What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2023-05-05 compared with 2022-11-04 · 148 added, 366 removed, 632 unchanged (45% of the section changed)

3 unchanged sentences

(Amounts in thousands, except share data)

September 30, 2022 December 31, 2021

March 31, 2023 December 31, 2022

Single-family properties:

5 unchanged sentences

Single-family properties under development and development land 1,279,089 1,187,221

Single-family properties held for sale, net 189,991 114,907

Single-family properties and land held for sale, net 171,448 198,716

Total real estate assets, net 11,367,660 11,324,609

14 unchanged sentences

Shareholders’ equity:

Class A common shares ($ 0.01 par value per share, 450,000,000 shares authorized, 352,809,460 and 337,362,716 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively)

Class B common shares ($ 0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at September 30, 2022 and December 31, 2021)

Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 9,200,000 and 15,400,000 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively)

Class A common shares ($ 0.01 par value per share, 450,000,000 shares authorized, 361,146,292 and 352,881,826 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively)

Class B common shares ($ 0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at March 31, 2023 and December 31, 2022)

Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 9,200,000 shares issued and outstanding at March 31, 2023 and December 31, 2022)

Additional paid-in capital 7,232,191 6,931,819

10 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Rents and other single-family property revenues $ 397,703 $ 356,105

5 unchanged sentences

Depreciation and amortization 112,717 99,954

Hurricane-related charges, net 6,133 — 6,133 —

Total expenses 349,398 310,454

4 unchanged sentences

Dividends on preferred shares 3,486 5,763

Redemption of perpetual preferred shares — — 5,276 15,879

Net income attributable to common shareholders $ 117,465 $ 55,939

10 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Net income $ 137,699 $ 70,014

1 unchanged sentence

Cash flow hedging instruments:

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

Reclassification adjustment for amortization of interest expense included in net income

4 unchanged sentences

Dividends on preferred shares 3,486 5,763

Redemption of perpetual preferred shares — — 5,276 15,879

Comprehensive income attributable to common shareholders $ 117,345 $ 55,823

14 unchanged sentences

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 280,172 2 — — — — ( 2,621 ) — — ( 2,619 ) — ( 2,619 )

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

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 13,782 ) — ( 13,782 ) — ( 13,782 )

Noncontrolling interests — — — — — — — — — — ( 5,172 ) ( 5,172 )

Common shares ($ 0.10 per share)

— — — — — — — ( 31,795 ) — ( 31,795 ) — ( 31,795 )

Net income — — — — — — — 43,996 — 43,996 4,925 48,921

Total other comprehensive income — — — — — — — — 7,729 7,729 1,260 8,989

Balances at March 31, 2021 316,617,810 $ 3,166 635,075 $ 6 35,350,000 $ 354 $ 6,234,456 $ ( 445,103 ) $ 13,576 $ 5,806,455 $ 679,725 $ 6,486,180

Share-based compensation — — — — — — 3,151 — — 3,151 — 3,151

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 90,373 1 — — — — 894 — — 895 — 895

Issuance of Class A common shares, net of offering costs of $ 200

10,000,000 100 — — — — 375,540 — — 375,640 — 375,640

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:

6 unchanged sentences

Total other comprehensive loss — — — — — — — — ( 116 ) ( 116 ) ( 25 ) ( 141 )

Balances at June 30, 2021 322,208,183 $ 3,222 635,075 $ 6 15,400,000 $ 154 $ 5,949,615 $ ( 457,404 ) $ 1,991 $ 5,497,584 $ 675,921 $ 6,173,505

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

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

Class A common shares Class B common shares Preferred shares

of shares Amount Number

of shares Amount Additional

capital Accumulated

deficit Accumulated other comprehensive income Shareholders’

equity Noncontrolling

interest Total

Balances at June 30, 2021 322,208,183 $ 3,222 635,075 $ 6 15,400,000 $ 154 $ 5,949,615 $ ( 457,404 ) $ 1,991 $ 5,497,584 $ 675,921 $ 6,173,505

Share-based compensation — — — — — — 3,058 — — 3,058 — 3,058

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 152,375 2 — — — — 2,052 — — 2,054 — 2,054

Issuance of Class A common shares 11,400,000 114 — — — — 398,886 — — 399,000 — 399,000

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 5,763 ) — ( 5,763 ) — ( 5,763 )

Noncontrolling interests — — — — — — — — — — ( 5,137 ) ( 5,137 )

Common shares ($ 0.10 per share)

— — — — — — — ( 32,414 ) — ( 32,414 ) — ( 32,414 )

Net income — — — — — — — 42,632 — 42,632 5,869 48,501

Total other comprehensive loss — — — — — — — — ( 58 ) ( 58 ) ( 91 ) ( 149 )

Balances at September 30, 2021 333,760,558 $ 3,338 635,075 $ 6 15,400,000 $ 154 $ 6,353,611 $ ( 452,949 ) $ 1,933 $ 5,906,093 $ 676,562 $ 6,582,655

Balances at March 31, 2022 347,642,888 $ 3,476 635,075 $ 6 15,400,000 $ 154 $ 6,873,257 $ ( 445,709 ) $ 1,698 $ 6,432,882 $ 677,897 $ 7,110,779

American Homes 4 Rent

13 unchanged sentences

264,466 2 — — — — ( 3,744 ) — — ( 3,742 ) — ( 3,742 )

