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Item 9A. Controls and Procedures

2022-02-25 compared with 2021-02-26 · 433 added, 498 removed, 1339 unchanged (41% of the section changed)

47 unchanged sentences

In our opinion, American Homes 4 Rent (the Company) maintained, in all material aspects, effective internal control over financial reporting as of December 31, 2021, 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 American Homes 4 Rent as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2020 and the related notes and financial statement schedule listed in the Index at Item 15(a) of the Company and our report dated February 26, 2021 expressed an unqualified opinion thereon.

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, 2021 and 2020, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 25, 2022 expressed an unqualified opinion thereon.

Basis for Opinion

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OTHER INFORMATION

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

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Equity compensation plans not approved by security holders — $ — —

(1) The Company’s equity compensation plan, the 2012 Equity Incentive Plan, is described more fully in Note 10.

(1) The Company’s equity compensation plans, the 2012 Equity Incentive Plan and the 2021 Equity Incentive Plan (collectively, the “Plans”), are described more fully in Note 10.

Share-Based Compensation to the consolidated financial statements included as a separate section in Part IV, “Item 15.

Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K.

The 2012 Equity Incentive Plan was approved by the Company’s shareholders.

The Plans were approved by the Company’s shareholders.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

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The financial statements and financial statement schedule required by this item are included as a separate section of this Annual Report on Form 10-K beginning on page F-1.

Reports of Independent Registered Public Accounting Firm F- 1

Reports of Independent Registered Public Accounting Firm (PCAOB ID 000 42 )

Audited Consolidated Financial Statements:

American Homes 4 Rent

Consolidated Balance Sheets as of December 31, 2020 and 2019 F- 5

Consolidated Statements of Operations for the Years Ended December 31, 2020, 2019, and 2018 F- 6

Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2020, 2019, and 2018 F- 7

Consolidated Statements of Equity for the Years Ended December 31, 2020, 2019, and 2018 F- 8

Consolidated Statements of Cash Flows for the Years Ended December 31, 2020, 2019, and 2018 F- 11

Consolidated Balance Sheets as of December 31, 2021 and 2020

Consolidated Statements of Operations for the Years Ended December 31, 2021, 2020, and 2019

Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2021, 2020, and 2019

Consolidated Statements of Equity for the Years Ended December 31, 2021, 2020, and 2019

Consolidated Statements of Cash Flows for the Years Ended December 31, 2021, 2020, and 2019

American Homes 4 Rent, L.P.

Consolidated Balance Sheets as of December 31, 2020 and 2019 F- 13

Consolidated Statements of Operations for the Years Ended December 31, 2020, 2019, and 2018 F- 14

Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2020, 2019, and 2018 F- 15

Consolidated Statements of Capital for the Years Ended December 31, 2020, 2019, and 2018 F- 16

Consolidated Statements of Cash Flows for the Years Ended December 31, 2020, 2019, and 2018 F- 18

Notes to Consolidated Financial Statements F- 20

Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2020 F- 47

Consolidated Balance Sheets as of December 31, 2021 and 2020

Consolidated Statements of Operations for the Years Ended December 31, 2021, 2020, and 2019

Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2021, 2020, and 2019

Consolidated Statements of Capital for the Years Ended December 31, 2021, 2020, and 2019

Consolidated Statements of Cash Flows for the Years Ended December 31, 2021, 2020, and 2019

Notes to Consolidated Financial Statements

Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2021

All other schedules are omitted because they are either not required, are not applicable, or the information is included in the consolidated financial statements and notes thereto.

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2 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed July 19, 2013.)

3.3 Articles Supplementary for American Homes 4 Rent 6.500% Series D Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 17, 2016.)

3.4 Articles Supplementary for American Homes 4 Rent 6.350% Series E Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on June 22, 2016.)

3.3 Articles Supplementary for American Homes 4 Rent 5.875% Series F Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on April 21, 2017.)

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Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed February 7, 2018.)

Number Exhibit Document

4.3 First Supplemental Indenture, dated as of February 7, 2018, among American Homes 4 Rent, L.P., American Residential Properties OP, L.P.

1 unchanged sentence

4.4 Form of Global Note representing the Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed February 7, 2018.)

Number Exhibit Document

4.5 Second Supplemental Indenture, dated as of January 23, 2019, among American Homes 4 Rent, L.P.

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(Incorporated by reference to Exhibit 4.7 to the Company’s Annual Report on Form 10-K filed on February 28, 2020.)

4.8 Third Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P.

Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed July 8, 2021.)

4.9 Form of Global Note representing the 2031 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed July 8, 2021.)

4.10 Fourth Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P.

Bank National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed July 8, 2021.)

4.11 Form of Global Note representing the 2051 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed July 8, 2021.)

10.1 Agreement of Limited Partnership of American Homes 4 Rent, L.P.

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(Incorporated by reference to Exhibit 10.8 to Post-Effective Amendment No.

1 to the Company's Registration Statement on Form S-11 (Registration Number 333-195575) filed April 24, 2014.)

1 to the Company's Registration Statement on Form S-11 (Registration Number 333-195575) filed May 1, 2014.)

10.9 Eighth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P.

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(Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed July 12, 2017.)

Number Exhibit Document

10.16 Fifteenth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P.

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(Incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K filed February 22, 2019.)

Number Exhibit Document

10.18 Agreement of Limited Partnership of American Residential Properties OP, L.P.

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10.27 † Form of Restricted Share Unit Agreement (Incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K filed March 26, 2014.)

10.28 † American Homes 4 Rent 2021 Equity Incentive Plan (Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on August 6, 2021.)

10.29 † Form of Restricted Share Unit Agreement – Retention (2021).

Filed herewith.

10.30 † Form of Restricted Share Unit Agreement – Time-Vesting for Vice Presidents and Above (2021).

Filed herewith.

10.31 † Form of Restricted Share Unit Agreement – Performance-Vesting for Vice Presidents and Above (2021).

Filed herewith.

10.32 † Form of Restricted Share Unit Agreement for Non-Management Trustees (2021).

Filed herewith.

10.33 † Form of Indemnification Agreement with Trustees and Executive Officers (Incorporated by reference to Exhibit 10.19 to Amendment No.

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(Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on June 9, 2016.)

10.30 Credit Agreement, dated August 17, 2016, by and among American Homes 4 Rent, L.P., as Borrower, American Homes 4 Rent, as Parent, Wells Fargo Bank, National Association, as Administrative Agent, and the other lending institutions that are parties thereto, as Lenders (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 18, 2016.)

10.31 Amendment No.

1 to Credit Agreement, dated June 30, 2017, by and among American Homes 4 Rent, L.P., as Borrower, American Homes 4 Rent, as Parent, Wells Fargo Bank, National Association, as Agent, and the other lending institutions that are parties thereto, as Lenders.

(Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 6, 2017.)

10.35 Amended and Restated Credit Agreement, dated April 15, 2021, by and among American Homes 4 Rent, L.P., as Borrower, American Homes 4 Rent, as Parent, Wells Fargo Bank, National Association, as Agent, and the other lending institutions that are parties thereto, as Lenders.( Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 19, 2021)

10.36 † Form of Severance and Change of Control Letter Agreement.

(Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 15, 2022.)

21.1 List of Subsidiaries of American Homes 4 Rent and American Homes 4 Rent, L.P.

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Filed herewith.

Number Exhibit Document

31.2 Certification of Chief Financial Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934.

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Filed herewith.

Number Exhibit Document

101.INS Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of American Homes 4 Rent (the Company) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2020 and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

We have audited the accompanying consolidated balance sheets of American Homes 4 Rent (the Company) as of December 31, 2021 and 2020, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) (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, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S.

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As explained in Note 2 to the consolidated financial statements, the transactions were accounted for as asset acquisitions, and as such, are recorded at the price to acquire the single-family property, including acquisition costs.

The purchase price is allocated to land and building based upon the relative fair values of the acquired land and building which were determined using the Company’s own knowledge obtained from published market data such as county tax assessment records and supplemented by the Company’s historical cost to construct a home.

Auditing the accounting for the Company’s 2020 acquisitions of single-family properties was challenging because the determination of the relative fair values of the acquired land and building involved a higher degree of subjectivity due to the lack of availability of direct comparable land market information.

The purchase price is allocated to the acquired components, which consist principally of land and buildings, based upon their relative fair values, which were determined using the Company’s own knowledge obtained from published market data such as county tax assessment records and supplemented by the Company’s historical cost to construct a home.

Auditing the accounting for the Company’s 2021 acquisitions of single-family properties was challenging because the determination of the relative fair values of the acquired land and buildings involved a higher degree of subjectivity due to the lack of availability of direct comparable market information.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over management’s accounting for acquired single-family properties, including controls over the review of assumptions underlying the purchase price allocation and accuracy of the underlying data used.

For example, we tested controls over the determination of the fair value of the land and building assets and underlying assumptions used to develop those estimates.

Management’s review of the allocated values included use of historical data and current internal construction costs to validate the reasonableness of the allocated land values.

For example, we tested controls over the determination of the fair value of the land and buildings and underlying inputs and assumptions used to develop those estimates.

Management’s review of the allocated values included use of historical data and current internal construction costs to validate the reasonableness of the allocated land and building values.

For the 2021 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methods and significant assumptions used by the Company and an evaluation of the sensitivity of changes in the significant assumptions on the purchase price allocation.

For a sample of acquisitions, we read the purchase and sale agreements and tested the completeness and accuracy of the underlying data supporting the significant assumptions and estimates.

For a sample of acquisitions, we read the purchase and sale agreements and tested the completeness and accuracy of the underlying data supporting the significant inputs and assumptions.

For example, on a sub-market basis, we compared the allocated land and building values to the historical results of single-family properties acquired in the prior years.

We also performed a sensitivity analysis to evaluate the impact on the Company’s financial statements resulting from changes in allocated land values.

In addition, for certain of these asset acquisitions, our valuation specialists performed corroborative calculations to assess whether the conclusions in the valuation were supported by observable market data.

Specifically, our valuation specialists utilized alternative data sources to develop a range of independent estimates of the land and building fair values to evaluate the reasonableness of management’s allocated land and building values.

In addition, for certain of these asset acquisitions, our valuation specialists performed corroborative calculations to assess whether management’s allocations were supported by observable market data.

/s/ Ernst & Young LLP

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We have audited the accompanying consolidated balance sheets of American Homes 4 Rent, L.P.

(the Operating Partnership) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income (loss), capital and cash flows for each of the three years in the period ended December 31, 2020 and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

(the Operating Partnership) as of December 31, 2021 and 2020, the related consolidated statements of operations, comprehensive income, capital and cash flows for each of the three years in the period ended December 31, 2021, and the related notes and financial statement schedule listed in the Index at Item 15(a) (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 Operating Partnership at December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S.

21 unchanged sentences

The purchase price is allocated to land and building based upon the relative fair values of the acquired land and building which were determined using the Operating Partnership’s own knowledge obtained from published market data such as county tax assessment records and supplemented by the Operating Partnership’s historical cost to construct a home.

Auditing the accounting for the Operating Partnership’s 2020 acquisitions of single-family properties was challenging because the determination of the relative fair values of the acquired land and building involved a higher degree of subjectivity due to the lack of availability of direct comparable land market information.

The purchase price is allocated to the acquired components, which consist principally of land and buildings, based upon their relative fair values, which were determined using the Operating Partnership’s own knowledge obtained from published market data such as county tax assessment records and supplemented by the Operating Partnership’s historical cost to construct a home.

Auditing the accounting for the Operating Partnership’s 2021 acquisitions of single-family properties was challenging because the determination of the relative fair values of the acquired land and buildings involved a higher degree of subjectivity due to the lack of availability of direct comparable market information.

For example, we tested controls over the determination of the fair value of the land and building assets and underlying assumptions used to develop those estimates.

Management’s review of the allocated values included use of historical data and current internal construction costs to validate the reasonableness of the allocated land values.

For the 2020 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methods and significant assumptions used by the Company and an evaluation of the sensitivity of changes in the significant assumptions on the purchase price allocation.

For a sample of acquisitions, we read the purchase and sale agreements and tested the completeness and accuracy of the underlying data supporting the significant assumptions and estimates.

For example, we tested controls over the determination of the fair value of the land and buildings and underlying inputs and assumptions used to develop those estimates.

Management’s review of the allocated values included use of historical data and current internal construction costs to validate the reasonableness of the allocated land and building values.

For the 2021 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methods and significant assumptions used by the Operating Partnership and an evaluation of the sensitivity of changes in the significant assumptions on the purchase price allocation.

For a sample of acquisitions, we read the purchase and sale agreements and tested the completeness and accuracy of the underlying data supporting the significant inputs and assumptions.

For example, on a sub-market basis, we compared the allocated land and building values to the historical results of single-family properties acquired in the prior years.

We also performed a sensitivity analysis to evaluate the impact on the Operating Partnership’s financial statements resulting from changes in allocated land values.

/s/ Ernst & Young LLP

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Class B common shares ($ 0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at December 31, 2021 and 2020)

Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 35,350,000 shares issued and outstanding at December 31, 2020 and 2019)

Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 15,400,000 and 35,350,000 shares issued and outstanding at December 31, 2021 and 2020, respectively)

Additional paid-in capital 6,492,933 6,223,256

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Rents and other single-family property revenues $ 1,303,882 $ 1,172,514 $ 1,132,137

Other 10,322 11,241 6,180

Total revenues 1,182,836 1,143,378 1,072,855

Property operating expenses 490,205 450,267 433,854

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Depreciation and amortization 372,848 343,153 329,293

Other 14,036 6,733 7,265

Total expenses 1,147,004 1,058,165 1,023,599

Gain on sale of single-family properties and other, net 44,194 43,873 17,946

Gain on sale and impairment of single-family properties and other, net 49,696 38,773 40,210

Loss on early extinguishment of debt — — ( 659 )

Remeasurement of participating preferred shares — — 1,212

Other income and expense, net 3,985 1,707 8,171

Net income 210,559 154,829 156,260

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Dividends on preferred shares 37,923 55,128 55,128

Redemption of participating preferred shares — — 32,215

Redemption of perpetual preferred shares 15,879 — —

Net income attributable to common shareholders $ 135,290 $ 85,246 $ 85,911

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American Homes 4 Rent

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Comprehensive Income

(Amounts in thousands)

2 unchanged sentences

Net income $ 210,559 $ 154,829 $ 156,260

Other comprehensive (loss) income:

Gain on cash flow hedging instrument:

Gain on settlement of cash flow hedging instrument — — 9,553

Other comprehensive loss:

Cash flow hedging instruments:

Loss on settlement of cash flow hedging instrument ( 3,999 ) — —

Reclassification adjustment for amortization of interest expense included in net income ( 771 ) ( 963 ) ( 963 )

Other comprehensive (loss) income ( 963 ) ( 963 ) 8,711

Other comprehensive loss ( 4,770 ) ( 963 ) ( 963 )

Comprehensive income 205,789 153,866 155,297

1 unchanged sentence

Dividends on preferred shares 37,923 55,128 55,128

Redemption of participating preferred shares — — 32,215

Redemption of perpetual preferred shares 15,879 — —

Comprehensive income attributable to common shareholders $ 131,257 $ 84,423 $ 85,096

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Consolidated Statements of Equity

