What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-02-23 compared with 2023-02-24 · 236 added, 204 removed, 1613 unchanged (21% of the section changed)

43 unchanged sentences

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of American Homes 4 Rent

To the Shareholders and the Board of Trustees of American Homes 4 Rent

Opinion on Internal Control Over Financial Reporting

We have audited American Homes 4 Rent’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, American Homes 4 Rent (the Company) maintained, in all material aspects, effective internal control over financial reporting as of December 31, 2022, based on the COSO criteria.

In our opinion, American Homes 4 Rent (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 23, 2024 expressed an unqualified opinion thereon.

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OTHER INFORMATION

During the three months ended December 31, 2023, no trustee or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

64 unchanged sentences

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.)

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 August 4, 202 3 .)

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.)

8 unchanged sentences

4.6 Form of Global Note representing the Notes (Incorporated by reference to and included in Exhibit 4.3 to the Company's Current Report on Form 8-K filed January 23, 2019.)

4.7 Description of Securities.

Filed herewith.

4.7 Description of Securities (Incorporated by reference to Exhibit 4.7 to the Company’s Annual Report on Form 10-K filed February 24, 2023.)

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

10 unchanged sentences

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.)

4.16 Seventh Supplemental Indenture, dated as of January 30, 2024, among American Homes 4 Rent, L.P.

Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed January 30, 2024.)

4.17 Form of Global Note representing the 2034 Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January 30, 2024.)

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

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

Number Exhibit Document

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

4 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.

22 unchanged sentences

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

10.26 † 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.)

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10.30 † 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).

Filed herewith.

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

10.31 † Form of Restricted Share Unit Agreement – Time-Vesting for Vice Presidents and Above (2023) (Incorporated by reference to Exhibit 10.32 to the Company’s Annual Report on Form 10-K filed February 24, 2023.)

Number Exhibit Document

10.32 † Form of Restricted Share Unit Agreement – Performance-Vesting for Vice Presidents and Above (2023) (Incorporated by reference to Exhibit 10.33 to the Company’s Annual Report on Form 10-K filed February 24, 2023.)

10.33 † Form of Indemnification Agreement with Trustees and Executive Officers.

Filed herewith

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

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

10.34 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 June 9, 2016.)

Number Exhibit Document

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 April 19, 2021)

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(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.)

10.37 Amendment No.

1 to Amended and Restated Credit Agreement, dated April 21, 2023, by and among American Homes 4 Rent, L.P., as Borrower, American Homes 4 Rent, as Parent, Wells Fargo Bank, National Association, as Administrative Agent, and the other lending institutions that are parties thereto, as Lenders.

( Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 10-Q filed August 1 , 202 3 .

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

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Filed herewith.

97.1 Policy Relating to Recovery of Erroneously Awarded Compensation.

Filed herewith.

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

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Jay Willoughby

/s/ KENNETH M.

/s/ MATTHEW R.

24 unchanged sentences

Jay Willoughby

/s/ KENNETH M.

/s/ MATTHEW R.

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of American Homes 4 Rent

To the Shareholders and the Board of Trustees of American Homes 4 Rent

Opinion on the Financial Statements

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The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective or complex judgments.

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Purchase price accounting

Description of the Matter For the year ended December 31, 2022, the Company completed the acquisition of 1,605 single-family properties for a total purchase price of $571.8 million.

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

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

Auditing the accounting for the Company’s 2022 acquisitions of single-family properties was challenging because the determination of the relative fair values of the acquired land and buildings involved a higher degree of subjectivity due to the lack of availability of direct comparable market information.

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

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

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

For the 2022 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methods and significant assumptions used by the Company and an evaluation of the sensitivity of changes in the significant assumptions on the purchase price allocation.

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

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

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

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

Real estate assets, net

Description of the Matter As of December 31, 2023, the Company had total real estate assets, net of $11.8 billion, consisting of single-family properties in operation, single-family properties in development and development land, and single-family properties and land held-for-sale.

As explained in Note 2 to the consolidated financial statements, the Company capitalizes costs to prepare single-family properties to be leased and for the development of single-family properties through its internal construction program.

From time to time, the Company identifies single-family properties to be sold.

At the time such properties are identified, the Company evaluates whether such properties should be classified as held for sale.