Issuance of Class A common shares, net of offering costs of $ 200

10,000,000 100 — — — — 375,540 — — 375,640 — 375,640

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 5,763 ) — ( 5,763 ) — ( 5,763 )

Noncontrolling interests — — — — — — — — — — ( 9,248 ) ( 9,248 )

Common shares ($ 0.18 per share)

— — — — — — — ( 62,938 ) — ( 62,938 ) — ( 62,938 )

Net income — — — — — — — 61,702 — 61,702 8,312 70,014

Total other comprehensive loss — — — — — — — — ( 116 ) ( 116 ) ( 25 ) ( 141 )

Balances at March 31, 2022 347,642,888 $ 3,476 635,075 $ 6 15,400,000 $ 154 $ 6,873,257 $ ( 445,709 ) $ 1,698 $ 6,432,882 $ 677,897 $ 7,110,779

Share-based compensation — — — — — — 10,643 — — 10,643 — 10,643

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 53,606 1 — — — — 54 — — 55 — 55

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

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 4,346 ) — ( 4,346 ) — ( 4,346 )

Noncontrolling interests — — — — — — — — — — ( 9,248 ) ( 9,248 )

Common shares ($ 0.18 per share)

— — — — — — — ( 63,036 ) — ( 63,036 ) — ( 63,036 )

Net income — — — — — — — 66,212 — 66,212 8,343 74,555

Total other comprehensive loss — — — — — — — — ( 123 ) ( 123 ) ( 18 ) ( 141 )

Balances at June 30, 2022 347,696,494 $ 3,477 635,075 $ 6 9,200,000 $ 92 $ 6,734,292 $ ( 452,155 ) $ 1,575 $ 6,287,287 $ 676,974 $ 6,964,261

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

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

Class A common shares Class B common shares Preferred shares

of shares Amount Number

of shares Amount Additional

capital Accumulated

deficit Accumulated other comprehensive income Shareholders’

equity Noncontrolling

interest Total

Balances at June 30, 2022 347,696,494 $ 3,477 635,075 $ 6 9,200,000 $ 92 $ 6,734,292 $ ( 452,155 ) $ 1,575 $ 6,287,287 $ 676,974 $ 6,964,261

Share-based compensation — — — — — — 5,680 — — 5,680 — 5,680

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 112,966 1 — — — — 1,075 — — 1,076 — 1,076

Issuance of Class A common shares 8,000,000 80 — — — — 298,292 — — 298,372 — 298,372

7 unchanged sentences

Total other comprehensive loss — — — — — — — — ( 120 ) ( 120 ) ( 21 ) ( 141 )

Balances at September 30, 2022 352,809,460 $ 3,528 635,075 $ 6 9,200,000 $ 92 $ 6,926,629 $ ( 464,444 ) $ 1,455 $ 6,467,266 $ 675,169 $ 7,142,435

Balances at March 31, 2023 361,146,292 $ 3,611 635,075 $ 6 9,200,000 $ 92 $ 7,232,191 $ ( 403,303 ) $ 1,212 $ 6,833,809 $ 684,095 $ 7,517,904

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Operating activities

25 unchanged sentences

Cash paid for development activity ( 213,598 ) ( 244,621 )

Cash paid for deposits on land option contracts ( 10,686 ) —

Other investing activities ( 12,416 ) ( 10,384 )

3 unchanged sentences

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

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

Proceeds from issuances under share-based compensation plans 31 1,439

3 unchanged sentences

Payments on revolving credit facility ( 130,000 ) ( 360,000 )

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 — 19,794

2 unchanged sentences

Distributions to preferred shareholders ( 3,486 ) ( 5,763 )

Deferred financing costs paid ( 8,215 ) ( 17,997 )

Net cash provided by financing activities 63,300 369,235

Net increase (decrease) in cash, cash equivalents and restricted cash 65,953 ( 63,083 )

Net increase in cash, cash equivalents and restricted cash 190,855 15,213

Cash, cash equivalents and restricted cash, beginning of period (see Note 3) 217,960 191,767

3 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Supplemental cash flow information

12 unchanged sentences

(Amounts in thousands, except unit data)

September 30, 2022 December 31, 2021

March 31, 2023 December 31, 2022

Single-family properties:

5 unchanged sentences

Single-family properties under development and development land 1,279,089 1,187,221

Single-family properties held for sale, net 189,991 114,907

Single-family properties and land held for sale, net 171,448 198,716

Total real estate assets, net 11,367,660 11,324,609

15 unchanged sentences

General partner:

Common units ( 353,444,535 and 337,997,791 units issued and outstanding at September 30, 2022 and December 31, 2021, respectively)

Common units ( 361,781,367 and 353,516,901 units issued and outstanding at March 31, 2023 and December 31, 2022, respectively)

6,610,757 6,272,815

Preferred units ( 9,200,000 and 15,400,000 units issued and outstanding at September 30, 2022 and December 31, 2021, respectively)

Preferred units ( 9,200,000 units issued and outstanding at March 31, 2023 and December 31, 2022)

221,840 221,840

Limited partner:

Common units ( 51,376,980 units issued and outstanding at September 30, 2022 and December 31, 2021)

Common units ( 51,376,980 units issued and outstanding at March 31, 2023 and December 31, 2022)

683,922 678,477

7 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Rents and other single-family property revenues $ 397,703 $ 356,105