(Amounts in thousands, except share data)

(Amounts in thousands, except share and per share data)

Class A common shares Class B common shares Preferred shares

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Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 803,207 8 — — — — 10,682 — — 10,690 — 10,690

Issuance of perpetual preferred shares, net of offering costs of $ 4,022

— — — — 4,600,000 46 110,932 — — 110,978 — 110,978

Redemptions of Class A units 3,289,846 33 — — — — 42,819 — 80 42,932 ( 42,932 ) —

Redemption of Series C participating preferred shares into Class A common shares 10,848,827 109 — — ( 7,600,000 ) ( 76 ) 60,440 ( 32,215 ) — 28,258 — 28,258

Reacquisition of equity component upon settlement of exchangeable senior notes — — — — — — ( 20,098 ) — — ( 20,098 ) — ( 20,098 )

Repurchase of Class A common shares ( 1,804,163 ) ( 18 ) — — — — ( 34,951 ) — — ( 34,969 ) — ( 34,969 )

Liquidation of consolidated joint venture — — — — — — — ( 1,849 ) — ( 1,849 ) 1,608 ( 241 )

Distributions to equity holders:

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Net income — — — — — — — 141,039 — 141,039 15,221 156,260

Total other comprehensive income — — — — — — — — 7,318 7,318 1,393 8,711

Balances at December 31, 2018 296,014,546 $ 2,960 635,075 $ 6 35,350,000 $ 354 $ 5,732,466 $ ( 491,214 ) $ 7,393 $ 5,251,965 $ 721,777 $ 5,973,742

American Homes 4 Rent

Consolidated Statements of Equity (Continued)

(Amounts in thousands, except share data)

Class A common shares Class B common shares Preferred shares

of shares Amount Number

of shares Amount Additional

capital Accumulated

deficit Accumulated other comprehensive income Shareholders’

equity Noncontrolling

interest Total

Total other comprehensive loss — — — — — — — — ( 815 ) ( 815 ) ( 148 ) ( 963 )

Balances at December 31, 2019 300,107,599 $ 3,001 635,075 $ 6 35,350,000 $ 354 $ 5,790,775 $ ( 465,368 ) $ 6,658 $ 5,335,426 $ 683,364 $ 6,018,790

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Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 577,656 6 — — — — 5,354 — — 5,360 — 5,360

Issuance of Class A common shares, net of offering costs of $ 600

15,036,130 150 — — — — 413,350 — — 413,500 — 413,500

Redemptions of Class A units 300,000 3 — — — — 3,943 — 5 3,951 ( 3,951 ) —

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— — — — — — — ( 61,906 ) — ( 61,906 ) — ( 61,906 )

Cumulative effect of adoption of ASU 2016-13 — — — — — — — ( 1,494 ) — ( 1,494 ) — ( 1,494 )

Net income — — — — — — — 140,374 — 140,374 14,455 154,829

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Consolidated Statements of Equity (Continued)

(Amounts in thousands, except share data)

(Amounts in thousands, except share and per share data)

Class A common shares Class B common shares Preferred shares

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Redemptions of Class A units 350,000 4 — — — — 4,613 — 7 4,624 ( 4,624 ) —

Redemption of Series D perpetual preferred shares — — — — ( 10,750,000 ) ( 108 ) ( 260,133 ) ( 8,509 ) — ( 268,750 ) — ( 268,750 )

Redemption of Series E perpetual preferred shares — — — — ( 9,200,000 ) ( 92 ) ( 222,538 ) ( 7,370 ) — ( 230,000 ) — ( 230,000 )

Distributions to equity holders:

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— — — — — — — ( 130,478 ) — ( 130,478 ) — ( 130,478 )

Cumulative effect of adoption of ASU 2016-13 (Note 2)

— — — — — — — ( 1,494 ) ( 1,494 ) — ( 1,494 )

Net income — — — — — — — 189,092 — 189,092 21,467 210,559

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Depreciation and amortization 372,848 343,153 329,293

Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instrument 7,431 7,457 10,493

Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments 8,790 7,431 7,457

Noncash share-based compensation 17,792 9,834 4,808

Provision for bad debt — — 8,732

Loss on early extinguishment of debt — — 659

Remeasurement of participating preferred shares — — ( 1,212 )

Equity in net losses (income) of unconsolidated joint ventures 774 ( 509 ) ( 546 )

Net gain on sale of single-family properties and other ( 44,194 ) ( 43,873 ) ( 17,946 )

Loss on impairment of single-family properties and other 5,421 3,663 5,858

Equity in net (income) losses of unconsolidated joint ventures ( 1,610 ) 774 ( 509 )

Gain on sale and impairment of single-family properties and other, net ( 49,696 ) ( 38,773 ) ( 40,210 )

Other changes in operating assets and liabilities:

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Proceeds received from hurricane-related insurance claims 4,842 3,705 2,171

Payments received on notes for sale of properties 1,253 — —

Investment in unconsolidated joint ventures ( 29,260 ) ( 29,834 ) ( 13,114 )

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Payments of Class A common share issuance costs ( 200 ) ( 600 ) —

Proceeds from issuance of perpetual preferred shares — — 115,000

Payments of perpetual preferred share issuance costs — — ( 4,022 )

Repurchase of Class A common shares — — ( 34,969 )

Redemption of perpetual preferred shares ( 498,750 ) — —

Proceeds from exercise of stock options 4,225 7,011 11,524

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Payments on term loan facility — — ( 100,000 )

Payments on secured note payable — — ( 49,427 )

Proceeds from unsecured senior notes, net of discount 737,195 — 397,944

Settlement of cash flow hedging instrument ( 3,999 ) — —

Payments on exchangeable senior notes — — ( 135,093 )

American Homes 4 Rent

Consolidated Statements of Cash Flows (Continued)

(Amounts in thousands)

For the Years Ended December 31,

2020 2019 2018

Financing activities (continued)

Distributions to noncontrolling interests ( 23,170 ) ( 10,381 ) ( 10,701 )

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Net cash provided by (used for) financing activities 1,064,955 269,783 ( 92,116 )

Net increase (decrease) in cash, cash equivalents and restricted cash 100,958 ( 11,095 ) ( 7,609 )

Net (decrease) increase in cash, cash equivalents and restricted cash ( 73,310 ) 100,958 ( 11,095 )

Cash, cash equivalents and restricted cash, beginning of period (see Note 2)

2 unchanged sentences

$ 191,767 $ 265,077 $ 164,119

American Homes 4 Rent

Consolidated Statements of Cash Flows (Continued)

(Amounts in thousands)

For the Years Ended December 31,

2021 2020 2019

Supplemental cash flow information

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Note receivable related to a bulk sale of properties, net of discount — — 29,474

Redemption of participating preferred shares — — ( 28,258 )

Noncash right-of-use assets obtained in exchange for operating lease liabilities 1,346 17,105 6,089

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5,686,193 4,928,819

Preferred units ( 35,350,000 units issued and outstanding at December 31, 2020 and 2019)

Preferred units ( 15,400,000 and 35,350,000 units issued and outstanding at December 31, 2021 and 2020, respectively)

371,564 854,435

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Rents and other single-family property revenues $ 1,303,882 $ 1,172,514 $ 1,132,137

Other 10,322 11,241 6,180

Total revenues 1,182,836 1,143,378 1,072,855

Property operating expenses 490,205 450,267 433,854

4 unchanged sentences

Depreciation and amortization 372,848 343,153 329,293

Other 14,036 6,733 7,265

Total expenses 1,147,004 1,058,165 1,023,599

Gain on sale of single-family properties and other, net 44,194 43,873 17,946

Gain on sale and impairment of single-family properties and other, net 49,696 38,773 40,210

Loss on early extinguishment of debt — — ( 659 )

Remeasurement of participating preferred units — — 1,212

Other income and expense, net 3,985 1,707 8,171

Net income 210,559 154,829 156,260

Noncontrolling interest — — ( 259 )

Preferred distributions 37,923 55,128 55,128

Redemption of participating preferred units — — 32,215

Redemption of perpetual preferred units 15,879 — —

Net income attributable to common unitholders $ 156,757 $ 99,701 $ 101,132

7 unchanged sentences

American Homes 4 Rent, L.P.

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Statements of Comprehensive Income

(Amounts in thousands)

2 unchanged sentences

Net income $ 210,559 $ 154,829 $ 156,260

Other comprehensive (loss) income:

Gain on cash flow hedging instrument:

Gain on settlement of cash flow hedging instrument — — 9,553

Other comprehensive loss:

Cash flow hedging instruments:

Loss on settlement of cash flow hedging instrument ( 3,999 ) — —

Reclassification adjustment for amortization of interest expense included in net income ( 771 ) ( 963 ) ( 963 )

Other comprehensive (loss) income ( 963 ) ( 963 ) 8,711

Other comprehensive loss ( 4,770 ) ( 963 ) ( 963 )

Comprehensive income 205,789 153,866 155,297

Comprehensive loss attributable to noncontrolling interests — — ( 259 )

Preferred distributions 37,923 55,128 55,128

Redemption of participating preferred units — — 32,215

Redemption of perpetual preferred units 15,879 — —

Comprehensive income attributable to common unitholders $ 151,987 $ 98,738 $ 100,169

2 unchanged sentences

Consolidated Statements of Capital

(Amounts in thousands, except unit data)

(Amounts in thousands, except unit and per unit data)

General Partner Limited Partners

Common capital Preferred capital amount Common capital Accumulated

comprehensive income Total partners' capital Noncontrolling

interest Total capital

comprehensive income Total capital

of units Amount Number

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Common units issued under share-based compensation plans, net of units withheld for employee taxes 803,207 10,690 — — — — 10,690

Issuance of perpetual preferred units, net of offering costs of $ 4,022

— — 110,978 — — — 110,978 — 110,978

Redemptions of Class A units 3,289,846 42,852 — ( 3,289,846 ) ( 42,852 ) — —

Redemption of Series C participating preferred units into Class A units 10,848,827 186,119 ( 157,861 ) — — — 28,258 — 28,258

Reacquisition of equity component upon settlement of exchangeable senior notes — ( 20,098 ) — — — — ( 20,098 ) — ( 20,098 )

Repurchases of Class A units ( 1,804,163 ) ( 34,969 ) — — — — ( 34,969 ) — ( 34,969 )

Liquidation of consolidated joint venture — ( 1,849 ) — — — — ( 1,849 ) 1,608 ( 241 )

Distributions to capital holders:

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Net income — 85,911 55,128 — 15,221 — 156,260

Total other comprehensive income — — — — — 8,711 8,711 — 8,711

Total other comprehensive loss — — — — — ( 963 ) ( 963 )

Balances at December 31, 2019 300,742,674 $ 4,474,333 $ 854,435 52,026,980 $ 682,199 $ 7,823 $ 6,018,790

1 unchanged sentence

Common units issued under share-based compensation plans, net of units withheld for employee taxes 577,656 5,360 — — — — 5,360

Issuance of Class A common units, net of offering costs of $ 600

15,036,130 413,500 — — — — 413,500

Redemptions of Class A units 300,000 3,946 — ( 300,000 ) ( 3,946 ) — —

4 unchanged sentences

— ( 61,906 ) — — ( 10,392 ) — ( 72,298 )

Cumulative effect of adoption of ASU 2016-13 — ( 1,494 ) — — — — ( 1,494 )

Net income — 85,246 55,128 — 14,455 — 154,829

3 unchanged sentences

Consolidated Statements of Capital (Continued)

(Amounts in thousands, except unit data)

(Amounts in thousands, except unit and per unit data)

General Partner Limited Partners

9 unchanged sentences

Redemptions of Class A units 350,000 4,617 — ( 350,000 ) ( 4,617 ) — —

Redemption of Series D perpetual preferred units — ( 8,509 ) ( 260,241 ) — — — ( 268,750 )

Redemption of Series E perpetual preferred units — ( 7,370 ) ( 222,630 ) — — — ( 230,000 )

Distributions to capital holders:

3 unchanged sentences

— ( 130,478 ) — — ( 20,584 ) — ( 151,062 )

Cumulative effect of adoption of ASU 2016-13 (Note 2)

— ( 1,494 ) — — — — ( 1,494 )

Net income — 151,169 37,923 — 21,467 — 210,559

11 unchanged sentences

Depreciation and amortization 372,848 343,153 329,293

Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instrument 7,431 7,457 10,493

Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments 8,790 7,431 7,457

Noncash share-based compensation 17,792 9,834 4,808

Provision for bad debt — — 8,732

Loss on early extinguishment of debt — — 659

Remeasurement of participating preferred units — — ( 1,212 )

Equity in net losses (income) of unconsolidated joint ventures 774 ( 509 ) ( 546 )

Net gain on sale of single-family properties and other ( 44,194 ) ( 43,873 ) ( 17,946 )

Loss on impairment of single-family properties and other 5,421 3,663 5,858

Equity in net (income) losses of unconsolidated joint ventures ( 1,610 ) 774 ( 509 )

Gain on sale and impairment of single-family properties and other, net ( 49,696 ) ( 38,773 ) ( 40,210 )

Other changes in operating assets and liabilities:

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Proceeds received from hurricane-related insurance claims 4,842 3,705 2,171

Payments received on notes for sale of properties 1,253 — —

Investment in unconsolidated joint ventures ( 29,260 ) ( 29,834 ) ( 13,114 )

8 unchanged sentences

Payments of Class A common unit issuance costs ( 200 ) ( 600 ) —

Proceeds from issuance of perpetual preferred units — — 115,000

Payments of perpetual preferred unit issuance costs — — ( 4,022 )

Repurchase of Class A common units — — ( 34,969 )

Redemption of perpetual preferred units ( 498,750 ) — —

Proceeds from exercise of stock options 4,225 7,011 11,524

4 unchanged sentences

Payments on term loan facility — — ( 100,000 )

Payments on secured note payable — — ( 49,427 )

Proceeds from unsecured senior notes, net of discount 737,195 — 397,944

Settlement of cash flow hedging instrument ( 3,999 ) — —

Payments on exchangeable senior notes — — ( 135,093 )

American Homes 4 Rent, L.P.

Consolidated Statements of Cash Flows (Continued)

(Amounts in thousands)

For the Years Ended December 31,

2020 2019 2018

Financing activities (continued)

Distributions to common unitholders ( 169,413 ) ( 71,448 ) ( 70,533 )

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Net cash provided by (used for) financing activities 1,064,955 269,783 ( 92,116 )

Net increase (decrease) in cash, cash equivalents and restricted cash 100,958 ( 11,095 ) ( 7,609 )

Net (decrease) increase in cash, cash equivalents and restricted cash ( 73,310 ) 100,958 ( 11,095 )

Cash, cash equivalents and restricted cash, beginning of period (see Note 2)

2 unchanged sentences

$ 191,767 $ 265,077 $ 164,119

American Homes 4 Rent, L.P.

Consolidated Statements of Cash Flows (Continued)

(Amounts in thousands)

For the Years Ended December 31,

2021 2020 2019

Supplemental cash flow information

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Note receivable related to a bulk sale of properties, net of discount — — 29,474

Redemption of participating preferred units — — ( 28,258 )

Noncash right-of-use assets obtained in exchange for operating lease liabilities 1,346 17,105 6,089

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Organization and Operations

American Homes 4 Rent (“AH4R” or the “General Partner”) is a Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and operating single-family homes as rental properties.

