NJ	374	16,663		98,452		356		16,663		98,808		115,471		8,702		106,769		109,877		—		2023
The Park Loggia Commercial	New York, NY	N/A	77,393		76,410		10,558		77,393		86,968		164,361		16,194		148,167		151,200		—		2019
Avalon Harrison	Harrison, NY	143	14,380		75,858		565		14,380		76,423		90,803		7,560		83,243		85,632		—		2023
Avalon Harbor Isle	Island Park, NY	172	18,751		76,479		—		18,751		76,479		95,230		6,763		88,467		87,814		—		2022
Avalon Frisco at Main	Frisco, TX	360	11,919		71,954		802		11,919		72,756		84,675		7,213		77,462		80,364		—		2013/2023
Avalon West Plano	Carrollton, TX	568	14,100		123,693		908		14,100		124,601		138,701		14,001		124,700		132,876		62,448		2016/2023
Avalon at Pier 121	Lewisville, TX	300	8,418		54,048		76		8,418		54,124		62,542		3,170		59,372				—		2014/2024
Avalon Townhomes at Bee Cave	Bee Cave, TX	126	7,955		41,282		—		7,955		41,282		49,237		489		48,748				—		2022/2024
AVA Ballston Square	Arlington, VA	714	71,640		240,201		40,066		71,640		280,267		351,907		114,814		237,093		243,879		—		1992/2013
Avalon Wilton on River Rd (4)	Wilton, CT	102	2,116		14,664		8,480		2,116		23,144		25,260		18,309		6,951		7,685		—		1997
TOTAL OTHER STABILIZED		4,478	$	319,132	$	1,365,748	$	62,386	$	319,132	$	1,428,134	$	1,747,266	$	217,909	$	1,529,357	$	1,110,436	$	62,448

TOTAL CURRENT COMMUNITIES (5)		81,336	$	4,636,436	$	17,951,468	$	2,590,754	$	4,636,436	$	20,542,222	$	25,178,658	$	8,089,147	$	17,089,511	$	17,165,436	$	734,429

DEVELOPMENT (4)
Avalon West Dublin	Dublin, CA	499	$	39,070	$	221,025	$	—	$	39,070	$	221,025	$	260,095	$	6,236	$	253,859	$	239,840	$	—	2024
Avalon Pleasanton - Phase 1	Pleasanton, CA	82	—		20,275		—		—		20,275		20,275		—		20,275				—		N/A
Kanso Hillcrest	San Diego, CA	182	—		15,807		—		—		15,807		15,807		—		15,807						N/A
Avalon Westminster Promenade	Westminster, CO	312	6,282		107,568		—		6,282		107,568		113,850		1,131		112,719		91,833		—		2024
Avalon Governor's Park	Denver, CO	304	10,298		125,111		—		10,298		125,111		135,409		645		134,764		106,898		—		2024
Avalon Merrick Park	Miami, FL	254	23,779		79,155		—		23,779		79,155		102,934		4,829		98,105		93,451		—		2023
Avalon South Miami	South Miami, FL	290	—		126,402		—		—		126,402		126,402		—		126,402		43,909		—		N/A
Kanso Milford	Milford, MA	162	14,361		47,357		—		14,361		47,357		61,718		1,008		60,710		38,557		—		2024
Avalon Quincy Adams	Qunicy, MA	288	—		38,834		—		—		38,834		38,834		—		38,834				—		N/A
Avalon Annapolis	Annapolis, MD	508	13,195		160,461		—		13,195		160,461		173,656		372		173,284		115,599		—		N/A
Avalon Hunt Valley West	Hunt Valley, MD	322	—		79,435		—		—		79,435		79,435		—		79,435		29,616		—		N/A
AVA Brewers Hill	Baltimore, MD	418	—		23,182		—		—		23,182		23,182		—		23,182				—		N/A
Avalon Durham	Durham, NC	336	17,329		99,764		—		17,329		99,764		117,093		1,436		115,657		80,784		—		2024

F-48

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)