5 unchanged sentences

Depreciation and amortization 112,717 99,954

Hurricane-related charges, net 6,133 — 6,133 —

Total expenses 349,398 310,454

3 unchanged sentences

Preferred distributions 3,486 5,763

Redemption of perpetual preferred units — — 5,276 15,879

Net income attributable to common unitholders $ 134,213 $ 64,251

10 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Net income $ 137,699 $ 70,014

1 unchanged sentence

Cash flow hedging instruments:

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

Reclassification adjustment for amortization of interest expense included in net income

3 unchanged sentences

Preferred distributions 3,486 5,763

Redemption of perpetual preferred units — — 5,276 15,879

Comprehensive income attributable to common unitholders $ 134,072 $ 64,110

9 unchanged sentences

Common units issued under share-based compensation plans, net of units withheld for employee taxes 280,172 ( 2,619 ) — — — — ( 2,619 )

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

Distributions to capital holders:

Preferred units (Note 10)

— — ( 13,782 ) — — — ( 13,782 )

Common units ($ 0.10 per unit)

— ( 31,795 ) — — ( 5,172 ) — ( 36,967 )

Net income — 30,214 13,782 — 4,925 — 48,921

Total other comprehensive income — — — — — 8,989 8,989

Balances at March 31, 2021 317,252,885 $ 4,938,444 $ 854,435 51,376,980 $ 677,452 $ 15,849 $ 6,486,180

Share-based compensation — 3,151 — — — — 3,151

Common units issued under share-based compensation plans, net of units withheld for employee taxes 90,373 895 — — — — 895

Issuance of Class A common units, net of offering costs of $ 200

10,000,000 375,640 — — — — 375,640

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:

5 unchanged sentences

Total other comprehensive loss — — — — — ( 141 ) ( 141 )

Balances at June 30, 2021 322,843,258 $ 5,124,029 $ 371,564 51,376,980 $ 675,532 $ 2,380 $ 6,173,505

Share-based compensation — 3,058 — — — — 3,058

Common units issued under share-based compensation plans, net of units withheld for employee taxes 152,375 2,054 — — — — 2,054

Issuance of Class A common units 11,400,000 399,000 — — — — 399,000

Distributions to capital holders:

Preferred units (Note 10)

— — ( 5,763 ) — — — ( 5,763 )

Common units ($ 0.10 per unit)

— ( 32,414 ) — — ( 5,137 ) — ( 37,551 )

Net income — 36,869 5,763 — 5,869 — 48,501

Total other comprehensive loss — — — — — ( 149 ) ( 149 )

Balances at September 30, 2021 334,395,633 $ 5,532,596 $ 371,564 51,376,980 $ 676,264 $ 2,231 $ 6,582,655

Balances at March 31, 2022 348,277,963 $ 6,059,620 $ 371,564 51,376,980 $ 677,646 $ 1,949 $ 7,110,779

American Homes 4 Rent, L.P.

7 unchanged sentences

Common units issued under share-based compensation plans, net of units withheld for employee taxes 264,466 ( 3,742 ) — — — — ( 3,742 )

Issuance of Class A common units, net of offering costs of $ 200

10,000,000 375,640 — — — — 375,640

Distributions to capital holders:

Preferred units (Note 10)

— — ( 5,763 ) — — — ( 5,763 )

Common units ($ 0.18 per unit)

— ( 62,938 ) — — ( 9,248 ) — ( 72,186 )

Net income — 55,939 5,763 — 8,312 — 70,014

Total other comprehensive loss — — — — — ( 141 ) ( 141 )

Balances at March 31, 2022 348,277,963 $ 6,059,620 $ 371,564 51,376,980 $ 677,646 $ 1,949 $ 7,110,779

Share-based compensation — 10,643 — — — — 10,643

Common units issued under share-based compensation plans, net of units withheld for employee taxes 53,606 55 — — — — 55

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

Distributions to capital holders:

Preferred units (Note 10)

— — ( 4,346 ) — — — ( 4,346 )

Common units ($ 0.18 per unit)

— ( 63,036 ) — — ( 9,248 ) — ( 72,284 )

Net income — 61,866 4,346 — 8,343 — 74,555

Total other comprehensive loss — — — — — ( 141 ) ( 141 )

Balances at June 30, 2022 348,331,569 $ 6,063,872 $ 221,840 51,376,980 $ 676,741 $ 1,808 $ 6,964,261

Share-based compensation — 5,680 — — — — 5,680

Common units issued under share-based compensation plans, net of units withheld for employee taxes 112,966 1,076 — — — — 1,076

Issuance of Class A common units 8,000,000 298,372 — — — — 298,372

6 unchanged sentences

Total other comprehensive loss — — — — — ( 141 ) ( 141 )

Balances at September 30, 2022 353,444,535 $ 6,243,971 $ 221,840 51,376,980 $ 674,957 $ 1,667 $ 7,142,435

Balances at March 31, 2023 361,781,367 $ 6,610,757 $ 221,840 51,376,980 $ 683,922 $ 1,385 $ 7,517,904

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Operating activities

25 unchanged sentences

Cash paid for development activity ( 213,598 ) ( 244,621 )

Cash paid for deposits on land option contracts ( 10,686 ) —

Other investing activities ( 12,416 ) ( 10,384 )

3 unchanged sentences

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

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

Proceeds from issuances under share-based compensation plans 31 1,439

3 unchanged sentences

Payments on revolving credit facility ( 130,000 ) ( 360,000 )

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 — 19,794

1 unchanged sentence

Distributions to preferred unitholders ( 3,486 ) ( 5,763 )

Deferred financing costs paid ( 8,215 ) ( 17,997 )

Net cash provided by financing activities 63,300 369,235

Net increase (decrease) in cash, cash equivalents and restricted cash 65,953 ( 63,083 )

Net increase in cash, cash equivalents and restricted cash 190,855 15,213

Cash, cash equivalents and restricted cash, beginning of period (see Note 3) 217,960 191,767

3 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Supplemental cash flow information

13 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 an internally managed 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.