American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of our business and owns, directly or through subsidiaries, substantially all of our assets.

American Homes 4 Rent (“AH4R” or “General Partner”) is a Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and operating single-family homes as rental properties.

American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of its business and owns, directly or through subsidiaries, substantially all of its assets.

References to the “Company,” “we,” “our” and “us” mean collectively AH4R, the Operating Partnership and those entities/subsidiaries owned or controlled by AH4R and/or the Operating Partnership.

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The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity.

The ownership interest in a consolidated subsidiary of the Company held by outside parties, which was liquidated during the second quarter of 2018, is included in noncontrolling interest within the consolidated financial statements.

The Company consolidates VIEs in accordance with Accounting Standards Codification (“ASC”) No.

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In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair presentation of the consolidated financial statements have been made.

During the year ended December 31, 2021, the Company reclassified certain impairment charges related to homes classified as held for sale from other expenses to gain on sale and impairment of single-family properties and other, net within the consolidated

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

As a result of the expected growth in our joint venture activities, the investments in unconsolidated joint ventures balance has been reclassified into a separate balance sheet line item.

This resulted in the reclassification of $ 67.9 million as of December 31, 2019, which was previously included in escrow deposits, prepaid expenses and other assets, into investments in unconsolidated joint ventures on the consolidated balance sheets.

Certain other amounts in the consolidated financial statements for the prior periods have also been reclassified or presented to conform to the current year presentation.

statements of operations.

The Company also reclassified other revenues and the remaining other expenses to other income and expense, net within the consolidated statements of operations.

Certain other amounts in the consolidated financial statements for the prior periods have also been reclassified to conform to the current year presentation.

Use of Estimates

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The Operating Partnership funds the payment of distributions.

AH4R had a net

AH4R had a net operating loss (“NOL”) for U.S.

federal income tax purposes of an estimated $ 25.4 million as of December 31, 2021 and $ 68.6 million

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

operating loss (“NOL”) for U.S.

federal income tax purposes of an estimated $ 60.2 million as of December 31, 2020 and approximately $ 189.1 million as of December 31, 2019.

We intend to use our NOL (to the extent available) to reduce our REIT taxable income and will distribute approximately all of our remaining REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains).

as of December 31, 2020.

We intend to use our NOL (to the extent available) to reduce our REIT taxable income to the extent that REIT taxable income is not reduced by our deduction for dividends paid.

Investments in Real Estate

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In this regard, the Company also utilizes information obtained from county tax assessment records to assist in the determination of the fair value of the land and building.

For the year ended December 31, 2020, the Company purchased 1,019 single-family properties treated as asset acquisitions for accounting purposes for a total purchase price of $ 266.4 million, which was included in cash paid for single-family properties within the consolidated statement of cash flows.

Typically, we allocate between 15 % to 30 % of the purchase price of properties to land.

For the year ended December 31, 2021, the Company purchased 2,638 single-family properties treated as asset acquisitions for accounting purposes for a total purchase price of $ 840.0 million, net of holding costs, which was included in cash paid for single-family properties within the consolidated statement of cash flows.

The nature of our business requires that in certain circumstances we acquire single-family properties subject to existing liens.

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Single-family properties classified as held for sale are reported at the lower of their carrying value or estimated fair value less costs to sell, and are presented separately in single-family properties held for sale, net within the consolidated balance sheets.

As of December 31, 2020 and 2019, the Company had 711 and 1,187 single-family properties, respectively, classified as held for sale, and recorded $ 2.0 million, $ 3.7 million and $ 5.9 million of impairment on single-family properties held for sale for the years ended December 31, 2020, 2019 and 2018, respectively, which was included in other expenses within the consolidated statements of operations.

As of December 31, 2021 and 2020, the Company had 659 and 711 single-family properties, respectively, classified as held for sale, and recorded $ 0.2 million, $ 2.0 million and $ 3.7 million of impairment on single-family properties held for sale for the years ended December 31, 2021, 2020 and 2019, respectively, which is included in gain on sale and impairment of single-family properties and other, net within the consolidated statements of operations.

The results of operations of properties that have either been sold or classified as held for sale, if due to a strategic shift that has (or will have) a major effect on our operations or financial results, are reported in the consolidated statements of operations as discontinued operations for both current and prior periods presented through the date of the applicable disposition in accordance with ASC 205-20, Presentation of Financial Statements—Discontinued Operations .

9 unchanged sentences

No significant impairments on operating properties were recorded during the years ended December 31, 2021, 2020 and 2019.

Land Option Contracts

We enter into land option contracts to acquire the right to purchase land for our AMH Development Program.

Under these contracts, we typically make a specified option payment or deposit in consideration for the right to purchase land in the future, usually at a predetermined price.

We analyze these land option contracts under the variable interest model to determine whether the land seller is a VIE and, if so, whether we are the primary beneficiary.

Although the Company does not have legal title to the underlying land, we may be required to consolidate the related VIE if we are deemed to be the primary beneficiary.

We also consider whether the land option contracts should be accounted for as financing arrangements when the land seller is not consolidated under the variable interest model, as may be required if the land seller or other third-party acquires specific land parcels on our behalf or at our direction or where we make improvements to the underlying land during the option period.

As of December 31, 2021 and 2020, we were not the primary beneficiary of any VIE related to land option contracts and had no land option contracts accounted for as financing arrangements.

Commercial Office Leases

We lease commercial office space from third parties for use in our corporate and property management operations.

Commercial office leases are accounted for as operating leases in accordance with ASC 842 which requires us to recognize right-of-use (“ROU”) assets and lease liabilities within the consolidated balance sheets for the rights and obligations created from these leases.

Commercial office leases are accounted for as operating leases in accordance with ASC 842, Leases , which requires us to recognize right-of-use (“ROU”) assets and lease liabilities within the consolidated balance sheets for the rights and obligations created from these leases.

Operating lease ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date.

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Depreciation is computed on a straight-line basis over the estimated useful lives of buildings, improvements and other assets.

Buildings are depreciated over thirty years and improvements and other assets are depreciated over their estimated economic useful lives, generally three to thirty years .

Buildings are depreciated over 30 years and improvements and other assets are depreciated over their estimated economic useful lives, generally three to 30 years.

Intangible Assets

4 unchanged sentences

No impairment was recorded during the years ended December 31, 2021, 2020 and 2019.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Goodwill represents the fair value in excess of the tangible and separately identifiable intangible assets that were acquired in connection with the internalization of the Company’s management function in June 2013, including all administrative, financial, property management, marketing and leasing personnel, including executive management.

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We also have the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the goodwill impairment test.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

impairment test compares the fair value of the reporting unit with its carrying amount.

The impairment test compares the fair value of the reporting unit with its carrying amount.

If the carrying amount exceeds the fair value, the impairment loss is determined as the excess of the carrying amount of the goodwill reporting unit over the fair value of that goodwill, not to exceed the carrying amount.

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Financing costs related to the origination of the Company’s debt instruments are deferred and amortized as interest expense under the effective interest method over the contractual term of the applicable financing.

Financing costs related to the origination of the Company’s revolving credit facility are presented net of accumulated amortization and are included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets.

Financing costs related to the origination of the Company’s revolving credit facility are presented net of accumulated amortization and included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets.

Financing costs related to the origination of the Company’s unsecured senior notes and asset-backed securitizations are presented net of accumulated amortization and are netted against the related debt instrument under liabilities within the consolidated balance sheets.

15 unchanged sentences

In addition, escrow deposits include amounts paid for single-family properties in certain states which require a judicial order when the risks and rewards of ownership of the property are transferred and the purchase is finalized.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Investments in Unconsolidated Joint Ventures

Investments in unconsolidated joint ventures are recorded initially at cost, and subsequently adjusted for equity in earnings and cash contributions and distributions.

Under the equity method of accounting, our net equity investment is included in investments in unconsolidated joint ventures within the consolidated balance sheets, and our share of net income or loss from the joint ventures is included within other revenues in the consolidated statements of operations.

Under the equity method of accounting, our net equity investment is included in investments in unconsolidated joint ventures within the consolidated balance sheets, and our share of net income or loss from the joint ventures is included within other income and expense, net in the consolidated statements of operations.

Our recognition of joint venture income or loss is generally based on ownership percentages, which may change upon the achievement of certain investment return thresholds.

The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

We classify distributions received from our unconsolidated joint ventures using the “cumulative earnings” approach, under which distributions up to the amount of cumulative equity in earnings recognized will be classified as cash inflows from operating activities, and those in excess of that amount will be classified as cash inflows from investing activities in our consolidated statements of cash flows.

Our investments in unconsolidated joint ventures are reviewed for impairment periodically and we will record an impairment charge when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary.

During the year ended December 31, 2020, the Company

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

recognized a $ 4.9 million impairment charge in other expenses within the consolidated statements of operations associated with the liquidation of legacy joint ventures, which were acquired as part of the American Residential Properties, Inc.

During the year ended December 31, 2020, the Company recognized a $ 4.9 million impairment charge, of which $ 3.5 million was recognized in gain on sale and impairment of single-family properties and other, net and $ 1.4 million was recognized in other income and expense, net within the consolidated statements of operations, associated with the liquidation of legacy joint ventures, which were acquired as part of the American Residential Properties, Inc.

(“ARPI”) merger in February 2016.

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Notes receivable are presented net of discounts in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets.

Interest income from the notes, including amortization of discounts, is presented in other revenues within the consolidated statements of operations.

Upon adoption of ASU 2016-13 on January 1, 2020, we are required to estimate and recognize lifetime expected losses, rather than incurred losses, on these notes receivable, which results in the earlier recognition of credit losses even if the expected risk of credit loss is remote.

Beginning January 1, 2020, notes receivable are also presented net of the allowance for expected credit losses, which the Company estimates on a quarterly basis based on (i) credit quality indicators such as the borrower’s historical performance, including the borrower’s financial results and satisfaction of scheduled payments, (ii) current conditions, including macroeconomic conditions and other conditions affecting the borrower, and (iii) other reasonable and supportable forecasts about the future.

Interest income from the notes, including amortization of discounts, is presented in other income and expense, net within the consolidated statements of operations.

Upon adoption of Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments , on January 1, 2020, we are required to estimate and recognize lifetime expected losses, rather than incurred losses, on these notes receivable, which results in the earlier recognition of credit losses even if the expected risk of credit loss is remote.

Notes receivable are also presented net of the allowance for expected credit losses, which the Company estimates on a quarterly basis based on (i) credit quality indicators such as the borrower’s historical performance, including the borrower’s financial results and satisfaction of scheduled payments, (ii) current conditions, including macroeconomic conditions and other conditions affecting the borrower, and (iii) other reasonable and supportable forecasts about the future.

As part of the monitoring process, we may meet with a borrower’s management to better understand such borrower’s financial performance and its future plans on an as-needed basis.

A note receivable will be categorized as non-performing if a borrower experiences financial difficulty and has failed to make scheduled payments.

Changes to the allowance for expected credit losses are recognized in other expenses within the consolidated statements of operations.

Changes to the allowance for expected credit losses are recognized in other income and expense, net within the consolidated statements of operations.

Revenue and Expense Recognition

We lease single-family properties that we own directly to tenants who occupy the properties under operating leases, generally, with a term of one year .

As a result of the adoption of ASC 842 on January 1, 2019, the Company classifies our single-family property leases as operating leases and elects to not separate the lease component, comprised of rents from single-family properties, from the associated non-lease component, comprised of fees from single-family properties and tenant charge-backs.

The combined component is accounted for under the new lease accounting standard while certain tenant charge-backs are accounted for as variable payments under the revenue accounting guidance.

In accordance with ASC 842, Leases , the Company classifies our single-family property leases as operating leases and elects to not separate the lease component, comprised of rents from single-family properties, from the associated non-lease component, comprised of fees from single-family properties and tenant charge-backs.

The combined component is accounted for under ASC 842, while certain tenant charge-backs are accounted for as variable payments under ASC 606, Revenue from Contracts with Customers .

Rental revenue, net of any concessions, is recognized on a straight-line basis over the term of the lease, which is not materially different than if it were recorded when due from tenants and recognized monthly as it is earned.

Tenant charge-backs, which are primarily related to cost recoveries on utilities, are recognized as revenue on a gross basis in the period during which the expenses are incurred.

Upon adoption of ASC 842, we no longer have an allowance for doubtful accounts.

When collectability is not deemed probable, we write-off the tenant’s receivables and limit lease income to cash received.

Prior to January 1, 2019, we maintained an allowance for doubtful accounts for estimated losses that may have resulted from the inability of tenants to make required rent or other payments.

This allowance was estimated based on, among other considerations, payment histories, overall delinquencies and available security deposits.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

We accrue for property taxes and homeowners’ association (“HOA”) assessments based on amounts billed, and, in some circumstances, estimates and historical trends when bills or assessments are not available.

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We next determine whether we have a controlling financial interest in the property after the sale, consistent with the consolidation model in ASC 810, Consolidation .

If we determine that we do not have a controlling financial interest in the real estate, we evaluate whether a contract exists under ASC 606, Revenue from Contracts with Customers , and whether the buyer has obtained control of the asset that was sold.

We recognize a full gain or loss on sale, which is presented in gain on sale of single-family properties and other, net within the consolidated statements of operations, when the derecognition criteria under ASC 610-20 have been met.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

If we determine that we do not have a controlling financial interest in the real estate, we evaluate whether a contract exists under ASC 606 and whether the buyer has obtained control of the asset that was sold.

We recognize a full gain or loss on sale, which is presented in gain on sale and impairment of single-family properties and other, net within the consolidated statements of operations, when the derecognition criteria under ASC 610-20 have been met.

Leasing Costs

As a result of the adoption of Accounting Standards Update (“ASU”) No.

2016-02, Leases (Topic 842) , (“ASC 842”) on January 1, 2019, only direct costs incurred due to the execution of a lease are capitalized and amortized over the term of the leases, which generally have a term of one year .

Prior to January 1, 2019, both direct and indirect incremental costs incurred to lease properties were capitalized and amortized over the term of the leases.

Our leasing costs are accounted for under the provisions of ASC 842, Leases.

Direct costs incurred due to the execution of a lease are initially capitalized and then amortized over the term of the lease, which is generally one year .

Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses consists primarily of trade payables, accrued interest, distribution payables, resident security deposits, prepaid rent, construction and maintenance liabilities, HOA fees and property tax accruals as of the end of the respective period presented.

Accounts payable and accrued expenses consists primarily of trade payables, accrued interest, distribution payables, resident security deposits, prepaid rent, construction and maintenance liabilities, HOA fees, operating lease liabilities and property tax accruals as of the end of the respective period presented.

It also consists of contingent loss accruals, if any.

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Share-Based Compensation

Our 2012 Equity Incentive Plan (the “Plan”) is accounted for under the provisions of ASC 718, Compensation—Stock Compensation .

Noncash share-based compensation costs related to options to purchase our Class A common shares and restricted stock units (“RSUs”) issued to members of the Company’s board of trustees and employees is based on the fair value of the options and RSUs on the grant date and generally amortized over the service period.