			2024																2023		2024
			Initial Cost						Total Cost
Community	City and state	# of homes	Land and Improvements		Building / Construction in Progress & Improvements		Costs Subsequent to Acquisition / Construction		Land and Improvements		Building / Construction in Progress & Improvements		Total		Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Total Cost, Net of Accumulated Depreciation		Encumbrances			Year of Completion / Acquisition
Avalon Lake Norman	Mooresville, NC	345	$	—	$	59,909	$	—	$	—	$	59,909	$	59,909	$	—	$	59,909	$	20,233	$	—		N/A
Avalon Carmel	Charlotte, NC	360	—		29,299		—		—		29,299		29,299		—		29,299				—			N/A
Avalon Oakridge I	Durham, NC	459	—		25,229		—		—		25,229		25,229		—		25,229				—			N/A
Avalon W Squared at Princeton Junction	West Windsor, NJ	535	—		118,103		—		—		118,103		118,103		—		118,103		50,414		—			N/A
Avalon Princeton on Harrison	Princeton, NJ	200	—		68,584		—		—		68,584		68,584		—		68,584		25,615		—			N/A
Avalon Wayne	Wayne, NJ	473	—		73,596		—		—		73,596		73,596		—		73,596		23,811		—			N/A
Avalon Parsippany	Parsippany, NJ	410	—		61,470		—		—		61,470		61,470		—		61,470		17,012		—			N/A
Avalon Roseland II	Roseland, NJ	533	—		65,048		—		—		65,048		65,048		—		65,048				—			N/A
Avalon Montville	Pine Brook, NJ	349	8,463		116,478		22		8,463		116,500		124,963		3,780		121,183		110,858		—			2024
Avalon Princeton Circle	Princeton, NJ	221	11,705		75,606		55		11,705		75,661		87,366		3,770		83,596		84,482		—			2023
Avalon Amityville	Amityville, NY	338	22,463		113,328		—		22,463		113,328		135,791		4,368		131,423		122,575		—			2024
Avalon Plano	Plano, TX	155	—		14,502		—		—		14,502		14,502		—		14,502				—			N/A
Avalon Tech Ridge I	Austin, TX	444	—		29,142		—		—		29,142		29,142		—		29,142				—			N/A
Avalon Bothell Commons	Bothell, WA	467	26,699		205,180		155		26,699		205,335		232,034		6,826		225,208		216,782		—			2024
Avalon Redmond Campus	Redmond, WA	214	7,003		81,183		103		7,003		81,286		88,289		2,443		85,846		81,531		—			2024
TOTAL DEVELOPMENT		9,460	$	200,647	$	2,281,033	$	335	$	200,647	$	2,281,368	$	2,482,015	$	36,844	$	2,445,171	$	1,593,800	$	—

Land Held for Development		N/A	$	151,922	$	—	$	—	$	151,922	$	—	$	151,922	$	—	$	151,922	$	199,062	$	—
Corporate Overhead		N/A	53,179		13,305		70,703		53,179		84,008		137,187		56,729		80,458		36,563		7,400,000
2024 Disposed Communities		N/A	—		—		—		—		—		—		—		—		348,010		—
TOTAL		90,796	$	5,042,184	$	20,245,806	$	2,661,792	$	5,042,184	$	22,907,598	$	27,949,782	$	8,182,720	$	19,767,062	$	19,342,871	$	8,134,429	(6)

_________________________________

(1) Some or all of the land or associated parking structure for this community is subject to a finance lease.

(2) This community was under redevelopment for some or all of 2024, with the redevelopment activities not expected to materially impact community operations, and therefore this community is included in the Same Store portfolio and not classified as a Redevelopment Community.

(3) Some or all of the land for this community is subject to an operating lease.

(4) As of December 31, 2024, this community qualified as held for sale.

(5) Current and Development Communities excludes Unconsolidated Communities and Unconsolidated Development Communities.

(6) Balance outstanding represents total amount due at maturity, and excludes deferred financing costs and debt discount associated with the unsecured and secured notes of $41,216 and $15,964, respectively.

F-49

Table of Contents

AVALONBAY COMMUNITIES, INC.

REAL ESTATE AND ACCUMULATED DEPRECIATION (Continued)

December 31, 2024

(Dollars in thousands)

Amounts include real estate assets held for sale.

The aggregate cost of total real estate for federal income tax purposes was approximately $26,195,803 at December 31, 2024.

The changes in total real estate assets for the years ended December 31, 2024, 2023 and 2022 are as follows:


	December 31, 2024		December 31, 2023		December 31, 2022
Balance, beginning of period	$	26,864,833	$	25,871,363	$	24,927,305
Acquisitions, construction costs and improvements (1)	1,602,790		1,272,558		1,599,311
Dispositions, including casualty losses, and other activity	(517,841)		(279,088)		(655,253)
Balance, end of period	$	27,949,782	$	26,864,833	$	25,871,363

_________________________________

(1) 2023 amounts have been adjusted to reflect the reclassification of software development costs from Furniture, fixtures and equipment to Prepaid expenses and other assets on the Consolidated Balance Sheet.

The changes in accumulated depreciation for the years ended December 31, 2024, 2023 and 2022, are as follows:


	December 31, 2024		December 31, 2023		December 31, 2022
Balance, beginning of period	$	7,521,962	$	6,878,556	$	6,217,721
Depreciation (1)	846,853		781,313		814,978
Dispositions, including casualty losses	(186,095)		(137,907)		(154,143)
Balance, end of period	$	8,182,720	$	7,521,962	$	6,878,556

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F-50