As of September 30, 2022, the Company held 58,961 single-family properties in 21 states, including 1,057 properties classified as held for sale.

AH4R is the general partner of, and as of September 30, 2022 owned approximately 87.3 % of the common partnership interest in, 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 March 31, 2023, the Company held 58,639 single-family properties in 21 states, including 903 properties classified as held for sale.

AMH is the general partner of, and as of March 31, 2023 owned approximately 87.6 % of the common partnership interest in, the Operating Partnership.

The remaining 12.4 % 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

9 unchanged sentences

Principles of Consolidation

The condensed consolidated financial statements present the accounts of both (i) the Company, which include AH4R, the Operating Partnership and their consolidated subsidiaries, and (ii) the Operating Partnership, which include the Operating Partnership and its consolidated subsidiaries.

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

Entities that are not VIEs and for which the Company owns an interest and has the ability to exercise significant influence but does not control 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 condensed consolidated balance sheets.

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.

The Company holds investments in venture capital funds and deposits with land banking entities that we determined are 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 these 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 condensed consolidated balance sheets.

As of September 30, 2022, the carrying value of the investments in these venture capital funds was $ 11.5 million and the Company’s maximum exposure to loss was $ 16.2 million, which includes all future capital funding requirements.

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 condensed consolidated balance sheets.

As of March 31, 2023, the carrying value of the investments in these venture capital funds was $ 12.1 million and the Company’s maximum exposure to loss was $ 16.1 million, which includes all future capital funding requirements.

The deposits with land banking entities are held at cost and included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets.

As of September 30, 2022, the carrying value of the deposits with land banking entities and the Company’s maximum exposure to loss was $ 10.7 million.

As of March 31, 2023, the carrying value of the deposits with land banking entities and the Company’s maximum exposure to loss was $ 14.5 million.

Cash, Cash Equivalents and Restricted Cash

3 unchanged sentences

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

September 30, December 31,

March 31, December 31,

2023 2022 2022 2021

3 unchanged sentences

Real Estate Assets, Net

The net book values of real estate assets consisted of the following as of September 30, 2022 and December 31, 2021 (amounts in thousands):

September 30, 2022 December 31, 2021

The net book values of real estate assets consisted of the following as of March 31, 2023 and December 31, 2022 (amounts in thousands):

March 31, 2023 December 31, 2022

Occupied single-family properties $ 9,549,695 $ 9,419,098

6 unchanged sentences

Single-family properties under development 647,337 555,682

Single-family properties held for sale, net 189,991 114,907

Single-family properties and land held for sale, net 171,448 198,716

Total real estate assets, net $ 11,367,660 $ 11,324,609

Depreciation expense related to single-family properties was $ 105.1 million and $ 90.6 million for the three months ended September 30, 2022 and 2021, respectively, and $ 301.9 million and $ 264.3 million for the nine months ended September 30, 2022 and 2021, respectively.

Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina during the three months ended September 30, 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 three months ended September 30, 2022, the Company recognized $ 8.4 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by an estimated $ 2.3 million of related insurance claims that we believe is probable we will recover.

The $ 6.1 million of net charges were included in hurricane-related charges, net within the condensed consolidated statement of operations for the three and nine months ended September 30, 2022.

The following table summarizes the Company’s dispositions of single-family properties and land for the three and nine months ended September 30, 2022 and 2021 (amounts in thousands, except property data):

Depreciation expense related to single-family properties was $ 107.8 million and $ 96.2 million for the three months ended March 31, 2023 and 2022, respectively.

The following table summarizes the Company’s dispositions of single-family properties and land for the three months ended March 31, 2023 and 2022 (amounts in thousands, except property data):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Single-family properties:

4 unchanged sentences

Net proceeds $ 926 $ 1,148

Net gain (loss) on sale $ 70 $ 42 $ 496 $ ( 97 )

Net gain on sale $ 34 $ 278

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

1 unchanged sentence

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

Variable lease payments for tenant charge-backs were $ 62.0 million and $ 52.7 million for the three months ended September 30, 2022 and 2021, respectively, and $ 157.4 million and $ 136.5 million for the nine months ended September 30, 2022 and 2021, respectively.

Variable lease payments for fees from single-family properties were $ 7.0 million and $ 6.0 million for the three months ended September 30, 2022 and 2021, respectively, and $ 20.0 million and $ 16.7 million for the nine months ended September 30, 2022 and 2021, respectively.

Variable lease payments for tenant charge-backs were $ 55.4 million and $ 52.3 million for the three months ended March 31, 2023 and 2022, respectively.