Our 2012 Equity Incentive Plan and 2021 Equity Incentive Plan (collectively, the “Plans”) are accounted for under the provisions of ASC 718, Compensation—Stock Compensation .

Noncash share-based compensation costs related to options to purchase our Class A common shares, restricted share units (“RSUs”) and performance-based restricted share units (“PSUs”) issued to members of the Company’s board of trustees and employees is based on the fair value of the options, RSUs and PSUs on the grant date and generally amortized over the service period.

Forfeitures are recognized as they occur.

In February 2020, the Plan was modified to allow for continued release of awards based on the original vesting schedule, rather than forfeiture, of unvested share-based grants issued in 2020 upon termination of service for employees who meet certain retirement eligibility criteria, including age and years of service.

For the 2020 share-based grants, retirement eligible employees on the date of grant became fully vested and employees who will become retirement eligible prior to the end of their grant’s contractual life will become fully vested on the date they meet the criteria for retirement.

Full compensation cost is recognized immediately at the date of grant to the extent a participant is retirement eligible and compensation cost is accelerated to the extent that a participant will become retirement eligible prior to the end of the contractual life of their 2020 share-based grants.

The Plans allow for continued release of awards based on the original vesting schedule, rather than forfeiture, of unvested share-based grants upon termination of service for employees who meet certain retirement eligibility criteria, including age and years of service.

Retirement eligible employees must also provide a notice of intent to retire at least six months prior to retirement date and the Human Capital and Compensation Committee (“HCC Committee”) must approve the continued release of awards.

As a result of the six month notice requirement, compensation cost is recognized over six months from the grant date to the extent an employee is retirement eligible on the grant date and compensation cost is accelerated to the extent that an employee will become retirement eligible before six months prior to the end of the contractual life of their share-based grants.

Fair Value of Financial Instruments

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• Level 1 —Inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets;

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

• Level 2 —Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument;

3 unchanged sentences

We assess these derivatives at inception and on an ongoing basis for the effectiveness of qualifying cash flow hedges.

For derivative instruments that are designated and qualify as a cash flow hedge, the gain or loss on the derivative instrument is reported as

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

a component of other comprehensive income and reclassified into earnings as interest expense during the period in which the hedged transaction affects earnings.

For derivative instruments that are designated and qualify as a cash flow hedge, the gain or loss on the derivative instrument is reported as a component of other comprehensive income and reclassified into earnings as interest expense during the period in which the hedged transaction affects earnings.

Segment Reporting

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The Company did not have any geographic market concentrations representing 10% or more of the total gross book value of single-family properties in operations as of December 31, 2021.

Accounting Pronouncements Adopted January 1, 2020

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2016-13, Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments , to amend the accounting for credit losses for certain financial instruments by requiring companies to recognize an estimate of expected credit losses as an allowance in order to recognize such losses more timely than under previous guidance that had allowed companies to wait until it was probable such losses had been incurred.

In November 2018, the FASB issued ASU No.

2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses , which clarifies that receivables arising from operating leases are not within the scope of Topic 326.

Instead, impairment of receivables arising from operating leases should be accounted for in accordance with Topic 842, Leases .

In April 2019, the FASB issued ASU No.

2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , which provides further clarification around some of the amendments in ASU 2016-13.

In May 2019, the FASB issued ASU No.

2019-05, Financial Instruments-Credit Losses (Topic 326) Targeted Transition Relief , which provides entities that have certain instruments within the scope of Topic 326 with an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis upon adoption of Topic 326.

In November 2019, the FASB issued ASU No.

2019-11, Codification Improvements to Topic 326, Financial Instruments—Credit Losses , which provides further clarification around some of the amendments in ASU 2016-13.

The guidance is effective for the Company for annual reporting periods beginning after December 15, 2019, and for interim periods within those annual periods.

Early adoption is permitted for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods.

An entity will apply the amendments in these ASUs through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach).

A prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date.

The effect of a prospective transition approach is to maintain the same amortized cost basis before and after the effective date of the guidance.

The Company adopted this guidance effective January 1, 2020.

An allowance for expected credit losses of $ 1.5 million was established with a cumulative-effect adjustment to accumulated deficit in the consolidated statements of equity.

In August 2018, the FASB issued ASU No.

2018-13, Fair Value Measurement (Topic 820) Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which eliminates, adds and modifies certain disclosure requirements for fair value measurements.

Companies will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy.

Companies will also be required to disclose the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements.

The guidance is effective for fiscal years beginning after December 15, 2019, and for interim periods within those annual periods with early adoption permitted.

The amendments on the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption.

All other amendments should be applied retrospectively to all periods presented upon their effective date.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

In August 2018, the FASB issued ASU No.

2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license).

Capitalized implementation costs related to a hosting arrangement that is a service contract will be amortized over the term of the hosting arrangement, beginning when the module or component of the hosting arrangement is ready for its intended use.

The guidance is effective for fiscal years beginning after December 15, 2019, and for interim

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

periods within those annual periods with early adoption permitted.

The amendments in this ASU should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

In March 2020, the FASB issued ASU No.

2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting.

The amendments in this ASU apply only to contracts, hedging relationships and other transactions that reference the London Inter-Bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform but do not apply to contract modifications made or hedging relationships entered into or evaluated after December 31, 2022.

The amendments in this ASU allow companies to (i) account for modifications to contracts within the scope of ASC 310, Receivables , and ASC 470, Debt , prospectively by adjusting the effective interest rate and (ii) account for modifications to contracts within the scope of ASC 842, Leases , as a continuation of existing lease agreements.

The guidance also provides optional expedients for modifications to contracts within the scope of ASC 815, Derivatives and Hedging .

The guidance is effective immediately, and entities may elect to apply the guidance as of January 1, 2020 or the beginning of a subsequent interim period, or prospectively from a date beginning January 1, 2020 or in a subsequent interim period up to the date the financial statements are available to be issued.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

In April 2020, the FASB issued staff question and answer (“Q&A”) document Topic 842 and Topic 840:

Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic .

Under ASC No.

842, Leases, lease concessions granted by lessors beyond the enforceable rights and obligations contained in the existing lease agreement would generally be accounted for as a lease modification.

The staff Q&A document permits lessors to make an election, if certain criteria are met, to account for a lease concession related to the effects of the COVID-19 pandemic as though it were part of the enforceable rights and obligations of the existing lease agreement rather than account for the concession as a lease modification.

The Company elects to not evaluate whether a COVID-19-related concession is a lease modification and elects to not apply the lease modification guidance in those circumstances.

The effect of these elections did not have a material impact on the Company’s condensed consolidated financial statements.

Accounting Pronouncements Adopted July 1, 2020

In January 2020, the FASB issued ASU No.

2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) , which clarifies the interaction between ASC Topics 321, 323 and 815.

ASC 321, Investments—Equity Securities , provides a company with a measurement alternative to measure certain equity securities without a readily determinable fair value at cost, minus impairment, if any.

If the company then identifies observable price changes in orderly transactions for the identical or a similar investment of the same issuer, it should measure the equity security at fair value as of the date that the observable transaction occurred.

The amendments in this ASU clarify that a company should consider observable transactions that require it to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with ASC 321 immediately before applying or upon discontinuing the equity method.

The amendments in this ASU also clarify the accounting treatment of forward contracts and purchased options for securities that will be accounted for under the equity method of accounting upon settlement or exercise.

The guidance is effective for fiscal years beginning after December 15, 2020, and for interim periods within those annual periods with early adoption permitted.

The amendments in this ASU should be applied prospectively by applying the amendments at the beginning of the interim period that includes the adoption date.

The Company adopted this guidance effective July 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Real Estate Assets, Net

2 unchanged sentences

Occupied single-family properties $ 8,522,080 $ 7,957,513

Single-family properties recently acquired or developed 66,857 88,181

Single-family properties in turnover process 149,684 308,008

Single-family properties leased, not yet occupied 77,221 71,334

Single-family properties in turnover process 184,170 150,032

Single-family properties recently renovated or developed 126,379 26,102

Single-family properties newly acquired and under renovation 337,643 40,407

Single-family properties in operation, net 9,247,493 8,245,388

4 unchanged sentences

Depreciation expense related to single-family properties was $ 357.8 million, $ 330.2 million and $ 313.7 million for the years ended December 31, 2021, 2020 and 2019, respectively.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

The following table summarizes the Company’s dispositions of single-family properties and land for the years ended December 31, 2021, 2020 and 2019 (in thousands, except property data):

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Net gain on sale $ 50,543 $ 47,187 $ 43,507

$ 47,187 $ 43,507 $ 16,313

Net proceeds $ 1,247 $ 71 $ 3,205

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(2) Net proceeds are net of deductions for working capital prorations.

(3) Includes gain or loss on transfers to unconsolidated joint ventures.

Rent and Other Receivables

Rents and other single-family property revenues consisted of the following for the years ended December 31, 2020, 2019 and 2018 (in thousands):

For the Years Ended December 31,

2020 2019 2018

Rents from single-family properties (1)

$ 1,172,514 $ 1,132,137 $ 908,936

Fees from single-family properties — — 10,946

Tenant charge-backs — — 146,793

Rents and other single-family property revenues $ 1,172,514 $ 1,132,137 $ 1,066,675

(1) For the years ended December 31, 2020 and 2019, rents from single-family properties included $ 160.8 million and $ 159.9 million, respectively, of variable lease payments for tenant charge-backs, which are primarily related to cost recoveries on utilities, and $ 16.4 million and $ 13.8 million of variable lease payments for fees from single-family properties.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties.

Variable lease payments for tenant charge-backs were $ 178.3 million, $ 160.8 million and $ 159.9 million for the years ended December 31, 2021, 2020 and 2019, respectively.

Variable lease payments for fees from single-family properties were $ 22.6 million, $ 16.4 million and $ 13.8 million for the years ended December 31, 2021, 2020 and 2019, respectively.

The Company generally rents its single-family properties under non-cancelable lease agreements with a term of one year .

3 unchanged sentences

Total $ 646,592

As of December 31, 2020 and 2019, rent and other receivables included $ 0.8 million and $ 2.7 million, respectively, of insurance claims receivables.

As of December 31, 2021 and 2020, rent and other receivables included $ 1.9 million and $ 0.8 million, respectively, of insurance claims receivables related to storm damages.

During the year ended December 31, 2021, we collected $ 4.8 million in proceeds from hurricane-related insurance claims.

During the year ended December 31, 2020, proceeds collected from insurance claims included $ 4.0 million related to legal recoveries and $ 3.7 million related to hurricane-related insurance claims.

During the year ended December 31, 2019, we collected $ 3.5 million in proceeds from hurricane-related insurance claims, of which approximately $ 1.3 million related to business interruption recoveries, and during the year ended December 31, 2018, we collected $ 4.5 million in proceeds from hurricane-related insurance claims.

Escrow Deposits, Prepaid Expenses and Other Assets

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Escrow deposits, prepaid expenses and other $ 88,414 $ 51,886

Deferred costs and other intangibles, net 4,864 6,840

Commercial real estate, software, vehicles and FF&E, net 62,462 52,130

Notes receivable, net 35,346 35,519

Operating lease ROU assets 17,269 18,772

Commercial real estate, software, vehicles and FF&E, net 52,130 42,742

Deferred costs and other intangibles, net 13,134 4,864

Total $ 216,625 $ 163,171

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ 11.2 million, $ 8.9 million and $ 7.6 million for the years ended December 31, 2021, 2020 and 2019, respectively.

4 unchanged sentences

Deferred financing costs 22,491 11,244

Database intangible asset — 2,100

25,581 15,026

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Total $ 13,134 $ 4,864

Amortization expense related to deferred leasing costs, the value of in-place leases, and database intangibles was $ 4.1 million, $ 8.0 million and $ 11.0 million for the years ended December 31, 2020, 2019 and 2018, respectively, and was included in depreciation and amortization within the consolidated statements of operations.

Amortization of deferred financing costs that relate to our revolving credit facility was $ 2.0 million for each of the years ended December 31, 2020, 2019 and 2018 and was included in gross interest, prior to interest capitalization (see Note 7.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Amortization expense related to deferred leasing costs and database intangibles was $ 3.9 million, $ 4.1 million and $ 8.0 million for the years ended December 31, 2021, 2020 and 2019, respectively, and was included in depreciation and amortization within the consolidated statements of operations.

Amortization of deferred financing costs that relate to our revolving credit facility was $ 2.5 million, $ 2.0 million and $ 2.0 million for the years ended December 31, 2021, 2020 and 2019, respectively, and was included in gross interest, prior to interest capitalization (see Note 7.

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of December 31, 2021 for future periods (in thousands):

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2023 — 2,722 2,722

2024 — 2,730 2,730

2025 — 2,722 2,722

2026 — 784 784

Total $ 1,454 $ 11,680 $ 13,134

2 unchanged sentences

In evaluating the Company’s 20 % ownership interests in these joint ventures, we concluded that the joint ventures are not VIEs after applying the variable interest model and, therefore, we account for our interests in the joint ventures as investments in unconsolidated subsidiaries after applying the voting interest model using the equity method of accounting.

Equity in net income (losses) of unconsolidated joint ventures is included in other income and expense, net within the consolidated statements of operations.

During the second quarter of 2014, the Company entered into a joint venture with the Alaska Permanent Fund Corporation (the “Alaska JV”) to invest in homes acquired through traditional acquisition channels.

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Morgan JV”) focused on constructing and operating newly built rental homes, which was subsequently upsized to $ 625.0 million during the second quarter of 2020.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

The following table summarizes our investments in unconsolidated joint ventures (in thousands, except percentages and property data):

Joint Venture Description % Ownership at December 31, 2020 Completed Homes at December 31, 2020 Balances at

Joint Venture Description % Ownership at December 31, 2021 Completed Homes at

December 31, 2021 Balances at

December 31, 2020

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Morgan JV 20 % 590 70,597 32,977

N/A N/A — 4,852

1,942 $ 121,950 $ 93,109

(1) Includes legacy joint ventures, which the Company acquired as part of the American Residential Properties, Inc.

merger in February 2016, that were liquidated during the first quarter of 2020.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

The Company provides various services to these joint ventures, which are considered to be related parties, including property management and development services and has opportunities to earn promoted interests.

Management fee and development fee income from unconsolidated joint ventures was $ 5.8 million, $ 3.6 million and $ 1.9 million for the years ended December 31, 2020, 2019 and 2018, respectively, and was included in other revenues within the consolidated statements of operations.

Management fee and development fee income from unconsolidated joint ventures was $ 10.3 million, $ 5.8 million and $ 3.6 million for the years ended December 31, 2021, 2020 and 2019, respectively, and was included in other income and expense, net within the consolidated statements of operations.

As a result of the Company’s management of these joint ventures, certain related party receivables and payables arise in the ordinary course of business and are included in escrow deposits, prepaid expenses and other assets or amounts payable to affiliates in the consolidated balance sheets.

During the third quarter of 2020, Institutional Investor JV entered into a loan agreement to borrow up to a $ 201.0 million aggregate commitment.

During the initial two -year term, the loan bears interest at LIBOR plus a 3.50 % margin and matures on August 11, 2022.

During the initial two -year term, the loan bears interest at the London Inter-Bank Offered Rate (“LIBOR”) plus a 3.50 % margin and matures on August 11, 2022.

