8-KMaterial Agreements

AVALONBAY COMMUNITIES INC 8-K Report, Material Agreement (Apr 11, 2005)

Filed April 11, 2005For Securities:AVB

Summary

AvalonBay Communities, Inc. (AVB) filed a Form 8-K on April 11, 2005, to report a material definitive agreement related to the departure of Samuel B. Fuller, Executive Vice President – Development and Construction, effective April 30, 2005. The agreement outlines the terms of his separation, including consulting services, non-solicitation and non-competition clauses, and detailed severance compensation. This filing provides transparency regarding executive transition and associated costs. Investors can review the severance package, which includes cash payments, ongoing benefits, and equity awards, to understand the financial implications of this departure. The terms are generally consistent with what was previously disclosed, indicating a planned and orderly transition.

Key Highlights

  • 1Agreement entered into on April 6, 2005, concerning the departure of Executive Vice President Samuel B. Fuller.
  • 2Mr. Fuller's departure is effective April 30, 2005.
  • 3Mr. Fuller will provide consulting services to AVB for up to one year post-departure.
  • 4Non-solicitation and non-competition clauses are included in the agreement.
  • 5Total cash severance of $2,031,945 to be paid to Mr. Fuller.
  • 6Additional payments include consulting fees, a 2005 bonus, professional service reimbursement, and continued insurance coverage.
  • 7Equity awards include a grant of 1,637 shares of common stock and options for 16,267 shares, all vesting on departure.

Frequently Asked Questions

This Form 8-K filing reports a material definitive agreement between AvalonBay Communities, Inc. and its Executive Vice President – Development and Construction, Samuel B. Fuller, regarding his departure from the company.

Mr. Fuller will receive $2,031,945 in cash severance, monthly consulting payments of $5,000 for up to one year, a cash bonus for 2005, reimbursement for professional services, and payment for 24 months of medical and disability insurance coverage. He will also receive vested stock and stock options.

Yes, Mr. Fuller has agreed not to solicit AVB's employees for hire for a period after his departure and not to become employed by another publicly traded or major private multifamily rental company during his consulting period.

The filing states that the agreement is consistent with the expected terms described in the company's Form 8-K filed on March 1, 2005, suggesting no material deviation from prior disclosures.