Variable lease payments for fees from single-family properties were $ 7.4 million and $ 6.1 million for the three months ended March 31, 2023 and 2022, respectively.

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

The following table summarizes future minimum rental revenues under existing leases on our properties as of September 30, 2022 (amounts in thousands):

September 30, 2022

The following table summarizes future minimum rental revenues under existing leases on our properties as of March 31, 2023 (amounts in thousands):

March 31, 2023

Remaining 2023 $ 631,538

Total $ 732,662

Rent and other receivables included $ 2.3 million of insurance claims receivables related to Hurricane Ian as of September 30, 2022 and $ 1.9 million of insurance claims receivables related to Winter Storm Uri as of December 31, 2021.

As of March 31, 2023 and December 31, 2022, rent and other receivables included $ 5.9 million and $ 5.0 million, respectively, of insurance claims receivables related to Hurricane Ian and Winter Storm Elliott.

Escrow Deposits, Prepaid Expenses and Other Assets

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of September 30, 2022 and December 31, 2021 (amounts in thousands):

September 30, 2022 December 31, 2021

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of March 31, 2023 and December 31, 2022 (amounts in thousands):

March 31, 2023 December 31, 2022

Consolidated land not owned $ 115,391 $ 108,114

5 unchanged sentences

Total $ 339,502 $ 331,446

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ 3.5 million and $ 2.9 million for the three months ended September 30, 2022 and 2021, respectively, and $ 9.6 million and $ 8.3 million for the nine months ended September 30, 2022 and 2021, respectively.

Consolidated Land Not Owned

During the three and nine months ended September 30, 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 condensed consolidated balance sheets (see Note 9.

Accounts Payable and Accrued Expenses).

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ 4.2 million and $ 3.0 million for the three months ended March 31, 2023 and 2022, respectively.

Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net, consisted of the following as of September 30, 2022 and December 31, 2021 (amounts in thousands):

September 30, 2022 December 31, 2021

Deferred costs and other intangibles, net, consisted of the following as of March 31, 2023 and December 31, 2022 (amounts in thousands):

March 31, 2023 December 31, 2022

Deferred leasing costs $ 2,665 $ 2,375

3 unchanged sentences

Total $ 9,685 $ 10,237

Amortization expense related to deferred leasing costs was $ 0.7 million and $ 1.0 million for the three months ended September 30, 2022 and 2021, respectively, and $ 2.2 million and $ 3.1 million for the nine months ended September 30, 2022 and 2021, respectively, and is included in depreciation and amortization within the condensed consolidated statements of operations.

Amortization of deferred financing costs related to our revolving credit facility was $ 0.7 million for both the three months ended September 30, 2022 and 2021 and $ 2.1 million and $ 1.8 million for the nine months ended September 30, 2022 and 2021, respectively, and is included in gross interest, prior to interest capitalization (see Note 8.

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of September 30, 2022 for future periods (amounts in thousands):

Amortization expense related to deferred leasing costs was $ 0.7 million and $ 0.8 million for the three months ended March 31, 2023 and 2022, respectively, and is included in depreciation and amortization within the condensed consolidated statements of operations.

Amortization of deferred financing costs related to our revolving credit facility was $ 0.7 million for both the three months ended March 31, 2023 and 2022, and is included in gross interest, prior to interest capitalization (see Note 8.

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of March 31, 2023 for future periods (amounts in thousands):

Leasing Costs Deferred

4 unchanged sentences

2026 — 784 784

Total $ 1,399 $ 8,286 $ 9,685

Investments in Unconsolidated Joint Ventures

As of September 30, 2022, the Company held 20 % ownership interests in three unconsolidated joint ventures.

As of March 31, 2023, the Company held 20 % ownership interests in three unconsolidated joint ventures.

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

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Morgan JV”) during the first quarter of 2020 focused on constructing and operating newly built rental homes.

During the three months ended March 31, 2023, the parties of the J.P.

Morgan JV 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 September 30, 2022 Completed Homes at September 30, 2022 Balances at

September 30, 2022 Balances at

Joint Venture Description % Ownership at March 31, 2023 Completed Homes at March 31, 2023 Balances at

March 31, 2023 Balances at

December 31, 2022

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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 $ 3.8 million and $ 2.8 million for the three months ended September 30, 2022 and 2021, respectively, and $ 10.2 million and $ 7.4 million for the nine months ended September 30, 2022 and 2021, respectively, and is included in other income and expense, net within the condensed consolidated statements of operations.

Management fee and development fee income from unconsolidated joint ventures was $ 3.3 million and $ 2.8 million for the three months ended March 31, 2023 and 2022, respectively, and is included in other income and expense, net within the condensed 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 condensed consolidated balance sheets.

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

As of September 30, 2022, the joint venture’s loan had a $ 204.2 million outstanding principal balance.

As of March 31, 2023, the joint venture’s loan had a $ 260.3 million outstanding principal balance.

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

1 unchanged sentence

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

As of September 30, 2022, the joint venture’s loan had a $ 232.7 million outstanding principal balance.

As of March 31, 2023, the joint venture’s loan had a $ 232.7 million outstanding principal balance.

