What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-02-24 compared with 2022-02-25 · 411 added, 366 removed, 1406 unchanged (36% of the section changed)

83 unchanged sentences

of outstanding options,

warrants and rights Weighted-average

warrants and rights

(a) Weighted-average

exercise price of

outstanding options,

warrants and rights Number of securities

remaining available for

future issuance under

equity compensation

warrants and rights

(b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Equity compensation plans approved by security holders (1)

2,344,118 (2)

11,485,007 (4)

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

(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.

(1) The Company’s equity compensation plans, the 2012 Equity Incentive Plan and the 2021 Equity Incentive Plan (collectively, the “Plans”), and the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), 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 Plans were approved by the Company’s shareholders.

The Plans and the 2021 ESPP were approved by the Company’s shareholders.

(2) Includes restricted share units granted under the Plans, which, subject to vesting requirements, will convert in the future to common stock on a one-for-one basis.

Also includes the maximum number of shares that may be issued upon settlement of outstanding performance-based restricted share units.

(3) Excludes restricted share units and performance-based restricted share units.

(4) As of December 31, 2022, 8,600,552 shares and 2,884,455 shares are remaining available for future issuances under the Plans and the 2021 ESPP, respectively.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

28 unchanged sentences

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 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.)

3.4 Articles Supplementary for American Homes 4 Rent 5.875% Series G Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on July 12, 2017.)

3.5 Articles Supplementary for American Homes 4 Rent 6.25% Series H Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on September 14, 2018.)

3.6 Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on March 10, 2020.)

3.3 Articles Supplementary for American Homes 4 Rent 5.875% Series G Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed July 12, 2017.)

3.4 Articles Supplementary for American Homes 4 Rent 6.25% Series H Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed September 14, 2018.)

3.5 Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed March 10, 2020.)

4.1 Form of Indenture (Incorporated by reference to Exhibit 4.4 to the Company's Registration Statement on Form S-3 (Registration Number 333-221878) filed December 1, 2017.)

9 unchanged sentences

4.7 Description of Securities.

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

Filed herewith.

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

4 unchanged sentences

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.)

4.12 Fifth Supplemental Indenture, dated as of April 7, 2022, 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 April 7, 2022.)

4.13 Form of Global Note representing the 2032 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed April 7, 2022.)

4.14 Sixth Supplemental Indenture, dated as of April 7, 2022, 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 April 7, 2022.)

4.15 Form of Global Note representing the 2052 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed April 7, 2022.)

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

28 unchanged sentences

(Incorporated by reference to Exhibit 10.41 to the Company's Annual Report on Form 10-K filed February 26, 2016.)

Number Exhibit Document

10.12 Eleventh Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P.

6 unchanged sentences

(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.

11 unchanged sentences

10.23 Property Management Agreement dated June 16, 2014 among American Homes 4 Rent II, LLC, American homes 4 Rent Management Holdings Company, LLC and American Homes 4 Rent, LLC (Incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed June 19, 2014.)

10.24 † Amended and Restated American Homes 4 Rent 2012 Equity Incentive Plan (Incorporated by reference to Exhibit 10.26 to the Company’s Annual Report on Form 10-K filed on February 24, 2017.)

10.24 † Amended and Restated American Homes 4 Rent 2012 Equity Incentive Plan (Incorporated by reference to Exhibit 10.26 to the Company’s Annual Report on Form 10-K filed February 24, 2017.)

10.25 † Form of Nonqualified Share Option Agreement (Incorporated by reference to Exhibit 10.18 to Amendment No.

1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)

10.26 † Form of Restricted Share Agreement (Incorporated by reference to Exhibit 10.23 to the Company's Annual Report on Form 10-K filed March 26, 2014.)

10.26 † 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.

10.27 † 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 August 6, 2021.)

10.28 † Form of Restricted Share Unit Agreement – Retention (2021) (Incorporated by reference to Exhibit 10.29 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)

10.29 † Form of Restricted Share Unit Agreement – Time-Vesting for Vice Presidents and Above (2021) (Incorporated by reference to Exhibit 10.30 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)

10.30 † Form of Restricted Share Unit Agreement – Performance-Vesting for Vice Presidents and Above (2021) (Incorporated by reference to Exhibit 10.31 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)

10.31 † Form of Restricted Share Unit Agreement for Non-Management Trustees (2021) (Incorporated by reference to Exhibit 10.32 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)

10.32 † Form of Restricted Share Unit Agreement – Time-Vesting for Vice Presidents and Above (2023).

2 unchanged sentences

Filed herewith.

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

Filed herewith.

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

1 unchanged sentence

10.35 Amendment Number Seven to the Master Loan and Security Agreement.

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

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)

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

Number Exhibit Document

10.36 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 April 19, 2021)

10.37 † 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.)

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

10.38 † Form of Consulting Agreement between American Homes 4 Rent, L.P.

and John Corrigan.

(Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed August 5, 2022.)

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

6 unchanged sentences

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.

21 unchanged sentences

FORM 10-K SUMMARY

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 24, 2023.

AMERICAN HOMES 4 RENT

Singelyn, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 24, 2023 by the following persons on behalf of the registrant and in the capacities indicated.

Chief Executive Officer and Trustee

(Principal Executive Officer)

/s/ CHRISTOPHER C.

Christopher C.

Chief Financial Officer

(Principal Financial Officer)

Executive Vice President, Chief Accounting Officer

(Principal Accounting Officer)

/s/ DOUGLAS N.

/s/ JACK CORRIGAN

Jack Corrigan

/s/ DAVID GOLDBERG

David Goldberg

/s/ TAMARA HUGHES GUSTAVSON

Tamara Hughes Gustavson

/s/ MATTHEW J.

/s/ MICHELLE C.

/s/ WINIFRED M.

/s/ JAY WILLOUGHBY

Jay Willoughby

/s/ KENNETH M.

/s/ MATTHEW R.

AMERICAN HOMES 4 RENT, L.P.

American Homes 4 Rent, its General Partner

Singelyn, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 24, 2023, by the following persons on behalf of American Homes 4 Rent, as sole general partner of American Homes 4 Rent, L.P., the registrant, and in the capacities indicated.

Chief Executive Officer and Trustee

(Principal Executive Officer)

/s/ CHRISTOPHER C.

Christopher C.

Chief Financial Officer

(Principal Financial Officer)

Executive Vice President, Chief Accounting Officer

(Principal Accounting Officer)

/s/ DOUGLAS N.

/s/ JACK CORRIGAN

Jack Corrigan

/s/ DAVID GOLDBERG

David Goldberg

/s/ TAMARA HUGHES GUSTAVSON

Tamara Hughes Gustavson

/s/ MATTHEW J.

/s/ MICHELLE C.

/s/ WINIFRED M.

/s/ JAY WILLOUGHBY

Jay Willoughby

/s/ KENNETH M.

/s/ MATTHEW R.

Report of Independent Registered Public Accounting Firm

31 unchanged sentences

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.

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

40 unchanged sentences

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.