The loan agreement provides for three one -year extension options that include additional fees and interest.

As of December 31, 2021, the joint venture’s loan had an $ 174.8 million outstanding principal balance.

The Company provided a customary non-recourse guarantee that may become a liability for us upon a voluntary bankruptcy filing by the joint venture or occurrence of other actions such as fraud or a material misrepresentation by us or the joint venture.

The Company has provided a customary non-recourse guarantee that may become a liability for us upon a voluntary bankruptcy filing by the joint venture or occurrence of other actions such as fraud or a material misrepresentation by us or the joint venture.

To date, the guarantee has not been invoked and we believe that the actions that would trigger a guarantee would generally be disadvantageous to the joint venture and us, and therefore are unlikely to occur.

However, there can be no assurances that actions that could trigger the guarantee will not occur.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

All of the Company’s indebtedness is debt of the Operating Partnership.

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2029 unsecured senior notes 4.90 % February 15, 2029 400,000 400,000

2031 unsecured senior notes (5)

2.46 % July 15, 2031 450,000 —

2051 unsecured senior notes 3.38 % July 15, 2051 300,000 —

Revolving credit facility (6)

1.34 % June 30, 2022 — —

1.20 % April 15, 2026 350,000 —

Total debt 3,924,181 2,848,492

Unamortized discount on unsecured senior notes ( 3,658 ) ( 4,143 )

Unamortized discounts on unsecured senior notes ( 15,561 ) ( 3,658 )

Deferred financing costs, net (7)

1 unchanged sentence

Total debt per balance sheet $ 3,880,478 $ 2,817,412

(1) Interest rates are as of December 31, 2020.

(1) Interest rates are rounded and as of December 31, 2021.

Unless otherwise stated, interest rates are fixed percentages.

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(3) The AH4R 2015-SFR2 securitization has an anticipated repayment date of October 9, 2025.

(4) The stated interest rate on the 2028 unsecured senior notes is 4.25 %, which was effectively hedged to yield an interest rate of 4.08 %.

(5) The revolving credit facility provides for a borrowing capacity of up to $ 800.0 million, and the Company had approximately $ 1.5 million and $ 6.2 million committed to outstanding letters of credit that reduced our borrowing capacity as of December 31, 2020 and 2019, respectively.

The revolving credit facility bears interest at the London Inter-Bank Offered Rate (“LIBOR”) plus 1.20 % as of December 31, 2020.

(4) The stated interest rate on the 2028 unsecured senior notes is 4.25 %, which was hedged to yield an interest rate of 4.08 %.

(5) The stated interest rate on the 2031 unsecured senior notes is 2.38 %, which was hedged to yield an interest rate of 2.46 %.

(6) The revolving credit facility provides for a borrowing capacity of up to $ 1.25 billion and the Company had approximately $ 1.6 million and $ 1.5 million committed to outstanding letters of credit that reduced our borrowing capacity as of December 31, 2021 and 2020, respectively.

The revolving credit facility bears interest at LIBOR plus 1.10 % as of December 31, 2021.

(7) Deferred financing costs relate to our asset-backed securitizations and unsecured senior notes.

Amortization of these deferred financing costs related to our asset-backed securitizations, term loan facility and unsecured senior notes was $ 5.9 million, $ 5.9 million and $ 5.8 million for the years ended December 31, 2020, 2019 and 2018, respectively, and is included in gross interest, prior to interest capitalization.

Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $ 6.1 million, $ 5.9 million and $ 5.9 million for the years ended December 31, 2021, 2020 and 2019, respectively, which was included in gross interest, prior to interest capitalization.

Early Extinguishment of Debt

During the year ended December 31, 2019, the Company paid off the $ 100.0 million remaining outstanding principal on our term loan facility, which resulted in $ 0.7 million of charges related to the write-off of unamortized deferred financing costs.

During the year ended December 31, 2018, the Company paid off the outstanding principal on the secured note payable of approximately $ 48.4 million, which resulted in $ 0.5 million of charges related to the early extinguishment of debt.

The payoff of the secured note payable also resulted in the release of the 572 homes pledged as collateral and $ 2.1 million of restricted cash for lender requirements.

Also during the year ended December 31, 2018, the Company paid down $ 100.0 million on our term loan facility, which resulted in

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

$ 0.9 million of charges related to the write-off of unamortized deferred financing costs.

The charges resulting from the early extinguishment of debt and write-off of unamortized deferred financing costs were included in loss on early extinguishment of debt within the consolidated statements of operations.

During the year ended December 31, 2019, the Company paid off the $ 100.0 million outstanding principal on our term loan facility, which resulted in $ 0.7 million of charges related to the write-off of unamortized deferred financing costs included in loss on early extinguishment of debt within the consolidated statements of operations.

Debt Maturities

4 unchanged sentences

Total debt $ 3,924,181

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Encumbered Properties

9 unchanged sentences

General Terms

As of December 31, 2020, the Company has completed multiple asset-backed securitizations, all of which have certain general characteristics in common.

The Company has completed multiple asset-backed securitizations, all of which have certain general characteristics in common.

The asset-backed securitization transactions resulted in newly-formed special purpose entities (the “Borrowers”), which entered into loans with third-party lenders.

The Borrowers are each wholly owned by respective special purpose entities (the “Equity Owners”), which are wholly owned by the Operating Partnership.

The loans were represented by promissory notes that were immediately transferred by the third-party lenders to subsidiaries of the Company and then to Real Estate Mortgage Investment Conduit (“REMIC”) trusts in exchange for single-family rental pass-through certificates representing all the beneficial ownership interests in the respective loans and trusts.

The loans were represented by promissory notes that were immediately transferred by the third-party lenders to subsidiaries of the Company and then to Real Estate Mortgage Investment Conduit (“REMIC”) trusts in exchange for single-family rental pass-through certificates representing the beneficial ownership interests in the respective loans and trusts.

Upon receipt of the certificates, the subsidiaries sold the certificates to investors.

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The loans are also secured by a security interest in all of the Borrowers’ personal property and a pledge of all of the assets of the Equity Owners, including a security interest in their membership interests in the Borrowers.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Company provides a limited guaranty (i) for certain losses arising out of designated acts of intentional misconduct and (ii) for the principal amount of the loans and all other obligations under the loan agreements in the event of insolvency or bankruptcy proceedings.

The Company has accounted for the transfers of the notes from its subsidiaries to the trusts as sales under ASC 860, Transfers and Servicing , with no resulting gain or loss as the notes were both originated by the third-party lenders and immediately transferred at the same fair market value.

The Company has also evaluated and not identified any variable interests in the trusts.

The Company provides a limited guaranty (i) for certain losses arising out of designated acts of intentional misconduct and (ii) for the principal amount of the loans and all other obligations under the loan agreements in the event of insolvency or bankruptcy proceedings.

The Company accounted for the transfers of the notes from its subsidiaries to the trusts as sales under ASC 860, Transfers and Servicing , with no resulting gain or loss as the notes were both originated by the third-party lenders and immediately transferred at the same fair market value.

The Company also evaluated and did not identify any variable interests in the trusts.

Accordingly, the Company consolidates, at historical cost basis, the homes placed as collateral for the notes, and the principal balances outstanding on the notes are included in asset-backed securitizations, net within the consolidated balance sheets.

1 unchanged sentence

The loan agreements define the debt service coverage ratio as of any determination date as a ratio in which the numerator is the net cash flow divided by the aggregate debt service for the 12-month period following the date of determination.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

AH4R 2014-SFR2 Securitization

The AH4R 2014-SFR2 securitization, which was completed during the third quarter of 2014, is a fixed-rate loan for $ 513.3 million with a 10 -year term, maturity date of October 9, 2024, and a duration-adjusted weighted-average interest rate of 4.42 %.

The AH4R 2014-SFR2 securitization completed during the third quarter of 2014 is a fixed-rate loan for $ 513.3 million with a 10 -year term maturing on October 9, 2024 and has a duration-adjusted weighted-average interest rate of 4.42 %.

The loan was originally secured by first priority mortgages on a portfolio of 4,487 single-family residential properties.

Also, in addition to the single-family rental pass-through certificates sold to third parties, the Company acquired all of the Class F certificates, which bear no interest, for $ 25.7 million.

The Company has evaluated the purchased Class F certificates as a variable interest in the trust and has concluded that the Class F certificates will not absorb a majority of the trust’s expected losses or receive a majority of the trust’s expected residual returns.

Additionally, the Company has concluded that the Class F certificates do not provide the Company with any ability to direct activities that could impact the trust’s economic performance.

The Company does not consolidate the trust and the $ 25.7 million of purchased Class F certificates have been reflected as asset-backed securitization certificates in the Company’s consolidated balance sheets and as amounts due from affiliates in the Operating Partnership’s consolidated balance sheets.

In addition to the single-family rental pass-through certificates sold to third parties, the Company acquired all of the Class F certificates, which bear no interest, for $ 25.7 million.

The Company evaluated the purchased Class F certificates as a variable interest in the trust and concluded that the Class F certificates will not absorb a majority of the trust’s expected losses or receive a majority of the trust’s expected residual returns.

The Company also concluded that the Class F certificates do not provide the Company with an ability to direct activities that could impact the trust’s economic performance.

The Company does not consolidate the trust and the $ 25.7 million of purchased Class F certificates are reflected as asset-backed securitization certificates in the Company’s consolidated balance sheets and as amounts due from affiliates in the Operating Partnership’s consolidated balance sheets.

Gross proceeds to the Company from the transaction, after purchase of the Class F certificates, were $ 487.7 million, before issuance costs of $ 12.9 million, and were used to pay down the outstanding balance on the credit facility and for general corporate purposes.

AH4R 2014-SFR3 Securitization

The AH4R 2014-SFR3 securitization, which was completed during the fourth quarter of 2014, is a fixed-rate loan for $ 528.4 million with a 10 -year term, maturity date of December 9, 2024, and a duration-adjusted weighted-average interest rate of 4.40 %.

The AH4R 2014-SFR3 securitization completed during the fourth quarter of 2014 is a fixed-rate loan for $ 528.4 million with a 10 -year term maturing on December 9, 2024 and has a duration-adjusted weighted-average interest rate of 4.40 %.

The loan was originally secured by first priority mortgages on a portfolio of 4,503 single-family residential properties owned by the Borrower.

1 unchanged sentence

AH4R 2015-SFR1 Securitization

The AH4R 2015-SFR1 securitization, which was completed during the first quarter of 2015, is a fixed-rate loan for $ 552.8 million with a 30 -year term, maturity date of April 9, 2045, and a duration-adjusted weighted-average interest rate of 4.14 %.

The AH4R 2015-SFR1 securitization completed during the first quarter of 2015 is a fixed-rate loan for $ 552.8 million with a 30 -year term maturing on April 9, 2045 and has a duration-adjusted weighted-average interest rate of 4.14 %.

The loan was originally secured by first priority mortgages on a pool of 4,661 single-family residential properties owned by the Borrower and has an anticipated repayment date of April 9, 2025.

1 unchanged sentence

AH4R 2015-SFR2 Securitization

The AH4R 2015-SFR2 securitization, which was completed during the third quarter of 2015, is a fixed-rate loan for $ 477.7 million with a 30 -year term, maturity date of October 9, 2045, and a duration-adjusted weighted-average interest rate of 4.36 %.

The AH4R 2015-SFR2 securitization completed during the third quarter of 2015 is a fixed-rate loan for $ 477.7 million with a 30 -year term maturing on October 9, 2045 and has a duration-adjusted weighted-average interest rate of 4.36 %.

The loan was originally secured by first priority mortgages on a portfolio of 4,125 single-family residential properties owned by the Borrower and has an anticipated repayment date of October 9, 2025.

Gross proceeds from the transaction were $ 477.7 million, before issuance costs of $ 11.3 million, and were used to pay down the outstanding balance on the credit facility and for general corporate purposes.

Unsecured Senior Notes

During the third quarter of 2021, the Operating Partnership issued $ 450.0 million of 2.375 % unsecured senior notes with a maturity date of July 15, 2031 (the “2031 Notes”) and $ 300.0 million of 3.375 % unsecured senior notes with a maturity date of July 15, 2051 (the “2051 Notes” and, together with the 2031 Notes, the “2031 and 2051 Notes”).

Interest on the 2031 and 2051 Notes is payable semi-annually in arrears on January 15 and July 15 of each year, commencing on January 15, 2022.

The Operating Partnership received aggregate net proceeds of $ 731.6 million from these issuances, after underwriting fees of approximately $ 5.6 million and a $ 12.8 million discount, and before offering costs of $ 1.4 million.

The Operating Partnership used the net proceeds from this offering to repay amounts outstanding on its revolving credit facility and for general corporate purposes, including, without limitation, property acquisitions and developments, the expansion, redevelopment and/or improvement of existing properties in the Operating Partnership’s portfolio, other capital expenditures, the redemption of its preferred shares, the repayment of outstanding indebtedness, working capital and other general purposes.

The Operating Partnership may redeem the 2031 and 2051 Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indentures with respect to the Notes.

If the 2031 Notes are redeemed on or after April 15, 2031 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

If the 2051 Notes are redeemed on or after January 15, 2051 (six months prior to the maturity date), the redemption

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

Unsecured Senior Notes

price will be equal to 100 % of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

Including the effect of a cash flow hedging instrument settled during the second quarter of 2021 (see Note 12.

Fair Value), the 2031 Notes yield an effective interest rate of 2.46 %.

During the first quarter of 2019, the Operating Partnership issued $ 400.0 million of 4.90 % unsecured senior notes with a maturity date of February 15, 2029 (the “2029 Notes”).

2 unchanged sentences

The Operating Partnership used the net proceeds from this issuance to repay amounts outstanding on our revolving credit facility and for general corporate purposes.

The 2029 Notes are the Operating Partnership’s unsecured and unsubordinated obligation and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness.

The indenture requires that we maintain certain financial covenants.

The Operating Partnership may redeem the 2029 Notes at any time, in whole or in part, at the applicable redemption price specified in the indenture with respect to the 2029 Notes.

4 unchanged sentences

The net proceeds from this issuance were used for general corporate purposes, including, without limitation, acquisitions of additional properties, the repayment of outstanding indebtedness, capital expenditures, the expansion, redevelopment and/or improvement of our properties, working capital and other general purposes, including repurchases of securities.

The 2028 Notes are the Operating Partnership’s unsecured and unsubordinated obligation and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness.

The indenture requires that we maintain certain financial covenants.

The Operating Partnership may redeem the 2028 Notes at any time, in whole or in part, at the applicable redemption price specified in the indenture with respect to the 2028 Notes.

If the 2028 Notes are redeemed on or after November 15, 2027 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the 2028 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

Including the effect of a cash flow hedging instrument settled during the first quarter of 2018 (see Note 12.

Fair Value), the 2028 Notes yield an effective interest rate of 4.08 %.

Credit Facilities

During the second quarter of 2017, the Company amended our $ 1.0 billion credit agreement to expand our borrowing capacity on the revolving credit facility to $ 800.0 million and reduce the term loan facility to $ 200.0 million.

The Company subsequently paid off the term loan facility during the second quarter of 2019.

The interest rate on the revolving credit facility is, at the Company’s election, LIBOR plus a margin ranging from 0.825 % to 1.55 % or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00 % to 0.55 %.