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

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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 September 30, 2022 and December 31, 2021 (amounts 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 March 31, 2023 and December 31, 2022 (amounts in thousands):

Outstanding Principal Balance

Interest Rate (1)

Maturity Date September 30, 2022 December 31, 2021

AH4R 2014-SFR2 securitization 4.42 % October 9, 2024 $ 469,421 $ 473,594

AH4R 2014-SFR3 securitization 4.40 % December 9, 2024 484,389 488,790

AH4R 2015-SFR1 securitization (2)

Maturity Date March 31, 2023 December 31, 2022

AMH 2014-SFR2 securitization 4.42 % October 9, 2024 $ 465,963 $ 468,138

AMH 2014-SFR3 securitization 4.40 % December 9, 2024 481,518 482,964

AMH 2015-SFR1 securitization (2)

4.14 % April 9, 2045 507,148 508,672

AH4R 2015-SFR2 securitization (3)

AMH 2015-SFR2 securitization (3)

4.36 % October 9, 2045 440,234 441,854

15 unchanged sentences

Total debt per balance sheet $ 4,381,745 $ 4,515,998

(1) Interest rates are rounded and as of September 30, 2022.

(1) Interest rates are rounded and as of March 31, 2023.

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 %.

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

(6) The revolving credit facility provides for a borrowing capacity of up to $ 1.25 billion, and the Company had approximately $ 2.7 million and $ 1.6 million committed to outstanding letters of credit that reduced our borrowing capacity as of September 30, 2022 and December 31, 2021, respectively.

The revolving credit facility bears interest at the London Inter-Bank Offered Rate plus 0.90 % as of September 30, 2022.

(6) The revolving credit facility provides for a borrowing capacity of up to $ 1.25 billion, and the Company had approximately $ 4.0 million committed to outstanding letters of credit that reduced our borrowing capacity as of both March 31, 2023 and December 31, 2022.

The revolving credit facility bears interest at the London Inter-Bank Offered Rate plus 0.90 % as of March 31, 2023.

(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 $ 1.8 million and $ 1.5 million for the three months ended September 30, 2022 and 2021, respectively, and $ 5.1 million and $ 4.5 million for the nine months ended September 30, 2022 and 2021, respectively, and is included in gross interest, prior to interest capitalization.

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 “Notes”).

Interest on the Notes is payable semi-annually in arrears on April 15 and October 15 of each year, commencing 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 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.

The Operating Partnership may redeem the 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 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.

Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $ 1.7 million and $ 1.6 million for the three months ended March 31, 2023 and 2022, 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 September 30, 2022 (amounts in thousands):

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of March 31, 2023 (amounts in thousands):

Debt Maturities

3 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 three and nine months ended September 30, 2022 and 2021 (amounts in thousands):

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes, and (ii) capitalized interest for the three months ended March 31, 2023 and 2022 (amounts in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Gross interest cost $ 48,970 $ 40,461

2 unchanged sentences

Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of September 30, 2022 and December 31, 2021 (amounts in thousands):

September 30, 2022 December 31, 2021

Accrued property taxes $ 152,439 $ 52,545

The following table summarizes accounts payable and accrued expenses as of March 31, 2023 and December 31, 2022 (amounts in thousands):

March 31, 2023 December 31, 2022

Resident security deposits $ 121,342 $ 119,386

Accrued property taxes 93,051 51,586

Accrued construction and maintenance liabilities 86,856 86,775

Liability for consolidated land not owned (see Note 6) 65,301 —

Accrued interest 33,966 33,332

Liability for consolidated land not owned 76,749 69,434

Prepaid rent 34,150 26,922

Accrued interest 33,195 40,126

Operating lease liabilities 19,908 20,755

3 unchanged sentences

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 Share Offering

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

In September 2022, the Company issued and physically settled 5,000,000 Class A common shares under the January 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 September 30, 2022, 8,000,000 Class A common shares remained available for future settlement under the January 2022 Forward Sale Agreements.

The Company expects to physically settle the remaining shares by January 20, 2023 through the delivery of the Class A common shares and expects that net proceeds will be approximately $ 297.1 million.

The Company expects to use these net proceeds (i) to repay indebtedness it 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 general corporate purposes.

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 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.

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

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, which it used to repay indebtedness under its revolving credit facility and for general corporate purposes.

At-the-Market Common Share Offering Program

3 unchanged sentences

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

During the nine months ended September 30, 2022 and 2021, no shares were issued under the At-the-Market Program.

As of September 30, 2022, 1,835,416 shares have been issued under the At-the-Market Program and $ 425.2 million remained available for future share issuances.

During the three

months ended March 31, 2023 and 2022, no shares were issued under the At-the-Market Program.

As of March 31, 2023, 1,835,416 shares have been issued under the At-the-Market Program and $ 425.2 million remained available for future share issuances.

Share Repurchase Program

3 unchanged sentences

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

During the nine months ended September 30, 2022 and 2021, we did no t repurchase and retire any of our Class A common shares or preferred shares.

As of September 30, 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.

During the three months ended March 31, 2023 and 2022, we did no t repurchase and retire any of our Class A common shares or preferred shares.

As of March 31, 2023, 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.

Perpetual Preferred Shares

As of September 30, 2022 and December 31, 2021, the Company had the following series of perpetual preferred shares outstanding (amounts in thousands, except share data):

September 30, 2022 December 31, 2021

As of March 31, 2023 and December 31, 2022, the Company had the following series of perpetual preferred shares outstanding (amounts in thousands, except share data):

March 31, 2023 December 31, 2022

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

Series F perpetual preferred shares 4/24/2017 4/24/2022 5.875 % — $ — 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 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 9,200,000 $ 230,000

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 condensed consolidated statements of operations during the nine months ended September 30, 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.