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

29 unchanged sentences

Accounts payable and accrued expenses 484,403 343,526

Amounts payable to affiliates — 4,834

Total liabilities 5,000,401 4,224,004

24 unchanged sentences

Depreciation and amortization 426,531 372,848 343,153

Hurricane-related charges, net 6,133 — —

Total expenses 1,323,833 1,147,004 1,058,165

Gain on sale and impairment of single-family properties and other, net 136,459 49,696 38,773

Loss on early extinguishment of debt — — ( 659 )

Other income and expense, net 6,865 3,985 1,707

42 unchanged sentences

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 ) —

5 unchanged sentences

— — — — — — — ( 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

6 unchanged sentences

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:

4 unchanged sentences

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

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

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

17 unchanged sentences

15,000,000 150 — — — — 561,122 — — 561,272 — 561,272

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 )

Redemption of Series F perpetual preferred shares — — — — ( 6,200,000 ) ( 62 ) ( 149,662 ) ( 5,276 ) — ( 155,000 ) — ( 155,000 )

Distributions to equity holders:

19 unchanged sentences

Noncash share-based compensation 27,308 17,792 9,834

Loss on early extinguishment of debt — — 659

Equity in net (income) losses of unconsolidated joint ventures ( 3,066 ) ( 1,610 ) 774

Return on investment from unconsolidated joint ventures 5,711 — —

Gain on sale and impairment of single-family properties and other, net ( 136,459 ) ( 49,696 ) ( 38,773 )

10 unchanged sentences

Net proceeds received from sales of single-family properties and other 292,509 132,072 228,566

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

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

Proceeds received from storm-related insurance claims 1,981 4,842 3,705

Proceeds from notes receivable related to the sale of properties 34,090 1,253 —

Investment in unconsolidated joint ventures ( 25,313 ) ( 29,260 ) ( 29,834 )

3 unchanged sentences

Cash paid for development activity ( 921,423 ) ( 824,247 ) ( 564,241 )

Other purchases of productive assets ( 22,367 ) ( 18,694 ) ( 6,121 )

Cash paid for deposits on land option contracts ( 14,548 ) — —

Other investing activities ( 49,570 ) ( 22,367 ) ( 18,694 )

Net cash used for investing activities ( 1,425,502 ) ( 1,733,465 ) ( 642,925 )

3 unchanged sentences

Redemption of perpetual preferred shares ( 155,000 ) ( 498,750 ) —

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

Proceeds from issuances under share-based compensation plans 4,935 4,225 7,011

Payments related to tax withholding for share-based compensation ( 4,812 ) ( 2,682 ) ( 1,651 )

2 unchanged sentences

Payments on revolving credit facility ( 840,000 ) ( 1,060,000 ) ( 130,000 )

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

Proceeds from unsecured senior notes, net of discount 876,813 737,195 —

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

Proceeds from liabilities related to consolidated land not owned 60,217 — —

Distributions to noncontrolling interests ( 36,853 ) ( 23,170 ) ( 10,381 )

2 unchanged sentences

Deferred financing costs paid ( 8,225 ) ( 17,997 ) —

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

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

Net cash provided by financing activities 786,177 1,064,955 269,783

Net increase (decrease) in cash, cash equivalents and restricted cash 26,193 ( 73,310 ) 100,958

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

13 unchanged sentences

Property and land contributions to unconsolidated joint ventures ( 35,843 ) ( 57,203 ) ( 132,439 )

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

Property and land distributions from unconsolidated joint ventures 8,397 — —

Noncash right-of-use assets obtained in exchange for operating lease liabilities 5,059 1,346 17,105

27 unchanged sentences

Accounts payable and accrued expenses 484,403 343,526

Amounts payable to affiliates — 4,834

Total liabilities 5,000,401 4,224,004

7 unchanged sentences

Limited partner:

Common units ( 51,376,980 and 51,726,980 units issued and outstanding at December 31, 2021 and 2020, respectively)

Common units ( 51,376,980 units issued and outstanding at December 31, 2022 and 2021)

678,477 678,582

15 unchanged sentences

Depreciation and amortization 426,531 372,848 343,153

Hurricane-related charges, net 6,133 — —

Total expenses 1,323,833 1,147,004 1,058,165

Gain on sale and impairment of single-family properties and other, net 136,459 49,696 38,773

Loss on early extinguishment of debt — — ( 659 )

Other income and expense, net 6,865 3,985 1,707

37 unchanged sentences

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

6 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 — ( 1,494 ) — — — — ( 1,494 )

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

14 unchanged sentences

15,000,000 561,272 — — — — 561,272

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 )

Redemption of Series F perpetual preferred units — ( 5,276 ) ( 149,724 ) — — — ( 155,000 )

Distributions to capital holders:

18 unchanged sentences

Noncash share-based compensation 27,308 17,792 9,834

Loss on early extinguishment of debt — — 659

Equity in net (income) losses of unconsolidated joint ventures ( 3,066 ) ( 1,610 ) 774

Return on investment from unconsolidated joint ventures 5,711 — —

Gain on sale and impairment of single-family properties and other, net ( 136,459 ) ( 49,696 ) ( 38,773 )

10 unchanged sentences

Net proceeds received from sales of single-family properties and other 292,509 132,072 228,566

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

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

Proceeds received from storm-related insurance claims 1,981 4,842 3,705

Proceeds from notes receivable related to the sale of properties 34,090 1,253 —

Investment in unconsolidated joint ventures ( 25,313 ) ( 29,260 ) ( 29,834 )

3 unchanged sentences

Cash paid for development activity ( 921,423 ) ( 824,247 ) ( 564,241 )

Other purchases of productive assets ( 22,367 ) ( 18,694 ) ( 6,121 )

Cash paid for deposits on land option contracts ( 14,548 ) — —

Other investing activities ( 49,570 ) ( 22,367 ) ( 18,694 )

Net cash used for investing activities ( 1,425,502 ) ( 1,733,465 ) ( 642,925 )

3 unchanged sentences

Redemption of perpetual preferred units ( 155,000 ) ( 498,750 ) —

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

Proceeds from issuances under share-based compensation plans 4,935 4,225 7,011

Payments related to tax withholding for share-based compensation ( 4,812 ) ( 2,682 ) ( 1,651 )

2 unchanged sentences

Payments on revolving credit facility ( 840,000 ) ( 1,060,000 ) ( 130,000 )

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

Proceeds from unsecured senior notes, net of discount 876,813 737,195 —

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

Proceeds from liabilities related to consolidated land not owned 60,217 — —

Distributions to common unitholders ( 289,359 ) ( 169,413 ) ( 71,448 )

1 unchanged sentence

Deferred financing costs paid ( 8,225 ) ( 17,997 ) —

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

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

Net cash provided by financing activities 786,177 1,064,955 269,783

Net increase (decrease) in cash, cash equivalents and restricted cash 26,193 ( 73,310 ) 100,958

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

13 unchanged sentences

Property and land contributions to unconsolidated joint ventures ( 35,843 ) ( 57,203 ) ( 132,439 )

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

Property and land distributions from unconsolidated joint ventures 8,397 — —

Noncash right-of-use assets obtained in exchange for operating lease liabilities 5,059 1,346 17,105

6 unchanged sentences

Organization and Operations

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 (“AMH” 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 managing 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.

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

As of December 31, 2022, the Company held 58,993 single-family properties in 21 states, including 1,115 properties classified as held for sale.

AH4R is the general partner of, and as of December 31, 2021 owned approximately 86.8 % of the common partnership interest in, the Operating Partnership.