The actual margin is determined based on the Company’s credit ratings in effect from time to time.

Based on current corporate ratings for LIBOR-based borrowings as of December 31, 2020, the revolving credit facility bears interest at 1-month LIBOR plus 1.20 %.

In addition, the Company is required to pay a commitment fee in the amount of 0.25 % of the principal amount of the commitments, which is also based on the Company’s credit rating.

The credit agreement includes an accordion feature allowing the revolving credit facility or the term loan facility to be increased to an aggregate amount not to exceed $ 1.75 billion, subject to certain conditions.

The revolving credit facility matures on June 30, 2021, with two six -month extension options at the Company’s election upon payment of an extension fee.

The credit agreement requires that we maintain certain financial covenants.

As of December 31, 2020, the Company had no outstanding borrowings against the revolving credit facility.

Including the effect of a cash flow hedging instrument settled during the first quarter of 2018, the 2028 Notes yield an effective interest rate of 4.08 %.

The 2028 Notes, 2029 Notes, 2031 Notes and 2051 Notes are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness.

The indentures require that we maintain certain financial covenants.

Revolving Credit Facility

During the second quarter of 2021, the Company closed a $ 1.25 billion revolving credit facility, amending its existing $ 800 million revolving credit facility.

The amended revolving credit facility provides for expanded borrowing capacity, reflects a more favorable pricing grid based on current market conditions, and includes a sustainability component based upon third-party performance measures through which overall pricing can further improve if the Company meets certain targets.

The interest rate on the amended revolving credit facility is at either LIBOR plus a margin ranging from 0.725 % to 1.45 % or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5 % or daily LIBOR rate plus 1.0 %) plus a margin ranging from 0.00 % to 0.45 %.

In each case the actual margin is determined based on the Company’s credit ratings in effect from time to time.

The amended revolving credit facility matures on April 15, 2025, with two six -month extension options at the Company’s election if certain conditions are met.

In addition, the Company is required to pay a facility fee of an amount ranging from 0.125 % to 0.30 % of the aggregate amount of the revolving commitments, which fee is also based on the Company’s credit rating.

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Interest Expense

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs, the discounts on unsecured senior notes and the fair value of the exchange settlement feature of the exchangeable senior notes, and (ii) capitalized interest for the years ended December 31, 2020, 2019 and 2018 (in thousands):

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes and (ii) capitalized interest for the years ended December 31, 2021, 2020 and 2019 (in thousands):

For the Years Ended December 31,

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Accrued construction and maintenance liabilities 50,655 42,483

Prepaid rent 24,421 19,970

Accrued interest 33,332 23,018

Prepaid rent 31,190 24,421

Operating lease liabilities 18,723 19,166

Accrued distribution payable 13,612 13,024

Accounts payable 1,113 432

Accrued distribution payable — 13,612

Other accrued liabilities 50,159 36,507

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AH4R owned 86.8 % and 85.9 % of the total 389,374,771 and 368,383,440 Class A units outstanding as of December 31, 2021 and 2020, respectively.

During the third quarter of 2020, the Company issued 14,950,000 Class A common shares of beneficial interest, $ 0.01 par value per share, in an underwritten public offering, raising net proceeds of $ 411.7 million after deducting underwriting discounts and before offering costs of approximately $ 0.2 million.

During the second quarter of 2021, the Company completed an underwritten public offering for 18,745,000 of its Class A common shares of beneficial interest, $ 0.01 par value per share, of which 5,500,000 shares were issued directly by the Company and 13,245,000 shares were offered on a forward basis at the request of the Company by the forward sellers.

In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “2021 Forward Sale Agreements”) for these 13,245,000 shares which are accounted for in equity.

The Company received net proceeds of $ 194.0 million from the 5,500,000 Class A common shares issued directly by the Company after deducting underwriting fees and before offering costs of approximately $ 0.2 million.

The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance.

The Company used the net proceeds to repay indebtedness under its revolving credit facility, to partially fund the redemption of its Series D and Series E perpetual preferred shares discussed below and for general corporate purposes.

The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis.

During the third and fourth quarters of 2021, the Company issued and physically settled all 13,245,000 Class A common shares under the 2021 Forward Sale Agreements, receiving net proceeds of $ 463.5 million.

The Operating Partnership issued an equivalent number

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Notes to Consolidated Financial Statements

of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance.

The Company used these net proceeds for general corporate purposes including property acquisitions and developments.

During the third quarter of 2020, the Company issued 14,950,000 Class A common shares of beneficial interest, $ 0.01 par value per share, in an underwritten public offering, raising net proceeds of $ 411.7 million after deducting underwriting fees and before offering costs of approximately $ 0.2 million.

The Company used the net proceeds from this offering (i) to repay indebtedness the Company had incurred under its revolving credit facility (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with its business strategy and (iv) for general corporate purposes.

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The At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers.

The Company intends to use any net proceeds from the At-

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Notes to Consolidated Financial Statements

the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio.

The Company may suspend or terminate the At-the-Market Program at any time.

The Company intends to use any net proceeds from the At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio.

The At-the-Market Program may be suspended or terminated by the Company at any time.

During the year ended December 31, 2021, the Company issued 1,749,286 Class A common shares under the At-the-Market Program, raising $ 72.3 million in gross proceeds before commissions and other expenses of approximately $ 1.1 million.

During the year ended December 31, 2020, the Company issued 86,130 Class A common shares under the At-the-Market Program, raising $ 2.4 million in gross proceeds before commissions and other expenses of approximately $ 0.4 million.

As of December 31, 2021, 1,835,416 shares have been issued under the At-the-Market Program and $ 425.2 million remained available for future share issuances.

Share Repurchase Program

During the first quarter of 2018, the Company’s board of trustees re-authorized our existing share repurchase program, authorizing the repurchase of up to $ 300.0 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions.

The Company’s board of trustees authorized the establishment of our share repurchase program for the repurchase of up to $ 300.0 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions.

The program does not have an expiration date, but may be suspended or discontinued at any time without notice.

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The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units.

During the years ended December 31, 2020 and 2019, we did no t repurchase and retire any of our shares.

During the year ended December 31, 2018, the Company repurchased and retired 1.8 million of our Class A common shares on a settlement date basis, in accordance with the program, at a weighted-average price of $ 19.36 per share and a total price of $ 34.9 million.

During the years ended December 31, 2021, 2020 and 2019, we did no t repurchase and retire any of our Class A common shares or preferred shares.

As of December 31, 2021, we had a remaining repurchase authorization of up to $ 265.1 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares under the program.

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Each Class B common share has the same economic interest as a Class A common share.

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Notes to Consolidated Financial Statements

Perpetual Preferred Shares / Units

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The Operating Partnership issues an equivalent number of corresponding perpetual preferred units for the given class to AH4R in exchange for the net proceeds from the share issuances.

The Company may, at its option, redeem the perpetual preferred shares for cash, in whole or in part, from time to time, at any time on or after the earliest redemption date shown in

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Notes to Consolidated Financial Statements

the table above or within 120 days after the occurrence of a change in control at a redemption price equal to the $ 25.00 per share liquidation preference, plus any accumulated and unpaid dividends.

During the third quarter of 2018, the Company issued 4,600,000 6.25 % Series H cumulative redeemable perpetual preferred shares in an underwritten public offering, raising gross proceeds of $ 115.0 million before offering costs of approximately $ 4.4 million, with a liquidation preference of $ 25.00 per share.

The Operating Partnership issued an equivalent number of the same class of perpetual preferred units to AH4R in exchange for the net proceeds from the share issuance.

Participating Preferred Shares / Units

The Series C participating preferred shares represented non-voting preferred equity interests in the Company and entitled holders to a cumulative annual cash dividend equal to 5.5 % of an initial liquidation preference of $ 25.00 per share.

The Operating Partnership issued an equivalent number of corresponding participating preferred units to AH4R in exchange for the net proceeds from the share issuance.

On April 5, 2018, the Company redeemed all 7,600,000 shares of the outstanding 5.5 % Series C participating preferred shares through a conversion of those participating preferred shares into Class A common shares of beneficial interest, $ 0.01 par value, in accordance with the conversion terms in the Articles Supplementary.

This resulted in 10,848,827 Class A common shares issued from the conversion, based on a conversion ratio of 1.4275 Class A common shares issued per Series C participating preferred share.

The Operating Partnership also redeemed its corresponding Series C participating preferred units through a conversion into Class A units on April 5, 2018.

The conversion ratio was calculated by dividing (i) the initial liquidation preference on the Series C participating preferred shares, as adjusted by an amount equal to 50 % of the cumulative change in value of an index based on the purchase prices of single-family properties located in our top 20 markets (adjusted for a maximum 9.0 % internal rate of return), plus unaccrued dividends by (ii) the one-day volume weighted-average price (“VWAP”) of the Company’s Class A common shares on March 29, 2018, the date the Company delivered the required notice of redemption.

As a result of the redemption, the Company recorded a $ 32.2 million allocation of income to the Series C participating preferred shareholders in the second quarter of 2018, which represents the initial liquidation value of the Series C participating preferred shares in excess of the original equity carrying value of the Series C participating preferred shares as of the redemption date.

The original equity carrying value of the Series C participating preferred shares was net of the initial bifurcated home price appreciation derivative liability and offering costs.

Exchangeable Senior Notes

In the fourth quarter of 2018, the Operating Partnership elected the cash settlement option for settlement of the previously held exchangeable senior notes, which resulted in an aggregate payment of $ 135.1 million to the holders of the notes at maturity on November 15, 2018.

$ 115.0 million of the total $ 135.1 million settlement consideration was allocated to the extinguishment of the liability component based on the fair value of the liability component immediately prior to extinguishment, which was equal to the carrying amount of the liability component.

The remaining $ 20.1 million of settlement consideration was allocated to the reacquisition of the equity component and recognized as a reduction to additional paid-in capital within the Company’s consolidated balance sheets and a reduction to general partner’s common capital within the Operating Partnership’s consolidated balance sheets.

The Company may, at its option, redeem the perpetual preferred shares for cash, in whole or in part, from time to time, at any time on or after the earliest redemption date shown in the table above or within 120 days after the occurrence of a change in control at a redemption price equal to the $ 25.00 per share liquidation preference, plus any accumulated and unpaid dividends.

During the second quarter of 2021, the Company redeemed all 10,750,000 shares of the outstanding 6.500 % Series D perpetual preferred shares, $ 0.01 par value per share, for cash at a liquidation preference of $ 25.00 per share plus any accrued and unpaid dividends in accordance with the terms of such shares.

The Operating Partnership also redeemed its corresponding Series D perpetual preferred units.

As a result of the redemption, the Company recorded an $ 8.5 million allocation of income to the Series D perpetual preferred shareholders within the consolidated statements of operations during the year ended December 31, 2021, which represents the initial liquidation value of the Series D perpetual preferred shares in excess of their carrying value as of the redemption date.

During the second quarter of 2021, the Company redeemed all 9,200,000 shares of the outstanding 6.350 % Series E perpetual preferred shares, $ 0.01 par value per share, for cash at a liquidation preference of $ 25.00 per share plus accrued and unpaid dividends in accordance with the terms of such shares.

The Operating Partnership also redeemed its corresponding Series E perpetual preferred units.

As a result of the redemption, the Company recorded a $ 7.4 million allocation of income to the Series E perpetual preferred shareholders within the consolidated statements of operations during the year ended December 31, 2021, which represents the initial liquidation value of the Series E perpetual preferred shares in excess of their carrying value as of the redemption date.

Distributions

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AH4R had an NOL for U.S.

federal income tax purposes of an estimated $ 60.2 million as of December 31, 2020 and approximately $ 189.1 million as of December 31, 2019.

No distributions can be paid on our Class A and Class B common shares unless we have first paid all cumulative distributions on our Series D, Series E, Series F, Series G and Series H perpetual preferred shares.

The distribution preference of our Series D, Series E, Series F, Series G and Series H perpetual preferred shares could limit our ability to make distributions to the holders of our Class A and Class B common shares.

federal income tax purposes of an estimated $ 25.4 million as of December 31, 2021 and $ 68.6 million as of December 31, 2020.

We intend to use our NOL (to the extent available) to reduce our REIT taxable income to the extent that REIT taxable income is not reduced by our deduction for dividends paid.

No distributions can be paid on our Class A and Class B common shares unless we have first paid all cumulative distributions on our Series F, Series G and Series H perpetual preferred shares.

The distribution preference of our Series F, Series G and Series H perpetual preferred shares could limit our ability to make distributions to the holders of our Class A and Class B common shares.

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The Company’s board of trustees declared the following distributions during the years ended December 31, 2021, 2020 and 2019.

The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding Operating Partnership units.

The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding OP units.

For the Years Ended December 31,

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Class A and Class B common shares $ 0.40 $ 0.20 $ 0.20

5.500 % Series C participating preferred shares

6.500 % Series D perpetual preferred shares (1)

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1.56 1.56 1.56

(1) The 6.500 % Series D perpetual preferred shares were redeemed on June 7, 2021 and the distributions for the year ended December 31, 2021 include the accrued and unpaid dividends paid to shareholders as part of the redemption.

(2) The 6.350 % Series E perpetual preferred shares were redeemed on June 30, 2021.

Noncontrolling Interest

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Non-affiliate Class A unitholders owned 596,990 , or approximately 0.2 % of the total 389,374,771 and 368,383,440 Class A units in the Operating Partnership as of December 31, 2021 and 2020, respectively.

The following table summarizes the income or loss allocated to noncontrolling interests as reflected in the Company’s consolidated statements of operations for the years ended December 31, 2020, 2019 and 2018 (in thousands):

For the Years Ended December 31,

2020 2019 2018

Net income allocated to Class A units $ 14,455 $ 15,221 $ 4,424

Net loss allocated to noncontrolling interest in a consolidated subsidiary — — ( 259 )

Total noncontrolling interest $ 14,455 $ 15,221 $ 4,165

Noncontrolling interest as reflected in the Operating Partnership’s consolidated statements of capital consisted solely of the outside ownership interest in a consolidated subsidiary of the Operating Partnership, which was liquidated during the second quarter of 2018.

Income and loss allocated to the Operating Partnership’s noncontrolling interest is reflected in noncontrolling interest within the Operating Partnership’s consolidated statements of operations.

The Operating Partnership units owned by former AH LLC members and non-affiliates that are reflected as noncontrolling interest in the Company’s consolidated balance sheets are reflected as limited partner capital in the Operating Partnership’s consolidated balance sheets.

The OP units owned by former AH LLC members and non-affiliates that are reflected as noncontrolling interest in the Company’s consolidated balance sheets are reflected as limited partner capital in the Operating Partnership’s consolidated balance sheets.

Share-Based Compensation

2021 Equity Incentive Plan

In 2012, the Company adopted the 2012 Equity Incentive Plan to provide persons with an incentive to contribute to the success of the Company and to operate and manage our business in a manner that will provide for the Company’s long-term growth and profitability.

The Plan provides for the issuance of up to 6,000,000 Class A common shares through the grant of a variety of awards including stock options, stock appreciation rights, RSUs, unrestricted shares, dividend equivalent rights and performance-based awards.