Distributions

2 unchanged sentences

For the Three Months Ended

Security September 30,

2022 June 30,

2022 March 31,

2022 September 30,

2021 June 30,

Security March 31,

2023 March 31,

Class A and Class B common shares $ 0.22 $ 0.18

6.500 % Series D perpetual preferred shares (1)

— — — — 0.30 0.41

6.350 % Series E perpetual preferred shares (2)

— — — — 0.40 0.40

5.875 % Series F perpetual preferred shares (1)

— 0.14 0.37 0.37 0.37 0.37

5.875 % Series G perpetual preferred shares

0.37 0.37 0.37 0.37 0.37 0.37

6.250 % Series H perpetual preferred shares

0.39 0.39 0.39 0.39 0.39 0.39

(1) The 6.500 % Series D perpetual preferred shares were redeemed on June 7, 2021.

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

(1) The 5.875 % Series F perpetual preferred shares were redeemed on May 5, 2022.

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Noncontrolling interest as reflected in the Company’s condensed consolidated balance sheets primarily consists of the interests held by former American Homes 4 Rent, LLC (“AH LLC”) members in units in the Operating Partnership.

Former AH LLC members owned 50,779,990 , or approximately 12.5 % and 13.0 %, of the total 404,821,515 and 389,374,771 Class A units in the Operating Partnership as of September 30, 2022 and December 31, 2021, respectively.

Former AH LLC members owned 50,779,990 , or approximately 12.3 % and 12.5 %, of the total 413,158,347 and 404,893,881 Class A units in the Operating Partnership as of March 31, 2023 and December 31, 2022, 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 404,821,515 and 389,374,771 Class A units in the Operating Partnership as of September 30, 2022 and December 31, 2021, respectively.

Non-affiliate Class A unitholders owned 596,990 , or approximately 0.1 % and 0.2 %, of the total 413,158,347 and 404,893,881 Class A units in the Operating Partnership as of March 31, 2023 and December 31, 2022, respectively.

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

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The Company’s 2021 Equity Incentive Plan (the “2021 Plan”), which replaced the 2012 Equity Incentive Plan (the “2012 Plan”), provides for the issuance of Class A common shares through the grant of a variety of awards including stock options, stock appreciation rights, restricted share units (“RSUs”), unrestricted shares, dividend equivalent rights and performance-based awards.

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 nine months ended September 30, 2022 and 2021, the Human Capital and Compensation Committee granted RSUs to employees that vest over a one - to three-year service period and RSUs to non-management trustees that vest over a one-year service period.

During the nine months ended September 30, 2022 and 2021, the Human Capital and Compensation Committee granted performance-based restricted share units (“PSUs”) to certain senior employees 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 nine months ended September 30, 2022 and January 1, 2021 through December 31, 2023 for PSUs granted during the nine months ended September 30, 2021.

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.

During the three months ended March 31, 2023 and 2022, employees were granted RSUs that generally vest over a three-year service period.

During the three months ended March 31, 2023 and 2022, certain senior employees were granted performance-based restricted share units (“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, 2023 through December 31, 2025 for PSUs granted during the three months ended March 31, 2023 and January 1, 2022 through December 31, 2024 for PSUs granted during the three months ended March 31, 2022.

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

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

For the TSR Awards, grant

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

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

The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the nine months ended September 30, 2022 and 2021:

For the Nine Months Ended

September 30,

The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the three months ended March 31, 2023 and 2022:

For the Three Months Ended

Options outstanding at beginning of period 730,550 824,300

3 unchanged sentences

Options exercisable at end of period 728,675 800,550

The following table summarizes RSU activity under the 2012 Plan and 2021 Plan for the nine months ended September 30, 2022 and 2021:

For the Nine Months Ended

September 30,

The following table summarizes RSU activity under the 2012 Plan and 2021 Plan for the three months ended March 31, 2023 and 2022:

For the Three Months Ended

RSUs outstanding at beginning of period 1,024,722 1,050,599

3 unchanged sentences

RSUs outstanding at end of period 1,084,587 1,091,009

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the nine months ended September 30, 2022 and 2021:

For the Nine Months Ended

September 30,

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the three months ended March 31, 2023 and 2022:

For the Three Months Ended

PSUs outstanding at beginning of period 294,423 92,319

2 unchanged sentences

PSUs outstanding at end of period 520,763 294,423

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

For the Three Months Ended

Expected term (years) 3.0 3.0

Dividend yield 2.09 % 1.03 %

Estimated volatility (1)

27.45 % 27.62 %

Risk-free interest rate 4.16 % 1.39 %

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

2021 Employee Stock Purchase Plan

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

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

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

The 2021 Employee Stock Purchase Plan (the “2021 ESPP”) provides for the issuance of up to 3,000,000 Class A common shares and 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 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.

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

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.

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 other transaction

The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the three and nine months ended September 30, 2022 and 2021 (amounts in thousands):

The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the three months ended March 31, 2023 and 2022 (amounts in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

General and administrative expense $ 3,743 $ 4,030

4 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 three and nine months ended September 30, 2022 and 2021 (amounts 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 three months ended March 31, 2023 and 2022 (amounts in thousands, except share and per share data):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Net income $ 137,699 $ 70,014

1 unchanged sentence

Dividends on preferred shares 3,486 5,763

Redemption of perpetual preferred shares — — 5,276 15,879

Allocation to participating securities (1)

188 118 583 300

Numerator for income per common share–basic and diluted $ 117,137 $ 55,742

9 unchanged sentences

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

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options and the dilutive effect of forward sale equity contracts under the treasury stock method (see Note 10.

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options for the three months ended March 31, 2023 and 2022 and the dilutive effect of forward sale equity contracts under the treasury stock method for the three months ended March 31, 2022 (see Note 10.

Shareholders’ Equity / Partners’ Capital).

3 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 three and nine months ended September 30, 2022 and 2021 (amounts 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 three months ended March 31, 2023 and 2022 (amounts in thousands, except unit and per unit data):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2022 2021 2022 2021

Net income $ 137,699 $ 70,014

Preferred distributions 3,486 5,763

Redemption of perpetual preferred units — — 5,276 15,879

Allocation to participating securities (1)

188 118 583 300

Numerator for income per common unit–basic and diluted $ 133,885 $ 64,054

8 unchanged sentences

Shareholders’ Equity / Partners’ Capital).

8 unchanged sentences

Our unsecured senior notes are financial instruments classified as Level 2 in the fair value hierarchy as their fair values were estimated using observable inputs based on the market value of the last trade at the end of the period.

The following table displays the carrying values and fair values of our debt instruments as of September 30, 2022 and December 31, 2021 (amounts in thousands):

September 30, 2022 December 31, 2021

The following table displays the carrying values and fair values of our debt instruments as of March 31, 2023 and December 31, 2022 (amounts in thousands):

March 31, 2023 December 31, 2022

Carrying Value Fair Value Carrying Value Fair Value

AH4R 2014-SFR2 securitization $ 466,825 $ 471,249 $ 470,039 $ 479,464

AH4R 2014-SFR3 securitization 481,567 486,365 485,005 495,659

AH4R 2015-SFR1 securitization 507,107 512,425 510,585 521,639

AH4R 2015-SFR2 securitization 439,770 444,771 442,717 455,264

AMH 2014-SFR2 securitization $ 464,006 $ 467,957 $ 465,864 $ 469,192

AMH 2014-SFR3 securitization 479,338 478,755 480,467 484,350

AMH 2015-SFR1 securitization 504,546 508,581 505,738 509,714

AMH 2015-SFR2 securitization 437,432 441,210 438,773 442,286

Total asset-backed securitizations 1,885,322 1,896,503 1,890,842 1,905,542

8 unchanged sentences

Total debt $ 4,381,745 $ 4,073,748 $ 4,515,998 $ 4,140,351

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

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

The Company settled the treasury lock during the second quarter of 2021 in connection with the pricing of the 2031 unsecured senior notes, 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 unsecured senior notes.

The treasury lock was the only financial instrument recorded at fair value on a recurring basis in the condensed 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 September 30, 2022 and December 31, 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 Class A units as of September 30, 2022 and December 31, 2021) an approximate 23.9 % and 24.8 % interest as of September 30, 2022 and December 31, 2021, respectively.

As of September 30, 2022 and 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 was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets.

As of March 31, 2023 and December 31, 2022, affiliates owned approximately 12.7 % and 12.9 %, 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 Class A units as of March 31, 2023 and December 31, 2022) an approximate 23.5 % and 23.9 % interest as of March 31, 2023 and December 31, 2022, respectively.

As of March 31, 2023 and December 31, 2022, 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 condensed consolidated balance sheets.

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

Commitments and Contingencies

As of September 30, 2022, the Company had commitments to acquire 102 single-family properties for an aggregate purchase price of $ 27.6 million, as well as $ 453.1 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 March 31, 2023, the Company had commitments to acquire 42 single-family properties through our National Builder Program for an aggregate purchase price of $ 9.7 million, as well as $ 246.0 million in purchase commitments for land relating to our AMH Development Program, which includes certain land deals expected to close beyond twelve months when development is ready to commence.

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 September 30, 2022, the Company had sales in escrow for approximately 140 of our single-family properties and 275 of our land lots for aggregate selling prices of $ 57.4 million.

As of September 30, 2022, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 167.2 million.

As of March 31, 2023, the Company had sales in escrow for approximately 249 of our single-family properties and 38 of our land lots for aggregate selling prices of $ 83.4 million.

As of March 31, 2023, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 195.2 million.

Legal Matters

5 unchanged sentences

Subsequent Acquisitions

From October 1, 2022 through October 31, 2022, the Company added 154 properties to its portfolio for a total cost of approximately $ 54.2 million, which included 121 newly constructed properties delivered through our AMH Development Program and 19 newly constructed homes acquired from third-party developers through our National Builder Program.

From April 1, 2023 through April 30, 2023, the Company added 146 properties to its portfolio for a total cost of approximately $ 52.8 million, which included 145 newly constructed properties delivered through our AMH Development Program and one newly constructed home acquired from a third-party developer through our National Builder Program.

Subsequent Dispositions

From October 1, 2022 through October 31, 2022, the Company disposed of 92 properties for aggregate net proceeds of approximately $ 27.3 million.

From April 1, 2023 through April 30, 2023, the Company disposed of 189 properties for aggregate net proceeds of approximately $ 55.9 million.

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-Q

Item 1. Financial Statements