AMH is the general partner of, and as of December 31, 2022 owned approximately 87.3 % of the common partnership interest in, the Operating Partnership.

The remaining 12.7 % of the common partnership interest was owned by limited partners.

As the sole general partner of the Operating Partnership, AH4R has exclusive control of the Operating Partnership’s day-to-day management.

The Company’s management operates AH4R and the Operating Partnership as one business, and the management of AH4R consists of the same members as the management of the Operating Partnership.

AH4R’s primary function is acting as the general partner of the Operating Partnership.

The only material asset of AH4R is its partnership interest in the Operating Partnership.

As a result, AH4R generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership.

AH4R itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership.

As the sole general partner of the Operating Partnership, AMH has exclusive control of the Operating Partnership’s day-to-day management.

The Company’s management operates AMH and the Operating Partnership as one business, and the management of AMH consists of the same members as the management of the Operating Partnership.

AMH’s primary function is acting as the general partner of the Operating Partnership.

The only material asset of AMH is its partnership interest in the Operating Partnership.

As a result, AMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership.

AMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership.

The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity.

One difference between the Company and the Operating Partnership is $ 25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AH4R.

One difference between the Company and the Operating Partnership is $ 25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AMH.

The asset-backed securitization certificates are recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership.

AH4R contributes all net proceeds from its various equity offerings to the Operating Partnership.

In return for those contributions, AH4R receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering.

AMH contributes all net proceeds from its various equity offerings to the Operating Partnership.

In return for those contributions, AMH receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering.

Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one-for-one basis.

Except for net proceeds from equity issuances by AH4R, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.

Except for net proceeds from equity issuances by AMH, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.

Significant Accounting Policies

Basis of Presentation

The consolidated financial statements of the Company include the accounts of AH4R, the Operating Partnership and their consolidated subsidiaries.

The consolidated financial statements of the Operating Partnership include the accounts of the Operating Partnership and its consolidated subsidiaries.

Intercompany accounts and transactions have been eliminated.

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

810, Consolidation, if it is the primary beneficiary of the VIE as determined by its power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE.

Entities for which the Company owns an interest, but does not consolidate, are accounted for under the equity method of accounting as an investment in an unconsolidated entity and are included in investments in unconsolidated joint ventures within the consolidated balance sheets.

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (“SEC”).

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (“SEC”).

Any references in this report to the number of properties is outside the scope of our independent registered public accounting firm’s audit of our financial statements, in accordance with the standards of the Public Company Accounting Oversight Board.

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

Principles of Consolidation

The consolidated financial statements present the accounts of both (i) the Company, which include AMH, the Operating Partnership and their consolidated subsidiaries, and (ii) the Operating Partnership, which include the Operating Partnership and its consolidated subsidiaries.

Intercompany accounts and transactions have been eliminated.

The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) in accordance with Accounting Standards Codification (“ASC”) 810, Consolidation (“ASC 810”), when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity.

Entities that are not VIEs and for which the Company owns an interest but does not consolidate are accounted for under the equity method of accounting as an investment in an unconsolidated entity and are included

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

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.

in investments in unconsolidated joint ventures within the consolidated balance sheets.

See Investments in Unconsolidated Joint Ventures below for a further discussion of the investments in unconsolidated joint ventures.

The Company consolidates VIEs in accordance with ASC 810 if it is the primary beneficiary of the VIE as determined by its power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE.

The Company holds investments in venture capital funds and deposits with land banking entities, which were determined to be VIEs.

As the Company does not control the activities that most significantly impact the economic performance of these entities, the Company was deemed not to be the primary beneficiary and therefore did not consolidate the entities.

The investments in the unconsolidated venture capital funds are accounted for under the equity method of accounting and included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets.

As of December 31, 2022, the carrying value of the investments in these venture capital funds was $ 12.0 million and the Company’s maximum exposure to loss was $ 16.1 million, which includes all future capital funding requirements.

See Land Option Contracts below for a further discussion of the deposits with land banking entities.

Use of Estimates

1 unchanged sentence

Actual results could differ from those estimates.

AH4R has elected to be taxed as a REIT for U.S.

AMH has elected to be taxed as a REIT for U.S.

federal income tax purposes under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with our taxable year ended December 31, 2012.

17 unchanged sentences

federal income tax on our income.

Instead, each of the Operating Partnership’s partners, including AH4R, is allocated, and may be required to pay tax with respect to, its share of the Operating Partnership’s income.

Instead, each of the Operating Partnership’s partners, including AMH, is allocated, and may be required to pay tax with respect to, its share of the Operating Partnership’s income.

As such, no provision for U.S.

3 unchanged sentences

We recognize tax benefits of uncertain tax positions only if it is more likely than not that the tax position will be sustained, based solely on its technical merits, with the taxing authority having full knowledge of all relevant information.

The measurement of a tax benefit for an uncertain tax position that meets the more likely than not threshold is based on a cumulative probability model under which the largest amount of tax benefit recognized is the amount with a greater than 50% likelihood of being realized upon ultimate settlement with the taxing authority having full knowledge of all the relevant information.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

likelihood of being realized upon ultimate settlement with the taxing authority having full knowledge of all the relevant information.

As of December 31, 2022, there were no deferred tax assets and liabilities or unrecognized tax benefits recorded by the Company.

2 unchanged sentences

The Operating Partnership funds the payment of distributions.

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

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

as of December 31, 2020.

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

federal income tax purposes of an estimated $ 11.8 million as of December 31, 2022 and $ 25.4 million as of December 31, 2021.

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.

18 unchanged sentences

Single-family Properties Held for Sale and Discontinued Operations

Single-family properties are classified as held for sale when they meet the applicable GAAP criteria in accordance with ASC 360-10, Property, Plant, and Equipment—Overall , including, but not limited to, the availability of the home for immediate sale in its present condition, the existence of an active program to locate a buyer and the probable sale of the home within one year.

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, 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 .

During the years ended December 31, 2021, 2020 and 2019, none of the properties classified as held for sale met the criteria to be reported as a discontinued operation.

Single-family properties and land lots are classified as held for sale when they meet the applicable GAAP criteria in accordance with ASC 360-10, Property, Plant, and Equipment—Overall , including, but not limited to, the availability of the home for immediate sale in its present condition, the existence of an active program to locate a buyer and the probable sale of the home within one year.

Single-family properties and land lots are 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, 2022 and 2021, the Company had 1,115 and 659 single-family properties, respectively, classified as held for sale, and recorded $ 2.5 million, $ 0.2 million and $ 2.0 million of impairment on single-family properties held for sale for the years ended December 31, 2022, 2021 and 2020, respectively, which is included in gain on sale and impairment of single-family properties and

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

other, net within the consolidated statements of operations.

During the years ended December 31, 2022, 2021 and 2020, none of the properties classified as held for sale met the criteria to be reported as a discontinued operation.

Impairment of Long-lived Assets

9 unchanged sentences

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.

Deposits with land banking entities determined to be VIEs but not consolidated because we are not the primary beneficiary are at held at cost and included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets.

As of December 31, 2022 and 2021, the carrying value of these deposits and the Company’s maximum exposure to loss was $ 14.5 million and zero , respectively.

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

During the year ended December 31, 2022, the Company entered into land option agreements whereby it sold land to a third party with an option to repurchase finished lots on a predetermined schedule.