The Plan terminates in November 2022, unless terminated earlier by the Company’s board of trustees.

During the second quarter of 2021, the Company’s shareholders approved and the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”).

The 2021 Plan replaced the 2012 Equity Incentive Plan (the “2012 Plan”) and provides for the issuance of up to 9,544,095 Class A common shares (including shares that remained available for future awards under the 2012 Plan as of the effective date of the 2021 Plan and shares related to outstanding awards under the 2012 Plan that may become available after expiration, forfeiture or cancellation of such awards).

The 2021 Plan provides for the issuance of Class A common shares through the grant of a variety of awards including stock options, stock appreciation rights, RSUs, unrestricted shares, dividend equivalent rights and performance-based awards.

The 2021 Plan terminates in May 2031, unless terminated earlier by the Company’s board of trustees.

When the Company issues Class A common shares under the 2021 Plan, the Operating Partnership issues an equivalent number of Class A units to AH4R.

RSUs granted to employees during the year ended December 31, 2020 generally vest over a three-year service period, and stock options and RSUs granted during the years ended December 31, 2019 and 2018 generally vest over a four-year service period.

During the years ended December 31, 2021, 2020 and 2019, the HCC Committee granted RSUs to employees that vest over a one - to four -year service period.

RSUs granted to non-management trustees during the years ended December 31, 2021, 2020 and 2019 vest over a one -year service period, and stock options granted to non-management trustees during the year ended December 31, 2019 vest over a four -year service period.

Options expire 10 years from the date of grant.

During the year ended December 31, 2021, the HCC Committee granted PSUs to certain executives that cliff vest at the end of a three -year service period.

The performance conditions of the PSUs are measured over a three -year performance period beginning January 1, 2021 and ending December 31, 2023.

A portion of the PSUs are based on (i) the achievement of relative total shareholder return compared to a specified peer group (the “TSR Awards”), and a portion are based on (ii) average annual growth in core funds from operations per share (the “Core FFO Awards”).

The number of PSUs that may ultimately vest range from zero to 200 % of the number of PSUs granted based on the level of achievement of these performance conditions.

For the TSR Awards, grant date fair value was determined using a multifactor Monte Carlo model and the resulting compensation cost is amortized over the service period regardless of whether the performance condition is achieved.

For the Core FFO Awards, fair value is based on the market value on the

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Notes to Consolidated Financial Statements

RSUs granted to non-management trustees during the years ended December 31, 2020 and 2019 vest over a one -year service period.

Options expire 10 years from the date of grant.

The following table summarizes stock option activity under the Plan for the years ended December 31, 2020, 2019 and 2018:

date of grant and compensation cost is recognized based on the probable achievement of the performance condition at each reporting period.

The 2012 Plan and 2021 Plan allow for continued release of awards based on the original vesting schedule, rather than forfeiture, of unvested share-based grants upon termination of service for employees who meet certain retirement eligibility criteria, including age and years of service.

Retirement eligible employees must also provide a notice of intent to retire at least six months prior to retirement date and the HCC Committee must approve the continued release of awards.

The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2021, 2020 and 2019:

Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) (in thousands)

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Options outstanding at December 31, 2019 1,529,800 $ 17.40 5.3 $ 13,479

Granted 20,000 20.48

Exercised ( 426,150 ) 16.55 4,911

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Because the Company’s stock has a limited trading history, the volatility assumption used in the model is based on the historical volatility of similar entities in our industry and the expected term assumption is based on the simplified method by using the average of the contractual term and vesting period.

There were no stock options granted during the year ended December 31, 2020.

The weighted-average fair value of stock options for Class A common shares granted during the years ended December 31, 2019 and 2018 were $ 2.85 and 3.03 , respectively, based on the following inputs used in the Black-Scholes Option Pricing Model:

The weighted-average fair value of stock options for Class A common shares granted during the year ended December 31, 2019 was $ 2.85 based on the following inputs used in the Black-Scholes Option Pricing Model:

Expected term (years) 7.0

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Notes to Consolidated Financial Statements

The following table summarizes RSU activity under the Plan for the years ended December 31, 2020, 2019 and 2018:

Restricted Stock Units Weighted- Average Grant Date Fair Value Aggregate Intrinsic Value (1) (in thousands)

The following table summarizes RSU activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2021, 2020 and 2019:

Restricted Share Units Weighted- Average Grant Date Fair Value

RSUs outstanding at December 31, 2018

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1,050,599 $ 29.71

(1) Intrinsic value for outstanding RSUs is defined as the market value of the underlying Class A common shares on the last trading day of the period.

Intrinsic value for vested RSUs is defined as the market value of the underlying shares on the day the awards vested.

The Company’s noncash share-based compensation expense relating to corporate administrative employees is included in general and administrative expense and the noncash share-based compensation relating to centralized and field property management employees is included in property management expenses.

Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, or the disposal of certain properties is included in acquisition and other transaction costs.

The following table summarizes the activity that relates to the Company’s noncash share-based compensation expense for the years ended December 31, 2020, 2019 and 2018 (in thousands):

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the year ended December 31, 2021:

Performance-Based Restricted Share Units Weighted-Average Grant Date Fair Value

PSUs outstanding at December 31, 2020

Awarded 92,319 34.83

Forfeited — —

PSUs outstanding at December 31, 2021

92,319 $ 34.83

2021 Employee Stock Purchase Plan

During the second quarter of 2021, the Company’s shareholders approved and the Company adopted the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which provides for the issuance of 3,000,000 Class A common shares.

The 2021 ESPP terminates in June 2031 or the date on which there are no longer any Class A common shares available for issuance.

The 2021 ESPP allows employees to acquire the Company’s Class A common shares through payroll deductions, subject to maximum purchase limitations, during six -month purchase periods.

The first purchase period commenced on July 1, 2021.

The purchase price for Class A common shares may be set at a maximum discount equal to 85 % of the lower of the closing price of the Company’s Class A common shares on the first day or the last day of the applicable purchase period.

When the Company issues Class A common shares under the 2021 ESPP, the Operating Partnership issues an equivalent number of Class A units to AH4R.

Share-Based Compensation Expense

The Company’s noncash share-based compensation expense relating to corporate administrative employees is included in general and administrative expense and the noncash share-based compensation expense relating to centralized and field property management employees is included in property management expenses.

Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties is included in acquisition and

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Notes to Consolidated Financial Statements

other transaction costs.

The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the years ended December 31, 2021, 2020 and 2019 (in thousands):

For the Years Ended December 31,

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Total noncash share-based compensation expense $ 17,792 $ 9,834 $ 4,808

As of December 31, 2020, the unrecognized compensation expense for unvested stock options and unvested RSUs were $ 0.2 million and $ 10.3 million, respectively.

The unrecognized compensation expense for unvested stock options and RSUs is expected to be recognized over a weighted-average period of 0.8 years and 1.8 years, respectively.

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Notes to Consolidated Financial Statements

As of December 31, 2021, the unrecognized compensation expense for unvested RSUs and PSUs was $ 16.3 million and $ 1.4 million, respectively.

The unrecognized compensation expense for unvested RSUs and PSUs is expected to be recognized over a weighted-average period of 1.6 years and 2.1 years, respectively.

Earnings per Share / Unit

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Dividends on preferred shares 37,923 55,128 55,128

Redemption of participating preferred shares — — 32,215

Redemption of perpetual preferred shares 15,879 — —

Allocation to participating securities (1)

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Effect of dilutive securities:

Share-based compensation plan (2)

Share-based compensation plan and forward sale equity contracts (2)

1,273,123 461,550 503,569

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(1) Unvested RSUs that have nonforfeitable rights to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted earnings per share using the two-class method.

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options.

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options and the dilutive effect of forward sale equity contracts under the treasury stock method (see Note 9).

(3) The effect of the potential conversion of OP units is not reflected in the computation of basic and diluted earnings per share, as they are exchangeable for Class A common shares on a one -for-one basis.

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Net income $ 210,559 $ 154,829 $ 156,260

Noncontrolling interest — — ( 259 )

Preferred distributions 37,923 55,128 55,128

Redemption of participating preferred units — — 32,215

Redemption of perpetual preferred units 15,879 — —

Allocation to participating securities (1)

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Effect of dilutive securities:

Share-based compensation plan (2)

Share-based compensation plan and forward sale equity contracts (2)

1,273,123 461,550 503,569

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(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options.

The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses approximate fair value because of the short maturity of these amounts.

The Company’s participating preferred shares derivative liability and treasury lock were the only financial instruments recorded at fair value on a recurring basis in the consolidated financial statements.

The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses generally approximate fair value because of the short maturity of these amounts.

The Company’s treasury locks were the only financial instruments recorded at fair value on a recurring basis in the consolidated financial statements.

Our notes receivable are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs.

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2029 unsecured senior notes, net 395,990 463,840 395,427 482,276

2031 unsecured senior notes, net 440,095 442,953 — —

2051 unsecured senior notes, net 290,881 304,461 — —

Total unsecured senior notes, net 1,622,132 1,766,149 889,805 1,057,496

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Total debt $ 3,880,478 $ 4,068,175 $ 2,817,412 $ 3,040,579

During the fourth quarter of 2017, in anticipation of the issuance of the 2028 Notes and in order to hedge interest rate risk, the Operating Partnership entered into a treasury lock agreement on a notional amount of $ 350.0 million, based on the 10-year treasury note rate at the time.

The treasury lock was designated as a cash flow hedging instrument and was settled upon the issuance of the 2028 Notes during the first quarter of 2018, which resulted in a $ 9.6 million gain that was recorded in other comprehensive income and is being reclassified into earnings as a reduction of interest expense over the term of the 2028 Notes.

The estimated amount of existing gains that are reported in accumulated other comprehensive income at the reporting date that are expected to be reclassified into earnings within the next 12 months is approximately $ 1.0 million.

During the first quarter of 2021, in anticipation of a debt issuance and in order to hedge interest rate risk, the Company entered into a treasury lock agreement with a notional amount of $ 400.0 million based on the 10 -year treasury note rate at the time.

The treasury lock was designated as a cash flow hedging instrument.

The Company settled the treasury lock during the second quarter of 2021 in connection with the pricing of the 2031 Notes (see Note 7.

Debt), which resulted in a $ 4.0 million loss that was recorded in other comprehensive loss and is being reclassified into earnings as an increase to interest expense over the 10 -year term of the 2031 Notes.

The estimated amount of existing losses reported in accumulated other comprehensive income at the reporting date expected to be reclassified into earnings within the next 12 months is approximately $ 0.4 million.

The treasury lock was classified as Level 2 within the fair value hierarchy as its fair value was estimated using observable inputs based on the 10 -year treasury note rate.

Valuation of the Series C participating preferred shares derivative liability was classified as Level 3 within the fair value hierarchy and considered scenarios in which the participating preferred shares would be redeemed or converted into Class A common shares by the Company and the subsequent payoffs under those scenarios.

The valuation also considered certain variables such as the risk-free rate matching the assumed timing of either redemption or conversion, volatility of the underlying home price appreciation index, dividend payments, conversion rates, the assumed timing of either redemption or conversion and an assumed drift factor in home price appreciation across certain metropolitan statistical areas, or MSAs, as outlined in the agreement.

The Series C participating preferred shares were redeemed through a conversion into Class A common shares on April 5, 2018 (see Note 9 Shareholders’ Equity / Partners’ Capital).

The following tables present changes in the fair values of our Level 3 financial instruments that were measured on a recurring basis with changes in fair value recognized in remeasurement of participating preferred shares within the consolidated statements of operations for the year ended December 31, 2018 (in thousands):

Description January 1, 2018 Conversions Remeasurement Included in Earnings December 31, 2018

Participating preferred shares derivative liability $ 29,470 $ ( 28,258 ) $ ( 1,212 ) $ —

Related Party Transactions

As of December 31, 2021 and 2020, affiliates owned approximately 13.5 % and 14.3 %, respectively, of the Company’s outstanding Class A common shares.

On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,972,165 and 51,272,165 Class A units as of December 31, 2020 and 2019, respectively) an approximate 26.3 % interest at December 31, 2020 and 2019.

In November 2020, we entered into a settlement and release agreement with a former employee, pursuant to which the parties agreed to settle any and all claims arising out of the employee’s relationship with the company.

We paid $ 2.9 million, net of insurance proceeds, related to this matter, which was included in other expenses within the consolidated statements of operations.

On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 and 50,972,165 Class A units as of December 31, 2021 and 2020, respectively) an approximate 24.8 % and 26.3 % interest at December 31, 2021 and 2020, respectively.

During the fourth quarter of 2020, we entered into a settlement and release agreement with a former employee, pursuant to which the parties agreed to settle any and all claims arising out of the employee’s relationship with the company.

We paid $ 2.9 million, net of insurance proceeds, related to this matter, which is included in other income and expense, net within the consolidated statements of operations.

American Homes 4 Rent

As of December 31, 2020, the Company had a $ 4.8 million payable related to accrued common distributions to affiliates, which is included in amounts payable to affiliates on the Company’s consolidated balance sheets.

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

As of December 31, 2021, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which is included in amounts due from affiliates on the Operating Partnership’s consolidated balance sheets.

As of December 31, 2020, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which is included in amounts due from affiliates on the Operating Partnership’s consolidated balance sheets, and had a $ 4.8 million payable related to accrued common distributions to affiliates, which is included in amounts payable to affiliates on the Operating Partnership’s consolidated balance sheets.

American Homes 4 Rent

As of December 31, 2020 and 2019, the Company had a $ 4.8 million and $ 4.6 million payable, respectively, related to accrued common distributions to affiliates, which were included in amounts payable to affiliates on the Company’s consolidated balance sheets.

American Homes 4 Rent, L.P.

As of December 31, 2020, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s consolidated balance sheets, and had a $ 4.8 million payable related to accrued common distributions to affiliates, which was included in amounts payable to affiliates in the Operating Partnership’s consolidated balance sheets.

As of December 31, 2019, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s consolidated balance sheets, and had a $ 4.6 million payable related to accrued common distributions to affiliates, which was included in amounts payable to affiliates on the Operating Partnership’s consolidated balance sheets.

Notes to Consolidated Financial Statements

Commitments and Contingencies

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Lease costs $ 3,957 $ 3,447 $ 2,612

income from subleases — — ( 347 )

Net lease costs $ 3,447 $ 2,612 $ 2,482

Other information related to our operating lease terms and discount rates were as follows:

8 unchanged sentences

Operating lease liabilities $ 18,723

As of December 31, 2020, the Company had commitments to acquire 323 single-family properties for an aggregate purchase price of $ 81.7 million, as well as $ 72.3 million in purchase commitments that relate to both third-party developer agreements and land for our AMH Development Program.

As of December 31, 2019, the Company had commitments to acquire 289 single-family properties for an aggregate purchase price of $ 75.1 million, as well as $ 44.3 million in purchase commitments that relate to both third-party developer agreements and land for our AMH Development Program.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

As of December 31, 2021, the Company had commitments to acquire 482 single-family properties for an aggregate purchase price of $ 160.4 million, as well as $ 409.0 million in purchase commitments for land relating to our AMH Development Program, which includes certain land deals expected to close beyond twelve months when development is ready to commence.

