AVALONBAY COMMUNITIES,INC. (NYSE:AVB) Files An 8-K Other Events
Item 8.01 Other Events.

On November8, 2017, AvalonBay Communities,Inc. (the “Company”) priced a public offering (the “Offering”) of the following debt securities:

· an aggregate of $450,000,000 principal amount of its 3.20% Medium-Term Notes due 2028 (the “2028 Notes”); and

· an aggregate of $300,000,000 principal amount of its Floating Rate Notes due 2021 (the “Floating Rate Notes” and, collectively with the 2028 Notes, the “Notes”).

The Offering was made to a Pricing Supplement dated November9, 2017, a Prospectus Supplement dated May6, 2015 and a Prospectus dated February19, 2015 relating to the Company’s Shelf Registration Statement on FormS-3 (File No.333-202185). The Terms Agreement, dated November8, 2017, by and among the Company and Morgan Stanley& Co. LLC and Deutsche Bank Securities Inc., as representatives of the agents named therein, is filed as Exhibit1.1 to this report.

The Notes were issued under an Indenture between the Company and The Bank of New York Mellon, as trustee, dated as of January16, 1998, as supplemented by a First Supplemental Indenture dated as of January20, 1998, a Second Supplemental Indenture dated as of July7, 1998, an Amended and Restated Third Supplemental Indenture dated as of July10, 2000, a Fourth Supplemental Indenture dated as of September18, 2006, and a Fifth Supplemental Indenture dated as of November21, 2014.

The 2028 Notes bear interest from November15, 2017, with interest on the Notes payable semi-annually on January15 and July15, beginning on January15, 2018. The 2028 Notes will mature on January15, 2028.

The Floating Rate Notes bear interest at a rate equal to (a)the three-month U.S. dollar LIBOR rate plus (b)43 basis points, as determined to the terms of the Floating Rate Notes, from November15, 2017, with interest on the Notes payable quarterly on January15, April15, July15 and October15, beginning on January15, 2018. The Floating Rate Notes will mature on January15, 2021.

The Company will use the net proceeds, after estimated issuance costs, of approximately $742,870,500 from the sale of the Notes to reduce indebtedness outstanding under its $1,500,000,000 unsecured revolving credit facility or to prepay some or all of the indebtedness outstanding under its $300,000,000 variable rate unsecured term loan that was originated in 2014, or both, and for general corporate purposes, which may include the acquisition, development and redevelopment of apartment communities and repayment and refinancing of other indebtedness. Pending such uses, the Company may invest the net proceeds from the sale of the Notes in short-term demand deposits, short-term money market funds or investment grade securities or other similar investments. Borrowings under the unsecured revolving credit facility and the term loan were used to fund the acquisition, development and redevelopment of apartment communities, to repay outstanding indebtedness and for general working capital purposes.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

* Filed herewith