Because of our options to repurchase the finished lots, in accordance with ASC 606-10-55-70, we accounted for these transactions as financing arrangements rather than a sale.

Consolidated land not owned is included in escrow deposits, prepaid expenses and other assets and the liability for consolidated land not owned, which represents proceeds received from the third party net of our deposits on the optioned land, is included in accounts payable and accrued expenses in the consolidated balance sheets (see Note 5.

Escrow Deposits, Prepaid Expenses and Other Assets and Note 8.

Accounts Payable and Accrued Expenses).

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, 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.

As the implicit rate is generally not determinable, the ROU assets and lease liabilities are measured using our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date.

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

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

As the implicit rate is generally not determinable, the right-of-use assets and lease liabilities are measured using our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date.

The expected lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise such options.

Lease expense for operating leases is recognized on a straight-line basis over the expected lease term in general and administrative expense within the consolidated statements of operations.

We elected the short-term lease measurement and recognition exemption and do not establish ROU assets or lease liabilities for operating leases with terms of twelve months or less.

We elected the short-term lease measurement and recognition exemption and do not establish right-of-use assets or lease liabilities for operating leases with terms of twelve months or less.

We also elected the practical expedient allowing us to avoid separating non-lease components from the associated lease component for our commercial office leases.

The ROU assets and lease liabilities are presented in escrow deposits, prepaid expenses and other assets and accounts payable and accrued expenses, respectively, within the consolidated balance sheets.

The right-of-use assets and lease liabilities are

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

presented in escrow deposits, prepaid expenses and other assets and accounts payable and accrued expenses, respectively, within the consolidated balance sheets.

Depreciation and Amortization

2 unchanged sentences

Intangible Assets

Finite-lived intangible assets are amortized on a straight-line basis over their estimated economic lives, and the estimated economic life of our database intangible asset is seven years .

Finite-lived intangible assets are amortized on a straight-line basis over their estimated economic lives.

The Company reviews finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

2 unchanged sentences

No impairment was recorded during the years ended December 31, 2022, 2021 and 2020.

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.

18 unchanged sentences

Restricted cash primarily consists of funds held related to resident security deposits, cash reserves in accordance with certain loan agreements and funds held in the custody of our transfer agent for the payment of distributions.

Funds held related to resident security deposits are restricted during the term of the related lease agreement, which is generally one year.

Funds held related to resident security

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

deposits are restricted during the term of the related lease agreement, which is generally one year.

Cash reserved in connection with lender requirements is restricted during the term of the related debt instrument.

The following table provides a reconciliation of cash, cash equivalents and restricted cash per the Company’s and the Operating Partnership’s consolidated statements of cash flows to the corresponding financial statement line items in the consolidated balance sheets (in thousands):

2022 2021 2020

3 unchanged sentences

Escrow Deposits

Escrow deposits include refundable and non-refundable cash earnest money deposits for the purchase of properties.

Escrow deposits include refundable and non-refundable cash earnest money deposits for the purchase of properties and deposits related to land option contracts (see Land Option Contracts above).

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

9 unchanged sentences

The Company obtained promissory notes in connection with two bulk dispositions of our single-family properties.

The promissory note obtained during the second quarter of 2019 matures in the second quarter of 2025 and the promissory note obtained during the first quarter of 2017 matures in the first quarter of 2022.

The promissory note obtained during the second quarter of 2019 was paid in full during the year ended December 31, 2022 and the promissory note obtained during the first quarter of 2017 matured in the first quarter of 2022 and is still being actively collected.

The promissory notes are secured by first priority mortgages on the disposed homes, contain certain covenants and require monthly or quarterly interest payments with the full principal due at maturity.

3 unchanged sentences

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.

Notes receivable are also presented net of the allowance for expected

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

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.

7 unchanged sentences

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.

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.

11 unchanged sentences

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.

Such losses are accrued when they are both probable and estimable.

It also consists of liabilities for consolidated land not owned (see Land Option Contracts above) and contingent loss accruals, if any, when such losses are both probable and estimable.

When it is reasonably possible that a significant contingent loss has occurred, we disclose the nature of the potential loss and, if estimable, a range of exposure.

2 unchanged sentences

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.

At the time of grant, the Company takes into consideration the timing of the equity award and evaluates for conditions that could result in the award to be considered spring-loaded, in which case the fair value would be adjusted.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

During the years ended December 31, 2022, 2021 and 2020, the Company did not grant equity awards that would be considered spring-loaded.

Forfeitures are recognized as they occur.

9 unchanged sentences

• 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;

5 unchanged sentences

Segment Reporting

Under the provision of ASC 280, Segment Reporting , the Company has determined that it has one reportable segment with activities related to acquiring, renovating, developing, leasing and operating single-family homes as rental properties.

The Company’s properties are geographically dispersed and management evaluates operating performance at the market level.

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.

During the year ended December 31, 2022, the Company reassessed its operating segments as a result of changes in information presented to its chief operating decision maker (“CODM”).

We operate in one operating segment with activities related to acquiring, renovating, developing, leasing and managing single-family homes as rental properties.

ASC 280, Segment Reporting , requires the use of the “management approach” to align segment reporting with our internal reporting, and our CODM regularly reviews core funds from operations at the total portfolio level as the primary measure for assessing the Company’s performance and allocating resources.

Property acquisition and disposition decisions are made at the individual property level and development decisions are made at the community level across a geographically diversified portfolio based on criteria consistent with our objective of generating attractive risk-adjusted returns for our shareholders.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Real Estate Assets, Net

The net book values of real estate assets consisted of the following as of December 31, 2021 and 2020 (in thousands):

The net book values of real estate assets consisted of the following as of December 31, 2022 and 2021 (amounts in thousands):

December 31, 2022 December 31, 2021

10 unchanged sentences

Depreciation expense related to single-family properties was $ 410.4 million, $ 357.8 million and $ 330.2 million for the years ended December 31, 2022, 2021 and 2020, 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):

Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina during the year ended December 31, 2022.

The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits.

During the year ended December 31, 2022, the Company recognized $ 8.9 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by an estimated $ 2.8 million of related insurance claims that we believe is probable we will recover.

The $ 6.1 million of net charges are included in hurricane-related charges, net within the consolidated statement of operations for year ended December 31, 2022.

The following table summarizes the Company’s dispositions of single-family properties and land for the years ended December 31, 2022, 2021 and 2020 (amounts in thousands, except property data):

For the Years Ended December 31,

7 unchanged sentences

Net gain on sale $ 777 $ 136 $ 7

(1) Total net proceeds for the year ended December 31, 2019 included a $ 30.7 million note receivable, before a $ 1.2 million discount, which is presented in escrow deposits, prepaid expenses and other assets (see Note 5.

Escrow Deposits, Prepaid Expenses and Other Assets).

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

3 unchanged sentences

Variable lease payments for fees from single-family properties were $ 27.0 million, $ 22.6 million and $ 16.4 million for the years ended December 31, 2022, 2021 and 2020, respectively.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

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

The following table summarizes our future minimum rental revenues under existing leases on our properties as of December 31, 2021 (in thousands):

The following table summarizes future minimum rental revenues under existing leases on our properties as of December 31, 2022 (amounts in thousands):

December 31, 2022

1 unchanged sentence

Total $ 731,542

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 .

Rent and other receivables included $ 5.0 million of insurance claims receivables related to Hurricane Ian and Winter Storm Elliott as of December 31, 2022 and $ 1.9 million of insurance claims receivables related to Winter Storm Uri as of December 31, 2021.

The Company collected $ 2.0 million and $ 4.8 million in proceeds from storm-related insurance claims during the years ended December 31, 2022 and 2021, respectively, and collected $ 4.0 million in proceeds from insurance claims related to legal recoveries and $ 3.7 million in proceeds from hurricane-related insurance claims during the year ended December 31, 2020.

Escrow Deposits, Prepaid Expenses and Other Assets

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of December 31, 2021 and 2020 (in thousands):

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of December 31, 2022 and 2021 (amounts in thousands):

December 31, 2022 December 31, 2021

Consolidated land not owned (see Note 2)

$ 108,114 $ —

Escrow deposits, prepaid expenses and other 105,811 88,414

Commercial real estate, software, vehicles and FF&E, net 85,772 62,462

Notes receivable, net 35,346 35,519

Operating lease ROU assets 17,269 18,772

Operating lease right-of-use assets 19,129 17,269

Deferred costs and other intangibles, net 10,237 13,134

Notes receivable, net 2,383 35,346

Total $ 331,446 $ 216,625

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 $ 13.4 million, $ 11.2 million and $ 8.9 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net, consisted of the following as of December 31, 2021 and 2020 (in thousands):

Deferred costs and other intangibles, net, consisted of the following as of December 31, 2022 and 2021 (amounts in thousands):

December 31, 2022 December 31, 2021

4 unchanged sentences

Total $ 10,237 $ 13,134

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):

Amortization expense related to deferred leasing costs was $ 2.7 million, $ 3.9 million and $ 4.1 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is included in depreciation and amortization within the consolidated statements of operations.

Amortization of deferred financing costs that relate to our revolving credit facility was $ 2.7 million, $ 2.5 million and $ 2.0 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is 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

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of December 31, 2022 for future periods (amounts in thousands):

Deferred Leasing Costs Deferred Financing Costs Total

3 unchanged sentences

2026 — 784 784

Total $ 1,279 $ 8,958 $ 10,237

9 unchanged sentences

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):

Subsequent to December 31, 2022, the parties agreed to reinvest proceeds from debt financing obtained in the first quarter of 2022 (see below) to increase the size of the partnership up to approximately $ 900.0 million.

The changes do not impact the accounting treatment of the joint venture.

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

Joint Venture Description % Ownership at December 31, 2022 Completed Homes at

7 unchanged sentences

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 $ 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.

Management fee and development fee income from unconsolidated joint ventures was $ 13.9 million, $ 10.3 million and $ 5.8 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is 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 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 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.

During the first quarter of 2022, the Company acquired 200 properties in a bulk transaction from the Institutional Investor JV for total consideration of $ 74.6 million, of which (i) $ 66.2 million was paid in cash and included in cash paid for single-family properties in the consolidated statements of cash flows and (ii) $ 8.4 million was recorded as a noncash distribution resulting in a reduction to our equity method investment.

The transaction was accounted for as an asset acquisition and resulted in a gain on sale at the Institutional Investor

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Recognition of our pro rata portion of the gain on sale has been deferred by reducing the carrying value of the acquired properties in our consolidated balance sheets.

During the third quarter of 2020, the Institutional Investor JV entered into a loan agreement to borrow up to a $ 201.0 million aggregate commitment that bore interest at the London Inter-Bank Offered Rate (“LIBOR”) plus a 3.50 % margin.

The Institutional Investor JV amended its loan agreement during the third quarter of 2022 to increase its borrowing capacity to $ 250.0 million.

The amended loan bears interest at an adjusted Secured Overnight Financing Rate (“SOFR”) plus a 2.40 % margin during the during the initial two-year term and matures on July 1, 2024.

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

As of December 31, 2022, the Institutional Investor JV’s loan had a $ 232.7 million outstanding principal balance.

During the first quarter of 2022, the J.P.

Morgan JV entered into a loan agreement to borrow up to a $ 375.0 million aggregate commitment.

The loan bears interest at an adjusted SOFR plus a 1.50 % margin during the initial three-year term and matures on January 28, 2025.

The loan agreement provides for one one-year extension option that includes additional fees and interest.

As of December 31, 2022, the J.P.

Morgan JV’s loan had a $ 260.3 million outstanding principal balance.

The Company has provided customary non-recourse guarantees for the J.P.

Morgan JV and Institutional Investor JV loans that may become a liability for us upon a voluntary bankruptcy filing by the joint venture or the occurrence of other actions such as fraud or a material misrepresentation by us or the joint venture.

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

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

3 unchanged sentences

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

AH4R is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership.

The following table presents the Company’s debt as of December 31, 2021 and 2020 (in thousands):

AMH is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership.

The following table presents the Company’s debt as of December 31, 2022 and 2021 (amounts in thousands):

Outstanding Principal Balance

1 unchanged sentence

Maturity Date December 31, 2022 December 31, 2021

AH4R 2014-SFR2 securitization 4.42 % October 9, 2024 $ 473,594 $ 479,981

AH4R 2014-SFR3 securitization 4.40 % December 9, 2024 488,790 495,392

AH4R 2015-SFR1 securitization (2)

AMH 2014-SFR2 securitization 4.42 % October 9, 2024 $ 468,138 $ 473,594

AMH 2014-SFR3 securitization 4.40 % December 9, 2024 482,964 488,790

AMH 2015-SFR1 securitization (2)

4.14 % April 9, 2045 508,672 514,868

AH4R 2015-SFR2 securitization (3)

AMH 2015-SFR2 securitization (3)

4.36 % October 9, 2045 441,854 446,929

5 unchanged sentences

2.46 % July 15, 2031 450,000 450,000

2032 unsecured senior notes 3.63 % April 15, 2032 600,000 —

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

2052 unsecured senior notes 4.30 % April 15, 2052 300,000 —

Revolving credit facility (6)

7 unchanged sentences

Unless otherwise stated, interest rates are fixed percentages.

(2) The AH4R 2015-SFR1 securitization has an anticipated repayment date of April 9, 2025.

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

(2) The AMH 2015-SFR1 securitization has an anticipated repayment date of April 9, 2025.

(3) The AMH 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 hedged to yield an interest rate of 4.08 %.

3 unchanged sentences

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

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 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.

Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $ 6.8 million, $ 6.1 million and $ 5.9 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is included in gross interest, prior to interest capitalization.

Debt Maturities

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of December 31, 2021 (in thousands):

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of December 31, 2022 (amounts in thousands):

Debt Maturities

6 unchanged sentences

Encumbered Properties

The following table displays the number of properties pledged as collateral for the Company’s asset-backed securitization loans and the aggregate net book values as of December 31, 2021 and 2020 (in thousands, except property data):

December 31, 2022 December 31, 2021

Number of Properties Net Book Value Number of Properties Net Book Value

AH4R 2014-SFR2 securitization 4,526 $ 559,257 4,537 $ 575,634

AH4R 2014-SFR3 securitization 4,570 605,420 4,581 624,279

AH4R 2015-SFR1 securitization 4,690 606,385 4,695 624,269

AH4R 2015-SFR2 securitization 4,168 562,443 4,172 576,999

AMH 2014-SFR2 securitization 4,530 $ 550,581 4,526 $ 559,257

AMH 2014-SFR3 securitization 4,563 598,189 4,570 605,420

AMH 2015-SFR1 securitization 4,691 596,236 4,690 606,385

AMH 2015-SFR2 securitization 4,168 554,608 4,168 562,443

Total encumbered properties 17,952 $ 2,299,614 17,954 $ 2,333,505

Asset-backed Securitizations

General Terms

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

The Company 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.

14 unchanged sentences

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.

AMH 2014-SFR2 Securitization

The AMH 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.

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

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

AH4R 2014-SFR2 Securitization

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.

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.

2 unchanged sentences

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 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 %.

AMH 2014-SFR3 Securitization

The AMH 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.

Gross proceeds from the transaction were $ 528.4 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 2015-SFR1 Securitization

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 %.

AMH 2015-SFR1 Securitization

The AMH 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.

Gross proceeds from the transaction were $ 552.8 million, before issuance costs of $ 13.3 million, and were used to pay down the outstanding balance on the credit facility and for general corporate purposes.

AH4R 2015-SFR2 Securitization

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 %.

AMH 2015-SFR2 Securitization

The AMH 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.

1 unchanged sentence

Unsecured Senior Notes

During the second quarter of 2022, the Operating Partnership issued $ 600.0 million of 3.625 % unsecured senior notes with a maturity date of April 15, 2032 (the “2032 Notes”) and $ 300.0 million of 4.300 % unsecured senior notes with a maturity date of April 15, 2052 (the “2052 Notes” and, together with the 2032 Notes, the “2032 and 2052 Notes”).

Interest on the 2032 and 2052 Notes is payable semi-annually in arrears on April 15 and October 15 of each year, which commenced on October 15, 2022.

The Operating Partnership received aggregate net proceeds of $ 870.3 million from these issuances, after underwriting fees of approximately $ 6.5 million and a $ 23.2 million discount, and before offering costs of approximately $ 1.7 million.

The Operating Partnership used net proceeds from this offering to repay amounts outstanding on its revolving credit facility, for the redemption of its Series F perpetual preferred shares and for general corporate purposes.

The Operating Partnership may redeem the 2032 and 2052 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 2032 and 2052 Notes.

If the 2032 Notes are redeemed on or after January 15, 2032 (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 2052 Notes are redeemed on or after October 15, 2051 (six 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.

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

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

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

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.

$ 12.8 million discount, and before offering costs of $ 1.4 million.

If the 2051 Notes are redeemed on or after January 15, 2051 (six 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.

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

1 unchanged sentence

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”).

Interest on the 2029 Notes, which commenced on August 15, 2019, is payable semi-annually in arrears on February 15 and August 15 of each year.

Interest on the 2029 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, which commenced on August 15, 2019.

The Operating Partnership received net proceeds of $ 395.3 million from this issuance, after underwriting fees of approximately $ 2.6 million and a $ 2.1 million discount, and before offering costs of $ 1.0 million.

3 unchanged sentences

During the first quarter of 2018, the Operating Partnership issued $ 500.0 million of 4.25 % unsecured senior notes with a maturity date of February 15, 2028 (the “2028 Notes”).

Interest on the 2028 Notes, which commenced on August 15, 2018, is payable semi-annually in arrears on February 15 and August 15 of each year.

Interest on the 2028 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, which commenced on August 15, 2018.

The Operating Partnership received net proceeds of $ 494.0 million from this issuance, after underwriting fees of approximately $ 3.2 million and a $ 2.8 million discount, and before offering costs of $ 1.9 million.

3 unchanged sentences

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 2028 Notes, 2029 Notes, 2031 Notes, 2032 Notes, 2051 Notes and 2052 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.

10 unchanged sentences

Interest Expense

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,

4 unchanged sentences

Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of December 31, 2021 and 2020 (in thousands):

The following table summarizes accounts payable and accrued expenses as of December 31, 2022 and 2021 (amounts in thousands):

December 31, 2022 December 31, 2021

Resident security deposits $ 119,386 $ 105,809

Accrued property taxes 52,545 48,689

Accrued construction and maintenance liabilities 86,775 50,655

Liability for consolidated land not owned (see Note 2)

Accrued property taxes 51,586 52,545

Accrued interest 40,126 33,332

2 unchanged sentences

Accounts payable 5,719 1,113

Accrued distribution payable — 13,612

Other accrued liabilities 63,700 50,159

1 unchanged sentence

Shareholders’ Equity / Partners’ Capital

When the Company issues common or preferred shares, the Operating Partnership issues an equivalent number of units of partnership interest of a corresponding class to AH4R, with the Operating Partnership receiving the net proceeds from the share issuances.

When the Company issues common or preferred shares, the Operating Partnership issues an equivalent number of units of partnership interest of a corresponding class to AMH, with the Operating Partnership receiving the net proceeds from the share issuances.

Class A Common Shares / Units

Class A units represent voting equity interests in the Operating Partnership.

Holders of Class A units in the Operating Partnership have the right to redeem the units for cash or, at the election of the Company, exchange the units for AH4R’s Class A common shares on a one -for-one basis.

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 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.

Holders of Class A units in the Operating Partnership have the right to redeem the units for cash or, at the election of the Company, exchange the units for AMH’s Class A common shares on a one -for-one basis.

AMH owned 87.3 % and 86.8 % of the total 404,893,881 and 389,374,771 Class A units outstanding as of December 31, 2022 and 2021, respectively.

During the first quarter of 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 “2022 Forward Sale Agreements”) for these 13,000,000 shares which are accounted for in equity.

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 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

During the third quarter of 2022, the Company issued and physically settled 5,000,000 Class A common shares under the 2022 Forward Sale Agreements, receiving net proceeds of $ 185.6 million.

The Company used these net proceeds to repay indebtedness under its revolving credit facility and for general corporate purposes.

As of December 31, 2022, 8,000,000 Class A common shares remained available for future settlement under the 2022 Forward Sale Agreements.

In January 2023, the Company issued and

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

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

physically settled the remaining 8,000,000 Class A common shares, receiving net proceeds of $ 298.4 million.

The Company used these net proceeds to repay indebtedness under its revolving credit facility and for general corporate purposes.

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

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

1 unchanged sentence

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.

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

At-the-Market Common Share Offering Program

During the second quarter of 2020, the Company extended its at-the-market common share offering program under which we can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $ 500.0 million (the “At-the-Market Program”).

During the second quarter of 2020, the Company extended its at-the-market common share offering program under which it can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $ 500.0 million (the “At-the-Market Program”).

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-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 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 its 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, 2022, no shares were issued under the At-the-Market Program.

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.

8 unchanged sentences

As of December 31, 2022, 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.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Class B Common Shares

Former American Homes 4 Rent, LLC (“AH LLC”) members received 635,075 Class B common shares in connection with their contributions of properties and funds to the Company.

The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the proceeds and properties contributed in the transaction.

The Operating Partnership issued an equivalent number of corresponding Class A units to AMH in exchange for the proceeds and properties contributed in the transaction.

Each Class B common share generally entitles the holder to 50 votes on all matters that the holders of Class A common shares are entitled to vote.

2 unchanged sentences

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

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Perpetual Preferred Shares / Units

As of December 31, 2021 and 2020, the Company had the following series of perpetual preferred shares outstanding (in thousands, except share data):

As of December 31, 2022 and 2021, the Company had the following series of perpetual preferred shares outstanding (amounts in thousands, except share data):

December 31, 2022 December 31, 2021

Series Issuance Date Earliest Redemption Date Dividend Rate Outstanding Shares Current Liquidation Value Outstanding Shares Current Liquidation Value

Series D perpetual preferred shares 5/24/2016 5/24/2021 6.500 % — $ — 10,750,000 $ 268,750

Series E perpetual preferred shares 6/29/2016 6/29/2021 6.350 % — — 9,200,000 230,000

Series F perpetual preferred shares 4/24/2017 4/24/2022 5.875 % 6,200,000 155,000 6,200,000 155,000

Series G perpetual preferred shares 7/17/2017 7/17/2022 5.875 % 4,600,000 115,000 4,600,000 115,000

Series H perpetual preferred shares 9/19/2018 9/19/2023 6.250 % 4,600,000 115,000 4,600,000 115,000

Series F perpetual preferred shares April 24, 2017 April 24, 2022 5.875 % — $ — 6,200,000 $ 155,000

Series G perpetual preferred shares July 17, 2017 July 17, 2022 5.875 % 4,600,000 115,000 4,600,000 115,000

Series H perpetual preferred shares September 19, 2018 September 19, 2023 6.250 % 4,600,000 115,000 4,600,000 115,000

Total preferred shares 9,200,000 $ 230,000 15,400,000 $ 385,000

Perpetual preferred shares represent non-voting preferred equity interests in the Company and entitle holders to a cumulative annual cash dividend, based on the respective dividend rate in the table above, which is applied to the liquidation preference at issuance of $ 25.00 per share.

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 Operating Partnership issues an equivalent number of corresponding perpetual preferred units for the given class to AMH 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 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 2022, the Company redeemed all 6,200,000 shares of the outstanding 5.875 % Series F perpetual preferred shares, $ 0.01 par value per share, for cash at the 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 F perpetual preferred units.

As a result of the redemption, the Company recorded a $ 5.3 million allocation of income to the Series F perpetual preferred shareholders within the consolidated statements of operations during the year ended December 31, 2022, which represents the initial liquidation value of the Series F perpetual preferred shares in excess of its carrying value as of the redemption date.

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.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Distributions

1 unchanged sentence

The Operating Partnership funds the payment of distributions.

AH4R had an NOL for U.S.

AMH had an NOL for U.S.

federal income tax purposes of an estimated $ 11.8 million as of December 31, 2022 and $ 25.4 million as of December 31, 2021.

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.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

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 G and Series H perpetual preferred shares.

The distribution preference of our 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.

The Company’s board of trustees declared the following distributions during the years ended December 31, 2022, 2021 and 2020.

4 unchanged sentences

6.500 % Series D perpetual preferred shares (1)

0.70 1.63 1.63

6.350 % Series E perpetual preferred shares (2)

0.79 1.59 1.59

5.875 % Series F perpetual preferred shares (3)

6 unchanged sentences

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

(3) The 5.875 % Series F perpetual preferred shares were redeemed on May 5, 2022 and the distributions for the year ended December 31, 2022 include the accrued and unpaid dividends paid to shareholders as part of the redemption.

Noncontrolling Interest

Noncontrolling interest as reflected in the Company’s consolidated balance sheets primarily consists of the interests held by former AH LLC members in units in the Operating Partnership.

Former AH LLC members owned 50,779,990 and 51,129,990 , or approximately 13.0 % and 13.9 %, 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.

Former AH LLC members owned 50,779,990 , or approximately 12.5 % and 13.0 %, of the total 404,893,881 and 389,374,771 Class A units in the Operating Partnership as of December 31, 2022 and 2021, respectively.

Noncontrolling interest also includes interests held by non-affiliates in Class A units in the Operating Partnership.

Non-affiliate Class A unitholders owned 596,990 , or approximately 0.2 % of the total 404,893,881 and 389,374,771 Class A units in the Operating Partnership as of December 31, 2022 and 2021, respectively.

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.

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

Share-Based Compensation

4 unchanged sentences

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.

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.

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

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

During the years ended December 31, 2022, 2021 and 2020, employees were granted RSUs that vest over a one - to three-year service period and non-management trustees were granted RSUs that vest over a one-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.

During the years ended December 31, 2022 and 2021, certain senior employees were granted PSUs that cliff vest at the end of a three-year service period.

The performance conditions of the PSUs are measured over the three-year performance period January 1, 2022 through December 31, 2024 for PSUs granted during the year ended December 31, 2022 and January 1, 2021 through December 31, 2023 for PSUs granted during the year ended December 31, 2021.

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”).

1 unchanged sentence

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

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

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

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

1 unchanged sentence

The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2022, 2021 and 2020:

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

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

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

10 unchanged sentences

For exercises, intrinsic value is defined as the difference between the grant price and the market value on the date of exercise.

The Company uses the Black-Scholes Option Pricing Model to calculate the fair value of stock options granted for Class A common shares.

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.

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

Dividend yield 3.0 %

Volatility 17.3 %

Risk-free interest rate 2.6 %

American Homes 4 Rent

20 unchanged sentences

1,024,722 $ 33.99

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

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2022 and 2021:

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

4 unchanged sentences

92,319 $ 34.83

Awarded 202,104 43.91

Forfeited — —

PSUs outstanding at December 31, 2022

294,423 $ 41.07

For the TSR Awards, the following assumptions were used in the calculation of fair value using the Monte Carlo simulation model:

Expected term (years) 3.0 3.0

Dividend yield 1.03 % 0.67 %

Estimated volatility (1)

27.62 % 28.48 %

Risk-free interest rate 1.39 % 0.2 %

(1) Estimated volatility for the performance period is based on 50% historical volatility and 50% implied volatility.

2021 Employee Stock Purchase Plan

2 unchanged sentences

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

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

American Homes 4 Rent

1 unchanged sentence

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):

Share-Based Compensation Expense

The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the years ended December 31, 2022, 2021 and 2020 (amounts in thousands):

For the Years Ended December 31,

8 unchanged sentences

American Homes 4 Rent

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the years ended December 31, 2021, 2020 and 2019 (in thousands, except share and per share data):

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the years ended December 31, 2022, 2021 and 2020 (amounts in thousands, except share and per share data):

For the Years Ended December 31,

17 unchanged sentences

(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.

Shareholders’ Equity / Partners’ Capital).

(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.

5 unchanged sentences

American Homes 4 Rent, L.P.

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the years ended December 31, 2021, 2020 and 2019 (in thousands, except unit and per unit data):

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the years ended December 31, 2022, 2021 and 2020 (amounts in thousands, except unit and per unit data):

For the Years Ended December 31,

15 unchanged sentences

Shareholders’ Equity / Partners’ Capital).

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.

9 unchanged sentences

Notes to Consolidated Financial Statements

The following table displays the carrying values and fair values of our debt instruments as of December 31, 2021 and 2020 (in thousands):

The following table displays the carrying values and fair values of our debt instruments as of December 31, 2022 and 2021 (amounts in thousands):

December 31, 2022 December 31, 2021

Carrying Value Fair Value Carrying Value Fair Value

AH4R 2014-SFR2 securitization $ 470,039 $ 479,464 $ 475,144 $ 488,140

AH4R 2014-SFR3 securitization 485,005 495,659 490,319 504,364

AH4R 2015-SFR1 securitization 510,585 521,639 515,326 529,542

AH4R 2015-SFR2 securitization 442,717 455,264 446,818 461,037

AMH 2014-SFR2 securitization $ 465,864 $ 469,192 $ 470,039 $ 479,464

AMH 2014-SFR3 securitization 480,467 484,350 485,005 495,659

AMH 2015-SFR1 securitization 505,738 509,714 510,585 521,639

AMH 2015-SFR2 securitization 438,773 442,286 442,717 455,264

Total asset-backed securitizations 1,890,842 1,905,542 1,908,346 1,952,026

3 unchanged sentences

2032 unsecured senior notes, net 581,533 504,294 — —

2051 unsecured senior notes, net 291,189 189,750 290,881 304,461

2052 unsecured senior notes, net 288,802 221,922 — —

Total unsecured senior notes, net 2,495,156 2,104,809 1,622,132 1,766,149

4 unchanged sentences

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.

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

The treasury lock was the only financial instrument recorded at fair value on a recurring basis in the consolidated financial statements and 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.

Related Party Transactions

As of December 31, 2022 and 2021, affiliates owned approximately 12.9 % and 13.5 %, 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 50,622,165 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.

On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 Class A units as of December 31, 2022 and 2021) an approximate 23.9 % and 24.8 % interest as of December 31, 2022 and 2021, 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.

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.

As of December 31, 2022 and 2021, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AMH, which is included in amounts due from affiliates on the Operating Partnership’s consolidated balance sheets.

Investments in Unconsolidated Joint Ventures for a description of related party transactions between the Company and its unconsolidated joint ventures.

American Homes 4 Rent

2 unchanged sentences

Commitments and Contingencies

Operating Leases

The Company leases office space from third parties for our corporate and property management operations under non-cancelable operating lease agreements.

Our operating leases have remaining lease terms of one to 10 years before any unexercised options to extend.

For the years ended December 31, 2021, 2020 and 2019, operating lease costs were as follows (in thousands):

Our operating leases have remaining lease terms of one to nine years before any unexercised options to extend.

For the years ended December 31, 2022, 2021 and 2020, operating lease costs were as follows (amounts in thousands):

For the Years Ended December 31,

5 unchanged sentences

Weighted-average discount rate 2.6 % 2.8 %

Future lease obligations under our operating leases as of December 31, 2021 were as follows (in thousands):

Future lease obligations for our operating leases as of December 31, 2022 were as follows (amounts in thousands):

Operating Lease Obligations

3 unchanged sentences

Operating lease liabilities $ 20,755

Other Commitments

As of December 31, 2022, the Company had commitments to acquire 52 single-family properties for an aggregate purchase price of $ 12.3 million, as well as $ 228.9 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, 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 for land relating to our AMH Development Program.

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.

As of December 31, 2021 and 2020, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 112.4 million and $ 36.7 million, respectively.

Purchase commitments exclude option contracts where we have acquired the right to purchase land for our AMH Development Program or single-family properties because the contracts do not contain provisions requiring our specific performance.

As of December 31, 2022, the Company had sales in escrow for approximately 237 of our single-family properties and 50 of our land lots for an aggregate selling price of $ 73.8 million.

As of December 31, 2022, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 185.3 million.

401(k) Retirement Savings Plan

We have a retirement savings plan pursuant to Section 401(k) of the Code whereby our employees may contribute a portion of their compensation to their respective retirement accounts in an amount not to exceed the maximum allowed under the Code.

In addition to employee contributions, we have elected to provide company contributions (subject to statutory limitations), which amounted to approximately $ 3.1 million, $ 2.5 million and $ 2.0 million for the years ended December 31, 2022, 2021 and 2020, respectively.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Captive Insurance Company

2 unchanged sentences

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

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

We have been cooperating with the Georgia AG and have been discussing a possible negotiated resolution with the Georgia AG.

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

We believe these matters will not have a materially adverse effect on our financial position or results of operations upon resolution.

COVID-19 Pandemic

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 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

Subsequent Acquisitions

From January 1, 2022 through February 18, 2022, the Company added 411 properties to its portfolio for a total cost of approximately $ 149.7 million, which included 135 newly constructed properties delivered through our AMH Development Program and 15 newly constructed homes acquired from third-party developers through our National Builder Program.

From January 1, 2023 through February 17, 2023, the Company added 127 properties to its portfolio for a total cost of approximately $ 42.6 million, which included 123 newly constructed properties delivered through our AMH Development Program and four newly constructed homes acquired from third-party developers through our National Builder Program.

Subsequent Dispositions

1 unchanged sentence

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.

From January 1, 2023 through February 17, 2023, the Company paid down $ 130.0 million under its revolving credit facility, resulting in zero outstanding borrowings under its revolving credit facility as of February 17, 2023.

Distributions

1 unchanged sentence

The quarterly dividends are payable on March 31, 2023 to shareholders of record on March 15, 2023.

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 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.

2022 Forward Sale Agreements Settlement

In January 2023, the Company issued and physically settled the remaining 8,000,000 Class A common shares under the January 2022 Forward Sale Agreements, receiving net proceeds of $ 298.4 million.

Shareholders’ Equity / Partners’ Capital.

American Homes 4 Rent

69 unchanged sentences

(1) Depreciation of buildings and improvements is computed on a straight-line basis over estimated useful lives ranging from three to thirty years .

AMERICAN HOMES 4 RENT

Singelyn, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 25, 2022 by the following persons on behalf of the registrant and in the capacities indicated.

Chief Executive Officer and Trustee

(Principal Executive Officer)

/s/ CHRISTOPHER C.

Christopher C.

Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

/s/ JACK CORRIGAN

Jack Corrigan

Chief Investment Officer and Trustee

/s/ DOUGLAS N.

/s/ DAVID GOLDBERG

David Goldberg

/s/ TAMARA HUGHES GUSTAVSON

Tamara Hughes Gustavson

/s/ MATTHEW J.

/s/ MICHELLE C.

/s/ WINIFRED M.

/s/ JAY WILLOUGHBY

Jay Willoughby

/s/ KENNETH M.

/s/ MATTHEW R.

AMERICAN HOMES 4 RENT, L.P.

American Homes 4 Rent, its General Partner

Singelyn, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 25, 2022, by the following persons on behalf of American Homes 4 Rent, as sole general partner of American Homes 4 Rent, L.P., the registrant, and in the capacities indicated.

Chief Executive Officer and Trustee

(Principal Executive Officer)

/s/ CHRISTOPHER C.

Christopher C.

Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

/s/ JACK CORRIGAN

Jack Corrigan

Chief Investment Officer and Trustee

/s/ DOUGLAS N.

/s/ DAVID GOLDBERG

David Goldberg

/s/ TAMARA HUGHES GUSTAVSON

Tamara Hughes Gustavson

/s/ MATTHEW J.

/s/ MICHELLE C.

/s/ WINIFRED M.

/s/ JAY WILLOUGHBY

Jay Willoughby

/s/ KENNETH M.

/s/ MATTHEW R.

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