Given the number of homes and the volume and nature of the different transactions affecting the recognition, measurement and classification of real estate assets, performing audit procedures to evaluate the accounting for real estate assets was challenging and required an increased extent of audit effort.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over management’s accounting for real estate assets, including controls over capitalization of costs, dispositions and classification of the Company’s properties.

Our procedures included testing of management’s controls over the completeness and accuracy of underlying data used in the operation of the controls.

To test the existence, measurement and presentation and disclosure of real estate assets, we performed audit procedures that included, among others, selecting a sample of costs capitalized during the year, including development costs, and evaluating the accuracy and classification of recorded amounts, evaluating the methodologies utilized to capitalize soft costs including interest and payroll costs, and selecting a sample of properties completed during the period and verifying that they were accounted for appropriately when placed into service.

As it relates to dispositions, we selected a sample of properties disposed during the year and evaluated the terms and conditions of the sales contracts to assess whether the sale was properly recorded, including the removal of assets from the accounting records and related gain or loss on sale.

We also selected a sample of properties classified as held for sale and evaluated whether the properties met the criteria to be classified as held for sale as of December 31, 2023 and selected a sample of properties sold after December 31, 2023 and evaluated whether each property was properly classified as either held for sale or held for use as of December 31, 2023.

/s/ Ernst & Young LLP

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(1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective or complex judgments.

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

Purchase price accounting

Description of the Matter For the year ended December 31, 2022, the Operating Partnership completed the acquisition of 1,605 single-family properties for a total purchase price of $571.8 million.

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

Auditing the accounting for the Operating Partnership’s 2022 acquisitions of single-family properties was challenging because the determination of the relative fair values of the acquired land and buildings involved a higher degree of subjectivity due to the lack of availability of direct comparable market information.

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

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

For the 2022 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methods and significant assumptions used by the Operating Partnership and an evaluation of the sensitivity of changes in the significant assumptions on the purchase price allocation.

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

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

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

Real estate assets, net

From time to time, the Company identifies single-family properties to be sold.

At the time such properties are identified, the Company evaluates whether such properties should be classified as held for sale.

How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over management’s accounting for real estate assets, including controls over capitalization of costs, dispositions and classification of the Company’s properties.

Our procedures included testing of management’s controls over the completeness and accuracy of underlying data used in the operation of the controls.

/s/ Ernst & Young LLP

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Single-family properties under development and development land 1,409,424 1,187,221

Single-family properties held for sale, net 198,716 114,907

Single-family properties and land held for sale, net 182,082 198,716

Total real estate assets, net 11,757,225 11,324,609

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

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 December 31, 2022 and 2021, respectively)

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

Additional paid-in capital 7,357,848 6,931,819

68 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:

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— — — — — — — ( 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

5 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:

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10,799,683 108 — — — — 398,092 — — 398,200 — 398,200

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

Distributions to equity holders:

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Noncash share-based compensation 25,370 27,308 17,792

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

Equity in net income of unconsolidated joint ventures ( 1,227 ) ( 3,066 ) ( 1,610 )

Return on investment from unconsolidated joint ventures 3,345 5,711 —

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

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

Net cash (used for) provided by financing activities ( 42,210 ) 786,177 1,064,955

Net increase (decrease) in cash, cash equivalents and restricted cash 3,901 26,193 ( 73,310 )

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Single-family properties under development and development land 1,409,424 1,187,221

Single-family properties held for sale, net 198,716 114,907

Single-family properties and land held for sale, net 182,082 198,716

Total real estate assets, net 11,757,225 11,324,609

17 unchanged sentences

6,744,841 6,272,815

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

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

221,840 221,840

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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:

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— ( 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

5 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:

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10,799,683 398,200 — — — — 398,200

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

Distributions to capital holders:

18 unchanged sentences

Noncash share-based compensation 25,370 27,308 17,792

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

Equity in net income of unconsolidated joint ventures ( 1,227 ) ( 3,066 ) ( 1,610 )

Return on investment from unconsolidated joint ventures 3,345 5,711 —

36 unchanged sentences

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

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

Net cash (used for) provided by financing activities ( 42,210 ) 786,177 1,064,955

Net increase (decrease) in cash, cash equivalents and restricted cash 3,901 26,193 ( 73,310 )

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Organization and Operations

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 (“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.

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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

Entities that are not VIEs and for which the Company owns an interest and has

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

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 ability to exercise significant influence but does not control are accounted for under the equity method of accounting.

See Investments in Unconsolidated Joint Ventures below for a further discussion of our 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.

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 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.

See Investments in Venture Capital Funds and Land Option Contracts below for further discussion.

Use of Estimates

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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.

As of December 31, 2023, there were no deferred tax assets and liabilities or unrecognized tax benefits recorded by the Company.

We do not anticipate a significant change in unrecognized tax benefits within the next 12 months.

American Homes 4 Rent

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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.

We do not anticipate a significant change in unrecognized tax benefits within the next 12 months.

As a REIT, we generally are required to distribute annually to our shareholders at least 90 % of our REIT taxable income (determined without regard to the deduction for dividends paid and any net capital gains) and to pay tax at regular corporate rates to the extent that we annually distribute less than 100 % of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains).

The Operating Partnership funds the payment of distributions.

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.

We historically used our net operating loss (“NOL”) for U.S.

federal income tax purposes to reduce our REIT taxable income and have substantially utilized our NOL as of December 31, 2023.

Investments in Real Estate

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Single-family Properties Held for Sale and Discontinued Operations

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

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 property for immediate sale in its present condition, the existence of an active program to locate a buyer and the probable sale of the property within one year.

Single-family properties and land lots 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 and land held for sale, net within the consolidated balance sheets.

As of December 31, 2023 and 2022, the Company had 862 and 1,115 single-family properties, respectively, classified as held for sale, and recorded $ 1.9 million, $ 2.5 million and $ 0.2 million of impairment on single-family properties held for sale for the years ended December 31, 2023, 2022 and 2021, 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

American Homes 4 Rent

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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.

During the years ended December 31, 2023, 2022 and 2021, no ne of the properties classified as held for sale met the criteria to be reported as a discontinued operation.

Impairment of Long-lived Assets

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If the sum of the estimated undiscounted cash flows is less than the net carrying amount, we record an impairment loss for the difference between the estimated fair value of the individual property and the carrying amount of the property at that date.

No significant impairments on operating properties were recorded during the years ended December 31, 2022, 2021 and 2020.

Excluding the effects of casualty losses, no impairments on operating properties were recorded during the years ended December 31, 2023, 2022 and 2021.

Land Option Contracts

4 unchanged sentences

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.

As of December 31, 2023 and 2022, the carrying value of these deposits and the Company’s maximum exposure to loss was $ 15.7 million and $ 14.5 million, 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.

4 unchanged sentences

Accounts Payable and Accrued Expenses).

Improvements made to the land under the related development agreements prior to exercising the options to repurchase the finished lots are capitalized to consolidated land not owned and reimbursement proceeds from the land banking entity are accreted to liability for consolidated land not owned in the consolidated balance sheets.

Commercial Office Leases

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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 right-of-use assets and lease liabilities are

The right-of-use 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.

American Homes 4 Rent

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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

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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

Funds held related to resident security 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.

American Homes 4 Rent

1 unchanged sentence

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 (amounts in thousands):

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

2023 2022 2021

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

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

(“ARPI”) merger in February 2016.

Investments in Venture Capital Funds

Investments in 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.

We record our proportionate shares of net income or loss resulting from these investments within other income and expense, net in the consolidated statements of operations.

As discussed in Principals of Consolidation above, we determined the venture capital funds to be VIEs for which we are not the primary beneficiary.

As of December 31, 2023 and 2022, the carrying value of our investments in venture capital funds was $ 13.0 million and $ 12.0 million, respectively, and the Company’s maximum exposure to loss was $ 15.6 million and $ 16.1 million, respectively, which includes all future capital funding requirements.

Investments in Equity Securities

Our investments in equity securities, which are included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets, do not have readily determinable fair values.

The Company elected the measurement alternative for its investments in these equity securities and measures these investments at cost less impairment, if any, and adjusted for changes resulting from observable price changes for identical or similar investments in the same issuer.

No unrealized gains or losses nor impairments were recorded during the year ended December 31, 2023.

Notes Receivable, Net

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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.

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

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

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

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

Notes receivable are also presented net of the allowance for expected

The promissory notes

American Homes 4 Rent

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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.

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.

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

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

We are required to estimate and recognize lifetime expected losses on these notes receivable in accordance with ASC 326, Financial Instruments—Credit Losses .

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

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

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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.

Share-Based Compensation

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

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

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

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Notes to Consolidated Financial Statements

Share-Based Compensation

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

During the years ended December 31, 2023, 2022 and 2021, the Company did not grant equity awards that would be considered spring-loaded.

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

Cash flows from derivative instruments accounted for as a cash flow hedge are classified in the same category as the hedged transaction within the consolidated statements of cash flows.

Segment Reporting

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.

ASC 280, Segment Reporting , requires the use of the “management approach” to align segment reporting with our internal reporting, and our chief operating decision maker 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

American Homes 4 Rent

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Notes to Consolidated Financial Statements

geographically diversified portfolio based on criteria consistent with our objective of generating attractive risk-adjusted returns for our shareholders.

Recent Accounting Pronouncements Not Yet Effective

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures .

The amendments in this ASU will require public entities to disclose significant segment expenses and other segment items and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually.

Public entities with a single reportable segment will also be required to provide the new disclosures and all the disclosures required under ASC 280.

The guidance is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

The amendments in this ASU should be applied retrospectively to all periods presented unless it is impracticable.

The Company is currently assessing the impact of the guidance on its financial statements.

Real Estate Assets, Net

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Single-family properties under development 845,706 555,682

Single-family properties held for sale, net 198,716 114,907

Single-family properties and land held for sale, net 182,082 198,716

Total real estate assets, net $ 11,757,225 $ 11,324,609

2 unchanged sentences

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.

During the year ended December 31, 2022, the Company recognized $ 8.9 million in gross charges primarily related to minor repair and remediation costs, partially offset by $ 2.8 million of related insurance claims.

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.

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Net proceeds $ 9,883 $ 4,479 $ 1,247

Net gain on sale $ 777 $ 136 $ 7

Net (loss) gain on sale $ ( 2,017 ) $ 777 $ 136

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

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Rent and Other Receivables

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Variable lease payments for fees from single-family properties were $ 30.8 million, $ 27.0 million and $ 22.6 million for the years ended December 31, 2023, 2022 and 2021, 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 .

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Total $ 743,808

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.

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

The Company collected $ 4.0 million, $ 2.0 million and $ 4.8 million in proceeds from storm-related insurance claims during the years ended December 31, 2023, 2022 and 2021, respectively.

Escrow Deposits, Prepaid Expenses and Other Assets

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Amortization expense related to deferred leasing costs was $ 3.0 million, $ 2.7 million and $ 3.9 million for the years ended December 31, 2023, 2022 and 2021, 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.

Amortization of deferred financing costs related to our revolving credit facility was $ 2.7 million, $ 2.7 million and $ 2.5

American Homes 4 Rent

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Notes to Consolidated Financial Statements

million for the years ended December 31, 2023, 2022 and 2021, respectively, and is 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, 2023 for future periods (amounts in thousands):

3 unchanged sentences

2026 — 784 784

Total $ 1,394 $ 6,236 $ 7,630

Investments in Unconsolidated Joint Ventures

As of December 31, 2022, the Company held 20 % ownership interests in three unconsolidated joint ventures.

As of December 31, 2023, the Company held 20 % ownership interests in four 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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During the first quarter of 2020, the Company entered into a $ 253.1 million strategic joint venture, which has an evergreen term, with institutional investors advised by J.P.

Morgan Asset Management (the “J.P.

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.

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.

Morgan Asset Management (“J.P.

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

During the first quarter of 2023, the parties to J.P.

Morgan JV I agreed to reinvest proceeds from debt financing obtained in the first quarter of 2022 (see below) to increase the size of the joint venture 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):

In July 2023, the Company entered into a $ 625.0 million second strategic joint venture, which has an evergreen term, with institutional investors advised by J.P.

Morgan Asset Management (“J.P.

Morgan JV II”) focused on constructing and operating newly built rental homes.

The following table summarizes our investments in unconsolidated joint ventures as of December 31, 2023 and 2022 (amounts in thousands, except percentages and property data):

Joint Venture Description % Ownership at December 31, 2023 Completed Homes at

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Institutional Investor JV 20 % 1,015 15,163 16,567

Morgan JV 20 % 1,314 71,890 70,597

Morgan JV I 20 % 1,745 75,735 71,890

Morgan JV II 20 % — 8,327 —

2,978 $ 114,198 $ 107,347

1 unchanged sentence

Management fee and development fee income from unconsolidated joint ventures was $ 10.8 million, $ 13.9 million and $ 10.3 million for the years ended December 31, 2023, 2022 and 2021, 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 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

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Notes to Consolidated Financial Statements

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

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.

During the first quarter of 2022, J.P.

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

During the initial three-year term, the loan bears interest at the Secured Overnight Financing Rate (“SOFR”) plus a 1.50 % margin 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.

As of December 31, 2023, J.P.

Morgan JV I’s loan had a $ 324.0 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.

During the initial two-year term, the loan bears interest at SOFR plus a 2.40 % margin and matures on July 1, 2024.

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

As of December 31, 2023, the Institutional Investor JV’s loan had a $ 232.7 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.

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

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.

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Maturity Date December 31, 2023 December 31, 2022

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

AMH 2014-SFR2 securitization (2)

4.42 % October 9, 2024 $ 461,498 $ 468,138

AMH 2014-SFR3 securitization 4.40 % December 9, 2024 477,064 482,964

21 unchanged sentences

Unless otherwise stated, interest rates are fixed percentages.

(2) The Company has provided notice to the lender of its intent to payoff the AMH 2014-SFR2 securitization during the first quarter of 2024.

Subsequent Events for further information.

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

If the securitization is not repaid by this date, the duration-adjusted weighted-average interest rate will increase by a minimum of 3.00 %

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

If the securitization is not repaid by this date, the duration-adjusted weighted-average interest rate will increase by a minimum of 3.00 %

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

(6) 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 $ 4.0 million and $ 1.6 million committed to outstanding letters of credit that reduced our borrowing capacity as of December 31, 2022 and 2021, respectively.

The revolving credit facility bears interest at LIBOR plus 0.90 % as of December 31, 2022.

(7) The revolving credit facility provides for a borrowing capacity of up to $ 1.25 billion and the maturity date includes two six-month extension periods, see Revolving Credit Facility below.

The Company had approximately $ 2.7 million and $ 4.0 million committed to outstanding letters of credit that reduced our borrowing capacity as of December 31, 2023 and 2022, respectively.

During the second quarter of 2023, the Company amended its revolving credit facility in connection with the transition from the London Inter-Bank Offered Rate (“LIBOR”) to the SOFR.

The revolving credit facility bears interest at SOFR, as adjusted for the Company’s SOFR spread, plus 0.90 % as of December 31, 2023.

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

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Revolving Credit Facility

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

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

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

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

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

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

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

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

The interest rate on the Revolving Credit Facility was either the LIBOR plus a margin ranging from 0.725 % to 1.45 % or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5 % or the daily LIBOR plus 1.0 %) plus a margin ranging from 0.00 % to 0.45 %.

During the second quarter of 2023, the Company amended its Revolving Credit Facility in connection with the transition from the LIBOR to the SOFR.

The interest rate under the amended Revolving Credit Facility is either the SOFR plus a 0.1 % spread adjustment and a margin ranging from 0.725 % to 1.45 % or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5 % or the daily SOFR plus 1.1 %) plus a margin ranging from 0.00 % to 0.45 %.

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

The amended Revolving Credit Facility matures on April 15, 2025, with two six-month extension options at the Company’s election if

American Homes 4 Rent

1 unchanged sentence

Notes to Consolidated Financial Statements

certain conditions are met.

Interest Expense

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Resident security deposits $ 119,577 $ 119,386

Accrued construction and maintenance liabilities 86,775 50,655

Liability for consolidated land not owned (see Note 2)

108,688 69,434

Accrued construction and maintenance liabilities 94,004 86,775

Accrued property taxes 59,015 51,586

Accrued interest 40,017 40,126

Accounts payable 36,056 5,719

Prepaid rent 30,320 26,922

Operating lease liabilities 18,288 20,755

Accounts payable 5,719 1,113

Other accrued liabilities 67,695 63,700

7 unchanged sentences

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

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

D uring 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.

During the first quarter of 2023, the Company issued and physically settled the remaining 8,000,000 Class A common shares under the 2022 Forward Sale Agreements, receiving net proceeds

American Homes 4 Rent

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Notes to Consolidated Financial Statements

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

of $ 298.4 million.

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

6 unchanged sentences

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

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

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

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 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”).

During the second quarter of 2023, the Company entered into a new at-the-market common share offering program, replacing the previously expiring 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 $ 1.0 billion (the “2023 At-the-Market Program”).

The 2023 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 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 Company intends to use any net proceeds from the 2023 At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility or other debt obligations under its securitizations, (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 2023 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.

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

As of December 31, 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 years ended December 31, 2022 and 2021, the Company issued zero and 1,749,286 Class A common shares, respectively, under its previous program, raising zero and $ 72.3 million, respectively, in gross proceeds before commissions and other expenses of approximately zero and $ 1.1 million, respectively.

During the fourth quarter of 2023, the Company issued 2,799,683 Class A common shares under its 2023 At-the-Market Program, raising $ 102.0 million in gross proceeds before commissions and other expenses of approximately $ 1.7 million.

As of December 31, 2023, 2,799,683 shares have been issued under the 2023 At-the-Market Program and $ 898.0 million remained available for future issuances.

Subsequent Events for further information on share issuances under the 2023 At-the-Market Program in January 2024.

Share Repurchase Program

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

During the years ended December 31, 2022, 2021 and 2020, we did no t repurchase and retire any of our Class A common shares or preferred shares.

During the years ended December 31, 2023, 2022 and 2021, we did not repurchase and retire any of our Class A common shares or preferred shares.

As of December 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.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Class B Common Shares

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The issuance of Class B common shares to former AH LLC members allows former AH LLC members a voting right associated with their investment in the Company no greater than if they had solely received Class A common shares.

Additionally, when the voting interest from Class A common shares and Class B common shares are added together, a shareholder is limited to a 30 % total voting interest.

Additionally, when the voting interest from Class A

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

common shares and Class B common shares are added together, a shareholder is limited to a 30 % total voting interest.

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

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

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

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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 its carrying value as of the redemption date.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Distributions

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The Operating Partnership funds the payment of distributions.

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.

We historically used our NOL for U.S.

federal income tax purposes to reduce our REIT taxable income and have substantially utilized our NOL as of December 31, 2023.

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.

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5.875 % Series F perpetual preferred shares (3)

0.51 1.47 1.47

5.875 % Series G perpetual preferred shares

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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.

Non-affiliate Class A unitholders owned 596,990 , or approximately 0.1 % and 0.2 % of the total 416,308,486 and 404,893,881 Class A units in the Operating Partnership as of December 31, 2023 and 2022, respectively.

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.

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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 AMH.

When the Company issues Class A common shares under the 2012 Plan and 2021 Plan, the Operating Partnership issues an equivalent number of Class A units to AMH.

During the years ended December 31, 2023, 2022 and 2021, 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 years ended December 31, 2023, 2022 and 2021, certain senior employees were granted PSUs that cliff vest at the end of a three-year service period based on satisfaction of performance conditions.

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 year ended December 31, 2023, 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

American Homes 4 Rent

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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 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”).

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.

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PSUs outstanding at December 31, 2021 92,319 $ 34.83

Awarded 202,104 43.91

Forfeited — —

PSUs outstanding at December 31, 2022

294,423 $ 41.07

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

2023 2022 2021

Expected term (years) 3.0 3.0 3.0

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2021 Employee Stock Purchase Plan

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

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

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

During the second quarter of 2021, the Company’s shareholders approved and the Company adopted the 2021 ESPP, which 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 AMH.

The 2021 ESPP terminates in June 2031 or the date

American Homes 4 Rent

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Notes to Consolidated Financial Statements

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

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The unrecognized compensation expense for unvested RSUs and PSUs is expected to be recognized over a weighted-average period of 1.2 years and 1.4 years, respectively.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

Earnings per Share / Unit

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Allocation to participating securities (1)

1,083 767 418

Numerator for income per common share–basic and diluted $ 365,141 $ 250,014 $ 134,872

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

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

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options and vesting of PSUs under the treasury stock method for the years ended December 31, 2023, 2022 and 2021 and the dilutive effect of forward sale equity contracts under the treasury stock method for the years ended December 31, 2022 and 2021 (see Note 9.

Shareholders’ Equity / Partners’ Capital).

13 unchanged sentences

Allocation to participating securities (1)

1,083 767 418

Numerator for income per common unit–basic and diluted $ 417,115 $ 286,901 $ 156,339

8 unchanged sentences

Shareholders’ Equity / Partners’ Capital).

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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, 2023 and 2022) an approximate 23.3 % and 23.9 % interest as of December 31, 2023 and 2022, 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.

As of December 31, 2023 and 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 consolidated balance sheets.

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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 nine years before any unexercised options to extend.

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

For the years ended December 31, 2023, 2022 and 2021, operating lease costs were as follows (amounts in thousands):

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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, 2023, the Company had commitments to acquire 29 single-family properties through our National Builder Program for an aggregate purchase price of $ 6.6 million, as well as $ 75.6 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.

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Subsequent Acquisitions

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.

From January 1, 2024 through February 16, 2024, the Company added 196 properties to its portfolio for a total cost of approximately $ 72.4 million, which included 192 newly constructed properties delivered through our AMH Development Program and four newly constructed properties acquired from a third-party developer through our National Builder Program.

Subsequent Dispositions

From January 1, 2024 through February 16, 2024, the Company disposed of 243 properties for aggregate net proceeds of approximately $ 74.5 million.

Unsecured Senior Notes

In January 2024, the Operating Partnership issued $ 600.0 million of 5.500 % unsecured senior notes with a maturity date of February 1, 2034 (the “Notes”), which carry a green bond designation and were issued under the Company’s green finance framework.

Interest on the Notes is payable semi-annually in arrears on February 1 and August 1 of each year, commencing on August 1, 2024.

The Operating Partnership received aggregate net proceeds of $ 595.5 million from these issuances, after underwriting fees of approximately $ 3.9 million and a $ 0.6 million discount, and before estimated offering costs of $ 1.5 million.

Pending full allocation of an amount equal to the net proceeds to finance new or existing projects meeting the eligibility criteria described in the prospectus supplement related to the offering, the Operating Partnership intends to allocate the net proceeds to repay outstanding indebtedness, including the payoff of the AMH 2014-SFR2 securitization and/or temporarily invest the net proceeds in accordance with the Company’s cash investment policy.

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 indenture requires 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 indenture.

If the Notes are redeemed on or after November 1, 2033 (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.

Revolving Credit Facility

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.

From January 1, 2024 through February 16, 2024, the Company paid down $ 90.0 million under its revolving credit facility, resulting in no outstanding borrowings under its revolving credit facility as of February 16, 2024.

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Consolidated Financial Statements

AMH 2014-SFR2 Securitization Payoff Intent

In January 2024, the Company provided notice to its third-party lender of its intent to repay all amounts due under the AMH 2014-SFR2 securitization during the first quarter of 2024.

As of December 31, 2023, the AMH 2014-SFR2 securitization had an outstanding principal balance of $ 461.5 million, of which $ 25.7 million represents Class F certificates that were issued by the Operating Partnership to the Company and are recorded as asset-backed securitization certificates in the Company’s consolidated balance sheets and as amounts due from affiliates in the Operating Partnership’s consolidated balance sheets.

At-the-Market Common Share Offering Program

In January 2024, the Company issued 932,746 Class A common shares under its 2023 At-the-Market Program, raising $ 33.7 million in gross proceeds before commissions and other expenses of $ 0.5 million.

Shareholders’ Equity / Partners’ Capital for further details on the 2023 At-the-Market Program.

Distributions

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The quarterly dividends are payable on March 28, 2024 to shareholders of record on March 15, 2024.

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

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Properties under development & development land — — 442,877 — 779,821 186,726 1,222,698 186,726 1,409,424 — 1,409,424

Total Single-family properties held for sale 1,115 — 51,402 148,681 3,168 38,156 54,570 186,837 241,407 ( 42,691 ) 198,716 2011-2021

Total single-family properties and land held for sale 862 — 52,368 121,632 13,068 34,495 65,436 156,127 221,563 ( 39,481 ) 182,082 2011-2022

Total real estate assets 59,332 $ 3,219,958 $ 2,729,546 $ 8,939,661 $ 792,889 $ 2,054,580 $ 3,522,435 $ 10,994,241 $ 14,516,676 $ ( 2,759,451 ) $ 11,757,225 2011-2023

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Impairment ( 1,908 ) ( 2,499 ) ( 131 )

Reclassifications to single-family properties held for sale, net of dispositions ( 94,922 ) 13,728 93,214

Reclassifications to single-family properties and land held for sale, net of dispositions 41,120 ( 94,922 ) 13,728

Balance, end of period $ 12,885,689 $ 12,325,124 $ 11,320,426

7 unchanged sentences

Write-offs 37,446 36,614 23,916

Reclassifications to single-family properties held for sale, net of dispositions 22,827 391 ( 12,412 )

Reclassifications to single-family properties and land held for sale, net of dispositions ( 3,210 ) 22,827 391

Balance, end of period $ ( 2,719,970 ) $ ( 2,386,452 ) $ ( 2,072,933 )

1 unchanged sentence

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