As of December 31, 2021 and 2020, the Company had sales in escrow for approximately 111 and 97 , respectively, of our single-family properties for aggregate selling prices of $ 39.2 million and $ 24.0 million, respectively.

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In addition to employee contributions, we have elected to provide company contributions (subject to statutory limitations), which amounted to approximately $ 2.5 million, $ 2.0 million and $ 1.6 million for the years ended December 31, 2021, 2020 and 2019, respectively.

Captive Insurance Company

During the first quarter of 2021, the Company formed a wholly owned captive insurance company, American Dream Insurance, LLC, which provides general liability insurance coverage for losses below the deductible under the Company’s third-party liability insurance policy.

The Company created American Dream Insurance, LLC as part of its overall risk management program and to stabilize its insurance costs, manage exposure and recoup expenses through the functions of the captive program.

The captive insurance company’s impact on the Company’s consolidated financial statements is immaterial.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Legal Matters

During the third quarter of 2020, we received a notice from the Georgia Attorney General’s Office seeking certain information relevant to an investigation they are conducting about our customary landlord-tenant matters.

We are cooperating with the Georgia Attorney General’s Office on this matter.

We are continuing to cooperate with the Georgia Attorney General’s Office on this matter.

We are involved in various other legal and administrative proceedings that are incidental to our business.

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The global economy has continued to be severely impacted by the COVID-19 pandemic.

We are actively monitoring the impact of the COVID-19 pandemic, which we anticipate will negatively impact our business and results of operations for the first quarter of 2021 and likely beyond.

The extent to which our operations will be impacted will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including new information which may emerge concerning the severity of the pandemic, the speed and effectiveness of vaccine distribution and actions by government authorities to contain the pandemic or treat its impact, among other things.

We are actively monitoring the impact of the COVID-19 pandemic, which may continue to negatively impact our business and results of operations for fiscal year 2022 and likely beyond.

The degree to which our operations will be impacted will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including new information which may emerge concerning the duration, spread and severity of the pandemic, including with respect to resurgences, new variants or strains, such as the Delta and Omicron variants, the impact of government regulations, vaccine adoption rates (including boosters), the effectiveness of vaccines against any future variants or strains, employee retention issues resulting from vaccine mandates, and the direct and indirect economic effects of the pandemic and containment measures, among others.

Subsequent Events

Distributions

On February 24, 2021, the Company’s board of trustees approved an increase in quarterly dividends to $ 0.10 per Class A and Class B common share for the first quarter of 2021.

The quarterly dividends are payable on March 31, 2021 to shareholders of record on March 15, 2021.

Subsequent Acquisitions

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From January 1, 2022 through February 18, 2022, the Company disposed of 95 properties for aggregate net proceeds of approximately $ 28.2 million.

Revolving Credit Facility

From January 1, 2022 through February 18, 2022, the Company borrowed an additional $ 120.0 million and paid down $ 360.0 million under its revolving credit facility, resulting in $ 110.0 million of outstanding borrowings under its revolving credit facility as of February 18, 2022.

Distributions

On February 17, 2022, the Company’s board of trustees approved an increase in quarterly dividends to $ 0.18 per Class A and Class B common share for the first quarter of 2022.

The quarterly dividends are payable on March 31, 2022 to shareholders of record on March 15, 2022.

Class A Common Share Offering

In January 2022, the Company completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $ 0.01 par value per share, of which 10,000,000 shares were issued directly by the Company, and 13,000,000 shares were offered on a forward basis at the request of the Company by the forward sellers.

In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “January 2022 Forward Sale Agreements”) for these 13,000,000 shares which are accounted for in equity.

The Company expects to physically settle the January 2022 Forward Sale Agreements by the delivery of the Class A common shares and receive proceeds by January 20, 2023, although the Company has the right to elect settlement prior to that time subject to certain conditions.

Although the Company expects to physically settle, the January 2022 Forward Sale Agreements allow the Company to cash or net-share settle all or a portion of its obligations.

If the Company elects to

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

cash or net share settle the January 2022 Forward Sale Agreements, the Company may not receive any proceeds, and may owe cash or Class A common shares to the forward purchasers in certain circumstances.

The January 2022 Forward Sale Agreements are subject to early termination or settlement under certain circumstances.

The Company received net proceeds of $ 375.8 million from the 10,000,000 Class A common shares issued directly by the Company after deducting underwriting fees and before offering costs of approximately $ 0.2 million.

The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance.

The Company used the net proceeds from the offering to repay indebtedness under its revolving credit facility and for general corporate purposes.

The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis but estimates that net proceeds will be approximately $ 488.6 million after deducting underwriting fees.

The Company expects to use these net proceeds (i) to develop new single-family properties and communities, (ii) to acquire and renovate single-family properties and for related activities in accordance with its business strategy and (iii) for general corporate purposes.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2021

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Single-family properties in operation

Albuquerque 212 $ — $ 6,481 $ 24,088 $ — $ 4,196 $ 6,481 $ 28,285 $ 34,766 $ ( 7,918 ) $ 26,848 2013-2015

Atlanta 4,977 191,270 158,809 639,258 — 124,566 158,809 763,823 922,632 ( 148,028 ) 774,604 2012-2020

Austin 930 41,150 30,793 129,206 — 23,430 30,793 152,636 183,429 ( 27,318 ) 156,111 2012-2020

Boise 479 7,824 18,460 62,598 — 8,266 18,460 70,864 89,324 ( 12,427 ) 76,897 2013-2020

Charleston 1,238 82,876 51,243 177,451 — 24,313 51,243 201,764 253,007 ( 35,464 ) 217,543 2012-2020

Charlotte 3,811 286,061 146,554 540,729 — 69,679 146,554 610,408 756,962 ( 116,918 ) 640,044 2012-2020

Cincinnati 1,982 236,807 61,743 245,214 — 44,883 61,743 290,097 351,840 ( 77,002 ) 274,838 2012-2020

Colorado Springs 22 — 903 2,953 — 757 903 3,710 4,613 ( 1,087 ) 3,526 2013

Columbus 2,062 142,459 60,399 252,308 — 49,203 60,399 301,511 361,910 ( 65,312 ) 296,598 2012-2020

Dallas-Fort Worth 4,312 289,042 110,788 512,321 — 97,832 110,788 610,153 720,941 ( 149,253 ) 571,688 2012-2020

Denver 831 — 46,227 180,657 — 22,990 46,227 203,647 249,874 ( 41,595 ) 208,279 2012-2020

Albuquerque, NM 239 $ — $ 7,961 $ 30,578 $ — $ 4,743 $ 7,961 $ 35,321 $ 43,282 $ ( 9,046 ) $ 34,236 2013-2021

Atlanta, GA 5,498 193,607 189,799 765,595 — 152,474 189,799 918,069 1,107,868 ( 179,201 ) 928,667 2012-2021

Austin, TX 794 36,179 29,799 113,491 — 17,037 29,799 130,528 160,327 ( 28,831 ) 131,496 2012-2021

Boise, ID 635 7,911 27,943 105,602 — 16,790 27,943 122,392 150,335 ( 15,993 ) 134,342 2013-2021

Charleston, SC 1,463 83,790 64,134 221,586 — 33,916 64,134 255,502 319,636 ( 44,062 ) 275,574 2012-2021

Charlotte, NC 3,897 288,888 151,524 561,718 — 80,776 151,524 642,494 794,018 ( 139,782 ) 654,236 2012-2021

Cincinnati, OH 2,104 237,454 68,311 273,421 — 51,607 68,311 325,028 393,339 ( 87,987 ) 305,352 2012-2021

Colorado Springs, CO 71 — 4,785 20,160 — 1,193 4,785 21,353 26,138 ( 1,335 ) 24,803 2013-2021

Columbus, OH 2,139 144,521 65,203 271,672 — 55,459 65,203 327,131 392,334 ( 77,347 ) 314,987 2012-2021

Dallas-Fort Worth, TX 4,320 292,327 112,514 517,841 — 105,430 112,514 623,271 735,785 ( 171,985 ) 563,800 2012-2021

Denver, CO 844 — 47,581 186,341 — 25,036 47,581 211,377 258,958 ( 49,676 ) 209,282 2012-2021

Greater Chicago area, IL and IN 1,700 487,564 53,453 210,667 — 53,121 53,453 263,788 317,241 ( 84,181 ) 233,060 2012-2015

Greensboro 701 53,289 20,044 90,681 — 11,811 20,044 102,492 122,536 ( 24,164 ) 98,372 2013-2020

Greenville 667 72,815 16,927 87,887 — 12,757 16,927 100,644 117,571 ( 24,617 ) 92,954 2013-2020

Houston 2,979 174,376 61,646 368,369 — 65,439 61,646 433,808 495,454 ( 103,197 ) 392,257 2012-2017

Indianapolis 2,813 297,698 74,865 300,845 — 62,217 74,865 363,062 437,927 ( 101,632 ) 336,295 2012-2020

Inland Empire 106 — 11,143 13,708 — 2,189 11,143 15,897 27,040 ( 3,340 ) 23,700 2012-2016

Jacksonville 2,424 61,410 75,437 309,965 — 60,338 75,437 370,303 445,740 ( 71,274 ) 374,466 2012-2020

Knoxville 386 17,551 12,667 61,009 — 7,104 12,667 68,113 80,780 ( 15,635 ) 65,145 2013-2017

Las Vegas 1,127 22,020 38,724 144,400 — 32,043 38,724 176,443 215,167 ( 42,118 ) 173,049 2011-2020

Memphis 652 17,178 21,016 75,392 — 14,003 21,016 89,395 110,411 ( 20,212 ) 90,199 2013-2018

Miami 185 3,602 2,210 21,363 — 5,075 2,210 26,438 28,648 ( 7,293 ) 21,355 2013-2015

Milwaukee 109 — 6,459 19,135 — 2,246 6,459 21,381 27,840 ( 6,053 ) 21,787 2013

Nashville 2,907 184,511 122,810 450,035 — 61,609 122,810 511,644 634,454 ( 100,818 ) 533,636 2012-2020

Orlando 1,743 46,901 63,440 222,416 — 38,828 63,440 261,244 324,684 ( 54,903 ) 269,781 2011-2020

Phoenix 3,147 56,370 135,953 370,814 — 59,616 135,953 430,430 566,383 ( 88,168 ) 478,215 2011-2020

Portland 298 24,537 22,403 47,039 — 3,394 22,403 50,433 72,836 ( 8,718 ) 64,118 2013-2020

Raleigh 2,118 213,127 74,154 285,713 — 36,979 74,154 322,692 396,846 ( 71,230 ) 325,616 2012-2020

Salt Lake City 1,595 158,899 94,546 270,926 — 50,916 94,546 321,842 416,388 ( 58,005 ) 358,383 2012-2020

San Antonio 938 54,450 29,018 103,868 — 20,572 29,018 124,440 153,458 ( 29,888 ) 123,570 2012-2020

Savannah/Hilton Head 917 42,191 30,658 122,130 — 15,981 30,658 138,111 168,769 ( 23,967 ) 144,802 2013-2019

Seattle 773 28,177 53,493 149,019 — 12,401 53,493 161,420 214,913 ( 24,524 ) 190,389 2012-2020

Tampa 2,464 46,234 93,944 353,805 — 54,255 93,944 408,060 502,004 ( 79,113 ) 422,891 2012-2020

Tucson 425 12,102 9,359 45,855 — 9,681 9,359 55,536 64,895 ( 14,157 ) 50,738 2011-2020

Winston Salem 813 43,181 19,175 96,073 — 11,797 19,175 107,870 127,045 ( 24,095 ) 102,950 2013-2020

Greensboro, NC 733 53,695 21,826 98,549 — 13,947 21,826 112,496 134,322 ( 28,209 ) 106,113 2013-2021

Greenville, SC 730 73,526 19,525 101,730 — 14,386 19,525 116,116 135,641 ( 28,839 ) 106,802 2013-2021

Houston, TX 2,914 175,907 62,076 364,091 — 69,520 62,076 433,611 495,687 ( 116,480 ) 379,207 2012-2021

Indianapolis, IN 2,919 — 81,622 325,228 — 71,373 81,622 396,601 478,223 ( 115,482 ) 362,741 2012-2021

Inland Empire, CA 89 — 9,292 11,632 — 1,898 9,292 13,530 22,822 ( 3,372 ) 19,450 2012-2016

Jacksonville, FL 2,721 61,872 92,679 377,811 — 69,697 92,679 447,508 540,187 ( 86,678 ) 453,509 2012-2021

Knoxville, TN 411 17,699 13,983 68,269 — 8,077 13,983 76,346 90,329 ( 18,438 ) 71,891 2013-2021

Las Vegas, NV 1,515 22,249 68,366 227,763 — 55,411 68,366 283,174 351,540 ( 50,453 ) 301,087 2011-2021

Memphis, TN 665 17,382 21,920 79,247 — 15,509 21,920 94,756 116,676 ( 23,962 ) 92,714 2013-2021

Miami, FL 184 3,462 2,190 21,277 — 5,308 2,190 26,585 28,775 ( 8,334 ) 20,441 2013-2015

Milwaukee, WI 109 — 6,446 19,163 — 2,546 6,446 21,709 28,155 ( 6,898 ) 21,257 2013

Nashville, TN 3,067 186,415 131,691 491,360 — 77,099 131,691 568,459 700,150 ( 120,491 ) 579,659 2012-2021

Orlando, FL 1,824 47,263 67,956 241,508 — 46,129 67,956 287,637 355,593 ( 64,887 ) 290,706 2011-2021

Phoenix, AZ 3,296 56,908 146,471 416,829 — 69,429 146,471 486,258 632,729 ( 105,579 ) 527,150 2011-2021

Portland, OR 184 24,820 13,214 23,302 — 2,817 13,214 26,119 39,333 ( 6,411 ) 32,922 2013-2021

Raleigh, NC 2,165 214,980 77,177 298,539 — 42,107 77,177 340,646 417,823 ( 82,877 ) 334,946 2012-2021

Salt Lake City, UT 1,762 160,964 107,284 321,767 — 63,679 107,284 385,446 492,730 ( 70,843 ) 421,887 2012-2021

San Antonio, TX 1,292 60,501 37,964 164,091 — 36,017 37,964 200,108 238,072 ( 39,471 ) 198,601 2012-2021

Savannah/Hilton Head, SC 974 42,534 34,029 136,059 — 17,206 34,029 153,265 187,294 ( 29,314 ) 157,980 2013-2021

Seattle, WA 1,062 28,363 82,224 225,118 — 19,894 82,224 245,012 327,236 ( 35,778 ) 291,458 2012-2021

Tampa, FL 2,635 46,670 102,913 392,682 — 63,823 102,913 456,505 559,418 ( 95,174 ) 464,244 2012-2021

Tucson, AZ 564 12,205 17,147 78,229 — 13,389 17,147 91,618 108,765 ( 17,104 ) 91,661 2011-2021

Winston Salem, NC 846 43,695 21,037 103,852 — 14,776 21,037 118,628 139,665 ( 28,433 ) 111,232 2013-2021

Total Single-family properties in operation 56,365 3,123,351 2,062,039 7,866,768 — 1,391,619 2,062,039 9,258,387 11,320,426 ( 2,072,933 ) 9,247,493 2011-2021

79 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures