What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-05-03 compared with 2023-11-03 · 136 added, 247 removed, 304 unchanged (56% of the section changed)

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We commenced operations in November 2012 and we have elected to be taxed as a REIT.

As of September 30, 2023, we owned 59,092 single-family properties in select submarkets of metropolitan statistical areas (“MSAs”) in 21 states, including 700 properties held for sale, compared to 58,993 single-family properties in 21 states, including 1,115 properties held for sale, as of December 31, 2022 and 58,961 single-family properties in 21 states, including 1,057 properties held for sale, as of September 30, 2022.

As of September 30, 2023, 55,949 of our total properties (excluding properties held for sale) were occupied, compared to 55,605 of our total properties (excluding properties held for sale) as of December 31, 2022 and 55,421 of our total properties (excluding properties held for sale) as of September 30, 2022.

Also, as of September 30, 2023, the Company had an additional 2,936 properties held in unconsolidated joint ventures, compared to 2,540 properties held in unconsolidated joint ventures as of December 31, 2022 and 2,271 properties held in unconsolidated joint ventures as of September 30, 2022.

As of March 31, 2024, we owned 59,343 single-family properties in select submarkets of metropolitan statistical areas (“MSAs”) in 21 states, including 728 properties held for sale, compared to 59,332 single-family properties in 21 states, including 862 properties held for sale, as of December 31, 2023 and 58,639 single-family properties in 21 states, including 903 properties held for sale, as of March 31, 2023.

As of March 31, 2024, 56,362 of our total properties (excluding properties held for sale) were occupied, compared to 55,768 of our total properties (excluding properties held for sale) as of December 31, 2023 and 56,049 of our total properties (excluding properties held for sale) as of March 31, 2023.

Also, as of March 31, 2024, the Company had an additional 3,004 properties held in unconsolidated joint ventures, compared to 2,978 properties held in unconsolidated joint ventures as of December 31, 2023 and 2,688 properties held in unconsolidated joint ventures as of March 31, 2023.

Our portfolio of single-family properties, including those held in our unconsolidated joint ventures, is internally managed through our proprietary property management platform.

Key Single-Family Property and Leasing Metrics

The following table summarizes certain key single-family properties metrics as of September 30, 2023:

The following table summarizes certain key single-family properties metrics as of March 31, 2024:

Total Single-Family Properties (1)

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Atlanta, GA 5,884 10.0 % $ 1,328.8 10.2 % $ 225,826 2,176 17.4 2016

Dallas-Fort Worth, TX 4,108 7.0 % 721.0 5.6 % 175,506 2,100 19.3 2014

Charlotte, NC 4,115 7.0 % 912.6 7.0 % 221,776 2,112 17.8 2015

Dallas-Fort Worth, TX 4,016 6.9 % 706.1 5.4 % 175,820 2,095 19.7 2014

Phoenix, AZ 3,351 5.7 % 720.3 5.5 % 214,956 1,841 19.4 2016

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Jacksonville, FL 3,138 5.4 % 690.9 5.3 % 220,172 1,927 14.4 2016

Indianapolis, IN 2,863 4.9 % 496.6 3.9 % 173,466 1,928 20.6 2014

Tampa, FL 2,913 5.0 % 681.9 5.2 % 234,098 1,947 15.2 2016

Indianapolis, IN 2,840 4.8 % 495.0 3.8 % 174,289 1,927 21.1 2014

Houston, TX 2,376 4.1 % 424.1 3.3 % 178,485 2,083 18.3 2014

Las Vegas, NV 2,271 3.9 % 661.1 5.1 % 291,088 1,946 11.3 2017

Raleigh, NC 2,193 3.7 % 438.4 3.4 % 199,917 1,888 17.8 2015

Cincinnati, OH 2,125 3.6 % 417.3 3.3 % 196,358 1,842 20.7 2014

Columbus, OH 2,151 3.7 % 422.3 3.2 % 196,305 1,881 21.3 2015

Las Vegas, NV 2,128 3.6 % 601.6 4.7 % 282,700 1,935 11.8 2017

Salt Lake City, UT 1,899 3.3 % 577.3 4.5 % 303,986 2,244 17.0 2016

Cincinnati, OH 2,122 3.6 % 419.0 3.2 % 197,469 1,843 21.2 2014

Orlando, FL 2,015 3.4 % 448.1 3.4 % 222,387 1,912 18.1 2016

Greater Chicago area, IL and IN 1,559 2.7 % 297.0 2.3 % 190,489 1,866 22.1 2013

Salt Lake City, UT 1,902 3.2 % 581.2 4.5 % 305,553 2,245 17.4 2016

Charleston, SC 1,554 2.7 % 360.0 2.8 % 231,643 1,964 13.0 2017

Greater Chicago area, IL and IN 1,535 2.6 % 293.9 2.3 % 191,497 1,865 22.6 2013

San Antonio, TX 1,243 2.1 % 246.2 1.9 % 198,093 1,918 15.1 2015

Seattle, WA 1,149 2.0 % 376.1 2.9 % 327,350 2,001 13.6 2017

Savannah/Hilton Head, SC 1,050 1.8 % 222.3 1.7 % 211,689 1,888 15.4 2016

Seattle, WA (2)

1,034 1.8 % 344.7 2.6 % 333,388 2,009 13.9 2017

All Other (3)

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Total/Average 58,615 100.0 % $ 13,023.9 100.0 % $ 222,194 1,993 17.6 2015

(1) Excludes 700 single-family properties held for sale as of September 30, 2023.

(1) Excludes 728 single-family properties held for sale as of March 31, 2024.

(2) Reflects 139 properties reclassed from the Seattle, WA market to the Portland, OR market which is presented in the All Other grouping.

(3) Represents 15 markets in 13 states.

The following table summarizes certain key leasing metrics as of September 30, 2023:

The following table summarizes certain key leasing metrics as of March 31, 2024:

Total Single-Family Properties (1)

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Atlanta, GA 94.8 % $ 2,182 12.0 6.0 5.5 %

Dallas-Fort Worth, TX 95.8 % 2,148 12.0 6.5 7.0 %

Charlotte, NC 95.5 % 2,105 12.0 6.3 6.2 %

Dallas-Fort Worth, TX 94.7 % 2,218 12.1 6.1 6.4 %

Phoenix, AZ 94.3 % 2,081 12.0 6.5 5.1 %

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Jacksonville, FL 94.2 % 2,115 12.0 6.2 5.4 %

Indianapolis, IN 96.5 % 1,753 12.1 6.4 5.9 %

Tampa, FL 94.2 % 2,337 12.0 6.4 6.7 %

Indianapolis, IN 97.8 % 1,809 12.1 5.8 5.9 %

Houston, TX 96.6 % 1,989 12.0 6.4 5.3 %

Las Vegas, NV 92.7 % 2,222 12.0 6.1 4.0 %

Raleigh, NC 95.5 % 1,973 12.0 5.9 5.9 %

Cincinnati, OH 96.2 % 1,993 12.0 6.7 8.0 %

Columbus, OH 96.6 % 2,110 12.0 6.1 6.0 %

Las Vegas, NV 92.0 % 2,148 12.0 6.6 4.2 %

Salt Lake City, UT 95.8 % 2,311 12.0 6.5 5.9 %

Cincinnati, OH 97.3 % 2,059 12.0 6.0 5.3 %

Orlando, FL 95.5 % 2,279 12.0 5.9 7.1 %

Greater Chicago area, IL and IN 97.3 % 2,273 12.1 6.6 7.4 %

Salt Lake City, UT 96.7 % 2,380 12.0 5.7 3.8 %

Charleston, SC 93.8 % 2,230 12.0 6.1 5.8 %

Greater Chicago area, IL and IN 97.7 % 2,349 12.0 5.9 6.0 %

San Antonio, TX 93.4 % 1,926 12.0 5.6 2.9 %

Seattle, WA 95.1 % 2,612 11.8 6.6 8.2 %

Savannah/Hilton Head, SC 96.5 % 2,137 12.0 6.5 8.5 %

Seattle, WA (6)

94.6 % 2,362 11.6 5.8 6.2 %

All Other (7)

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Total/Average 95.3 % $ 2,156 12.0 6.1 5.7 %

(1) Excludes 700 single-family properties held for sale as of September 30, 2023.

(2) For the three months ended September 30, 2023, Average Occupied Days Percentage represents the number of days a property is occupied in the period divided by the total number of days the property is owned during the same period after initially being placed in-service.

(3) For the three months ended September 30, 2023, Average Monthly Realized Rent is calculated as the lease component of rents and other single-family property revenues (i.e., rents from single-family properties) divided by the product of (a) number of properties and (b) Average Occupied Days Percentage, divided by the number of months.

(1) Excludes 728 single-family properties held for sale as of March 31, 2024.

(2) For the three months ended March 31, 2024, Average Occupied Days Percentage represents the number of days a property is occupied in the period divided by the total number of days the property is owned during the same period after initially being placed in-service.

(3) For the three months ended March 31, 2024, Average Monthly Realized Rent is calculated as the lease component of rents and other single-family property revenues (i.e., rents from single-family properties) divided by the product of (a) number of properties and (b) Average Occupied Days Percentage, divided by the number of months.

For properties partially owned during the period, this is adjusted to reflect the number of days of ownership.

(4) Average Original Lease Term and Average Remaining Lease Term are reflected as of period end.

(5) Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the three months ended September 30, 2023, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.

(5) Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the three months ended March 31, 2024, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.

(6) Reflects 139 properties reclassed from the Seattle, WA market to the Portland, OR market which is presented in the All Other grouping.

(7) Represents 15 markets in 13 states.

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Our ability to identify and acquire homes that meet our investment criteria is impacted by home prices in our target markets, the inventory of properties available-for-sale through traditional acquisition channels, competition for our target assets and our available capital.

We are increasingly focused on developing “built-for-rental” homes through our internal AMH Development Program.

In addition, we also acquire newly constructed homes from third-party developers through our National Builder Program.

Opportunities from these new

construction channels are impacted by the availability of vacant developed lots, development land assets and inventory of homes currently under construction or newly developed.

We are also focused on developing “built-for-rental” homes through our internal AMH Development Program.

In addition, we acquire newly

constructed homes from third-party developers through our National Builder Program.

Opportunities from these new construction channels are impacted by the availability of vacant developed lots, development land assets and inventory of homes currently under construction or newly developed.

Our level of investment activity has fluctuated based on the number of suitable opportunities and the level of capital available to invest.

Recently, we have strategically scaled back acquisitions through our National Builder Program and traditional acquisition channel as the housing market adjusts to the current macroeconomic environment.

We have strategically scaled back acquisitions of single-family properties through our National Builder Program and traditional acquisition channel as the housing market adjusts to the current macroeconomic environment.

We anticipate beginning to grow in these acquisition channels when the housing and capital markets stabilize.

During the three months ended September 30, 2023, we developed or acquired 623 homes, including 615 newly constructed homes delivered through our AMH Development Program and eight homes acquired through our traditional acquisition channel, offset by 224 homes sold to third parties.

During the three months ended September 30, 2023, we also developed an additional 99 newly constructed homes which were delivered to our unconsolidated joint ventures, aggregating to 714 total program deliveries through our AMH Development Program.

Our properties held for sale were identified based on submarket analysis, as well as individual property-level operational review.

As of September 30, 2023 and December 31, 2022, there were 700 and 1,115 properties, respectively, classified as held for sale.

We will continue to evaluate our properties for potential disposition going forward as a normal course of business.

During the three months ended March 31, 2024, we developed or acquired 482 homes, including 441 newly constructed homes delivered to our operating portfolio through our AMH Development Program, 22 newly constructed homes to be disposed and 19 homes acquired through our National Builder Program, partially offset by 471 homes sold to third parties.

During the three months ended March 31, 2024, we also developed an additional 28 newly constructed homes which were delivered to our unconsolidated joint ventures, aggregating to 469 total program deliveries through our AMH Development Program.

Our properties and land held for sale were identified based on submarket analysis, as well as individual asset-level review.

As of March 31, 2024 and December 31, 2023, there were 728 and 862 properties, respectively, as well as certain land lots classified as held for sale.

We will continue to evaluate our properties and land for potential disposition going forward as a normal course of business.

Property Operations

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Our ability to maintain and grow revenues from our existing portfolio of homes will be dependent on our ability to retain tenants and increase rental rates.

Based on our Same-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was 6.8% for the three months ended September 30, 2023, and we experienced turnover rates, which represents the number of tenant move-outs during the period divided by the total number of properties, of 8.6% and 8.3% during the three months ended September 30, 2023 and 2022, respectively.

Based on our Same-Home population of properties, the year-over-year increase in Average Monthly Realized Rent per property was 7.3% for the nine months ended September 30, 2023, and we experienced turnover rates of 23.1% and 22.2% during the nine months ended September 30, 2023 and 2022, respectively.

Based on our Same-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was 5.9% for the three months ended March 31, 2024, and we experienced turnover rates, which represents the number of tenant move-outs during the period divided by the total number of properties, of 6.6% and 6.4% during the three months ended March 31, 2024 and 2023, respectively.

We monitor the following categories of expenses that we believe most significantly affect our results of operations.

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General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expenses, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions.

In addition, we also continue to make corporate level investments to support certain initiatives which will impact expenses based on given investment programs during the year.

In addition, we continue to make corporate level investments to support certain initiatives which will impact expenses based on given investment programs during the year.

Also included in general and administrative expense is noncash share-based compensation expense related to corporate administrative employees.

Results of Operations

Net income totaled $88.1 million for the three months ended September 30, 2023, compared to $61.7 million for the three months ended September 30, 2022.

The increase was primarily due to higher rental rates as well as higher net gains on property sales.

Net income totaled $341.2 million for the nine months ended September 30, 2023, compared to $206.2 million for the nine months ended September 30, 2022.

The increase was primarily due to higher net gains on property sales, higher rental rates and a larger number of occupied properties.

Net income totaled $128.1 million for the three months ended March 31, 2024, compared to $137.7 million for the three months ended March 31, 2023.

The decrease was primarily due to lower net gains on property sales, partially offset by higher rental rates.

As we continue to grow our portfolio with a portion of our homes still recently developed, acquired and/or renovated, we distinguish our portfolio of homes between Same-Home properties and Non-Same-Home and Other properties in evaluating our operating performance.

We classify a property as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest

period presented under comparison and if it has not been classified as held for sale or experienced a casualty loss, which allows the performance of these properties to be compared between periods.

We classify a property as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest period presented under comparison and if it has not been classified as held for sale or experienced a casualty loss, which allows the performance of these properties to be compared between periods.

Single-family properties that we acquire individually (i.e., not through a bulk purchase) are classified as either stabilized or non-stabilized.

A property is classified as stabilized once it has been renovated by the Company or newly constructed and then initially leased or available for rent for a period greater than 90 days.

Properties acquired through a bulk purchase are first considered non-stabilized, as an entire group, until (1) we have owned them for an adequate period of time to allow for complete on-boarding to our operating platform, and (2) a substantial portion of the properties have experienced tenant turnover at least once under our ownership, providing the opportunity for renovations and improvements to meet our property standards.

Properties acquired through a bulk purchase are first considered non-stabilized, as an entire group, until (1) we have owned them for

an adequate period of time to allow for complete on-boarding to our operating platform, and (2) a substantial portion of the properties have experienced tenant turnover at least once under our ownership, providing the opportunity for renovations and improvements to meet our property standards.

After such time has passed, properties acquired through a bulk purchase are then evaluated on an individual property basis under our standard stabilization criteria.

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Additionally, these metrics should not be used as substitutes for net income or loss or net cash flows from operating activities (as computed in accordance with accounting principles generally accepted in the United States of America (“GAAP”)).

Comparison of the Three Months Ended September 30, 2023 to the Three Months Ended September 30, 2022

The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the three months ended September 30, 2023 and 2022 (amounts in thousands):

Comparison of the Three Months Ended March 31, 2024 to the Three Months Ended March 31, 2023

For the Three Months Ended

September 30,

Core revenues and Same-Home core revenues

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Net income $ 128,095 $ 137,699

Hurricane-related charges, net — 6,133

Loss on early extinguishment of debt 954 —

Gain on sale and impairment of single-family properties and other, net (68,901) (84,659)

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Same-Home Core NOI $ 219,344 $ 209,014

The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the three months ended September 30, 2023 and 2022 (amounts in thousands):

For the Three Months Ended September 30, 2023

The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the three months ended March 31, 2024 and 2023 (amounts in thousands):

For the Three Months Ended March 31, 2024

Properties (1)

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Core NOI $ 219,344 65.7 % $ 18,326 57.1 % $ 237,670 64.9 %

For the Three Months Ended September 30, 2022

For the Three Months Ended March 31, 2023

Properties (1)

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Rents and Other Single-Family Property Revenues

Rents and other single-family property revenues increased 7.7% to $421.7 million for the three months ended September 30, 2023 from $391.6 million for the three months ended September 30, 2022.

Rents and other single-family property revenues increased 6.5% to $423.6 million for the three months ended March 31, 2024 from $397.7 million for the three months ended March 31, 2023.

Revenue growth was primarily driven by higher rental rates.

Property Operating Expenses

Property operating expenses increased 9.8% to $167.0 million for the three months ended September 30, 2023 from $152.1 million for the three months ended September 30, 2022.

This increase was primarily attributable to increased property tax expense from anticipated 2023 property tax assessments and timing of prior year property tax accruals as well as increased R&M and turnover costs.

Property Management Expenses

Property management expenses for the three months ended September 30, 2023 and 2022 were $30.8 million and $29.7 million, respectively, which included $1.0 million of noncash share-based compensation expense in each period related to centralized and field

property management employees.

The increase in property management expenses was primarily attributable to an increase in personnel related expenses.

Core Revenues from Same-Home Properties

Core revenues from Same-Home properties increased 5.8% to $302.3 million for the three months ended September 30, 2023 from $285.7 million for the three months ended September 30, 2022.

This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 6.8% to $2,086 per month for the three months ended September 30, 2023 compared to $1,954 per month for the three months ended September 30, 2022, partially offset by a decrease in Average Occupied Days Percentage, which was 96.4% for the three months ended September 30, 2023 compared to 97.1% for the three months ended September 30, 2022.

Core Property Operating Expenses from Same-Home Properties

Core property operating expenses from Same-Home properties consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludes noncash share-based compensation expense.

Core property operating expenses from Same-Home properties increased 10.7% to $111.2 million for the three months ended September 30, 2023 from $100.4 million for the three months ended September 30, 2022 primarily driven by increased property tax expense from anticipated 2023 property tax assessments and timing of prior year property tax accruals as well as increased R&M and turnover costs, net.

General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions.

General and administrative expense for the three months ended September 30, 2023 and 2022 was $18.3 million and $17.0 million, respectively, which included $4.2 million and $3.4 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees.

The increase in general and administrative expense was primarily related to an increase in noncash share-based compensation expense and the timing of increased personnel and information technology costs to support growth in our business as well as other inflationary increases.

Interest Expense

Interest expense decreased 5.2% to $34.4 million for the three months ended September 30, 2023 from $36.3 million for the three months ended September 30, 2022.

The decrease was primarily due to additional capitalized interest during the three months ended September 30, 2023 related to an increase in development activities under our AMH Development Program.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization.

Acquisition and other transaction costs for the three months ended September 30, 2023 and 2022 were $3.4 million and $4.5 million, respectively, which included $1.3 million of noncash share-based compensation expense in each period related to employees in these functions.

The decrease in acquisition and other transaction costs was primarily a result of a decrease in personnel costs due to fewer planned transactions through our traditional acquisition channel during the three months ended September 30, 2023.

Depreciation and Amortization

Depreciation and amortization expense consists primarily of depreciation of buildings and improvements.

Depreciation of our assets is calculated over their useful lives on a straight-line basis over three to 30 years.

Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life.

Depreciation and amortization expense increased 5.1% to $114.9 million for the three months ended September 30, 2023 from $109.3 million for the three months ended September 30, 2022 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.

Hurricane-Related Charges, net

Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina, resulting in $6.1 million of hurricane-related charges, net during the three months ended September 30, 2022.

The Company’s property and casualty insurance

policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits.

During the three months ended September 30, 2022, the Company recognized $8.4 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by $2.3 million of related insurance claims.

Gain on Sale and Impairment of Single-Family Properties and Other, net

Gain on sale and impairment of single-family properties and other, net for the three months ended September 30, 2023 and 2022 was $33.3 million and $24.2 million, respectively, which included $0.3 million and $0.2 million, respectively, of impairment charges related to homes classified as held for sale during each period.

The increase was primarily related to higher net gains on property sales resulting from an increase in properties sold.

Other Income and Expense, net

Other income and expense, net for the three months ended September 30, 2023 and 2022 was $1.9 million and $0.8 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.

Comparison of the Nine Months Ended September 30, 2023 to the Nine Months Ended September 30, 2022

The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the nine months ended September 30, 2023 and 2022 (amounts in thousands):

For the Nine Months Ended

September 30,

Core revenues and Same-Home core revenues

Rents and other single-family property revenues $ 1,214,948 $ 1,109,608

Tenant charge-backs (167,049) (157,423)

Core revenues 1,047,899 952,185

Non-Same-Home core revenues 152,724 113,521

Same-Home core revenues $ 895,175 $ 838,664

Core property operating expenses and Same-Home core property operating expenses

Property operating expenses $ 456,662 $ 414,978

Property management expenses 92,251 84,541

Noncash share-based compensation - property management (3,151) (3,146)

Expenses reimbursed by tenant charge-backs (167,049) (157,423)

Core property operating expenses 378,713 338,950

Non-Same-Home core property operating expenses 58,757 50,243

Same-Home core property operating expenses $ 319,956 $ 288,707

Core NOI and Same-Home Core NOI

Net income $ 341,205 $ 206,234

Hurricane-related charges, net — 6,133

Gain on sale and impairment of single-family properties and other, net (180,752) (79,052)

Depreciation and amortization 340,779 313,688

Acquisition and other transaction costs 12,650 18,114

Noncash share-based compensation - property management 3,151 3,146

Interest expense 105,107 98,622

General and administrative expense 56,128 53,115

Other income and expense, net (9,082) (6,765)

Core NOI 669,186 613,235

Non-Same-Home Core NOI 93,967 63,278

Same-Home Core NOI $ 575,219 $ 549,957

The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the nine months ended September 30, 2023 and 2022 (amounts in thousands):

For the Nine Months Ended September 30, 2023

Properties (1)

Revenue Non-Same-

Home and Other

Properties % of Core

Revenue Total

Properties % of Core

Rents from single-family properties $ 887,363 $ 152,709 $ 1,040,072

Fees from single-family properties 19,165 3,697 22,862

Bad debt (11,353) (3,682) (15,035)

Core revenues 895,175 152,724 1,047,899

Property tax expense 154,709 17.2 % 25,503 16.8 % 180,212 17.1 %

HOA fees, net (2)

16,287 1.8 % 2,818 1.8 % 19,105 1.8 %

R&M and turnover costs, net (2)

69,494 7.8 % 13,328 8.7 % 82,822 7.9 %

Insurance 11,261 1.3 % 1,951 1.3 % 13,212 1.3 %

Property management expenses, net (3)

68,205 7.6 % 15,157 9.9 % 83,362 8.0 %

Core property operating expenses 319,956 35.7 % 58,757 38.5 % 378,713 36.1 %

Core NOI $ 575,219 64.3 % $ 93,967 61.5 % $ 669,186 63.9 %

For the Nine Months Ended September 30, 2022

Properties (1)

Revenue Non-Same-

Home and Other

Properties % of Core

Revenue Total

Properties % of Core

Rents from single-family properties $ 829,690 $ 113,500 $ 943,190

Fees from single-family properties 16,740 3,268 20,008

Bad debt (7,766) (3,247) (11,013)

Core revenues 838,664 113,521 952,185

Property tax expense 136,856 16.3 % 20,435 18.0 % 157,291 16.5 %

HOA fees, net (2)

15,427 1.8 % 2,462 2.2 % 17,889 1.9 %

R&M and turnover costs, net (2)

63,683 7.6 % 12,653 11.1 % 76,336 8.0 %

Insurance 9,156 1.1 % 1,333 1.2 % 10,489 1.1 %

Property management expenses, net (3)

63,585 7.6 % 13,360 11.8 % 76,945 8.1 %

Core property operating expenses 288,707 34.4 % 50,243 44.3 % 338,950 35.6 %

Core NOI $ 549,957 65.6 % $ 63,278 55.7 % $ 613,235 64.4 %

(1) Includes 49,643 properties that have been stabilized longer than 90 days prior to January 1, 2022.

(2) Presented net of tenant charge-backs.

(3) Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.

Rents and Other Single-Family Property Revenues

Rents and other single-family property revenues increased 9.5% to $1.2 billion for the nine months ended September 30, 2023 from $1.1 billion for the nine months ended September 30, 2022.

Revenue growth was driven by higher rental rates and an increase in our average occupied portfolio which grew to 55,901 homes for the nine months ended September 30, 2023, compared to 54,658 homes for the nine months ended September 30, 2022.

Property Operating Expenses

Property operating expenses increased 10.0% to $456.7 million for the nine months ended September 30, 2023 from $415.0 million for the nine months ended September 30, 2022.

Property operating expenses increased 6.0% to $155.9 million for the three months ended March 31, 2024 from $147.1 million for the three months ended March 31, 2023.

This increase was primarily attributable to increased property tax expense from anticipated 2024 property tax assessments and inflationary increases in R&M and turnover costs and insurance costs.

Property Management Expenses

Property management expenses for the nine months ended September 30, 2023 and 2022 were $92.3 million and $84.5 million, respectively, which included $3.2 million and $3.1 million, respectively, of noncash share-based compensation expense in each period related to centralized and field property management employees.

The increase in property management expenses was primarily attributable to an increase in personnel related expenses as well as other inflationary increases.

Property management expenses for the three months ended March 31, 2024 and 2023 were $31.4 million and $30.8 million, respectively, which included $1.4 million and $1.1 million, respectively, of noncash share-based compensation expense in each period

related to centralized and field property management employees.

The increase in property management expenses was primarily attributable to an increase in noncash share-based compensation expense and other inflationary increases.

Core Revenues from Same-Home Properties

Core revenues from Same-Home properties increased 6.7% to $895.2 million for the nine months ended September 30, 2023 from $838.7 million for the nine months ended September 30, 2022.

This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 7.3% to $2,049 per month for the nine months ended September 30, 2023 compared to $1,910 per month for the nine months ended September 30, 2022, partially offset by a decrease in Average Occupied Days Percentage, which was 96.9% for the nine months ended September 30, 2023 compared to 97.2% for the nine months ended September 30, 2022.

Core revenues from Same-Home properties increased 5.3% to $334.1 million for the three months ended March 31, 2024 from $317.4 million for the three months ended March 31, 2023.

This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 5.9% to $2,147 per month for the three months ended March 31, 2024 compared to $2,027 per month for the three months ended March 31, 2023, partially offset by a decrease in Average Occupied Days Percentage, which was 96.2% for the three months ended March 31, 2024 compared to 97.2% for the three months ended March 31, 2023.

Core Property Operating Expenses from Same-Home Properties

Core property operating expenses from Same-Home properties increased 10.8% to $320.0 million for the nine months ended September 30, 2023 from $288.7 million for the nine months ended September 30, 2022 primarily driven by increased property tax expense from anticipated 2023 property tax assessments and timing of prior year property tax accruals as well as inflationary increases in R&M and turnover costs, net and property management expenses, net.

Core property operating expenses from Same-Home properties increased 5.9% to $114.8 million for the three months ended March 31, 2024 from $108.4 million for the three months ended March 31, 2023 primarily driven by increased property tax expense from anticipated 2024 property tax assessments and inflationary increases in R&M and turnover costs, net and insurance costs.

General and Administrative Expense

General and administrative expense for the nine months ended September 30, 2023 and 2022 was $56.1 million and $53.1 million, respectively, which included $13.9 million and $13.4 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees.

The increase in general and administrative expense was primarily related to the timing of increased personnel and information technology costs to support growth in our business as well as other inflationary increases.

General and administrative expense for the three months ended March 31, 2024 and 2023 was $21.9 million and $17.9 million, respectively, which included $6.8 million and $3.7 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees.

The increase in general and administrative expense was primarily related to an increase in noncash share-based compensation expense as well as an increase in personnel related expenses.

Interest Expense

Interest expense increased 6.6% to $105.1 million for the nine months ended September 30, 2023 from $98.6 million for the nine months ended September 30, 2022.

This increase was primarily due to additional interest from the issuances of the 2032 and 2052 unsecured senior notes in April 2022, partially offset by additional capitalized interest during the nine months ended September 30, 2023 related to an increase in development activities under our AMH Development Program.

Interest expense increased 7.5% to $38.6 million for the three months ended March 31, 2024 from $35.9 million for the three months ended March 31, 2023.

The increase was primarily due to additional interest from the issuance of the 2034 Notes (defined below), partially offset by lower interest expense resulting from the payoff of the AMH 2014-SFR2 securitization in February 2024 and additional capitalized interest from development activities under our AMH Development Program during the three months ended March 31, 2024.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs for the nine months ended September 30, 2023 and 2022 were $12.7 million and $18.1 million, respectively, which included $3.7 million and $7.2 million, respectively, of noncash share-based compensation expense in each period related to employees in these functions.

The decrease in acquisition and other transaction costs was primarily due to lower noncash share-based compensation expense as well as a decrease in personnel costs due to fewer planned transactions through our traditional acquisition channel during the nine months ended September 30, 2023.

Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization.

Acquisition and other transaction costs for the three months ended March 31, 2024 and 2023 were $3.3 million and $5.1 million, respectively, which included $1.6 million and $1.0 million, respectively, of noncash share-based compensation expense related to employees in these functions.

The decrease in acquisition and other transaction costs was primarily due to a decrease in personnel costs as a result of fewer planned transactions through our traditional acquisition channel during the three months ended March 31, 2024.

Depreciation and Amortization

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Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life.

Depreciation and amortization expense increased 8.6% to $340.8 million for the

nine months ended September 30, 2023 from $313.7 million for the nine months ended September 30, 2022 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.

Hurricane-Related Charges, net

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 nine months ended September 30, 2022, the Company recognized $8.4 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by $2.3 million of related insurance claims.

Depreciation and amortization expense increased 2.7% to $115.7 million for the three months ended March 31, 2024 from $112.7 million for the three months ended March 31, 2023 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.

Gain on Sale and Impairment of Single-Family Properties and Other, net

Gain on sale and impairment of single-family properties and other, net for the nine months ended September 30, 2023 and 2022 was $180.8 million and $79.1 million, respectively, which included $1.1 million and $1.3 million, respectively, of impairment charges related to homes classified as held for sale during each period.

The increase was primarily related to higher net gains on property sales resulting from an increase in properties sold.

Gain on sale and impairment of single-family properties and other, net for the three months ended March 31, 2024 and 2023 was $68.9 million and $84.7 million, respectively, which included $0.9 million and $0.4 million, respectively, of impairment charges related to

homes classified as held for sale during each period.

The decrease was primarily related to lower net gains on property sales resulting from fewer properties sold.

Loss on Early Extinguishment of Debt

Loss on early extinguishment of debt for the three months ended March 31, 2024 was $1.0 million as a result of the payoff of the AMH 2014-SFR2 securitization in February 2024, compared to zero for the three months ended March 31, 2023.

Other Income and Expense, net

Other income and expense, net for the nine months ended September 30, 2023 and 2022 was $9.1 million and $6.8 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.

Other income and expense, net for the three months ended March 31, 2024 and 2023 was $3.4 million and $4.7 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.

Critical Accounting Estimates

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Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the 2023 Annual Report.

There have been no material changes to these estimates during the nine months ended September 30, 2023.

There have been no material changes to these estimates during the three months ended March 31, 2024.

Recent Accounting Pronouncements

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We expect to meet our operating liquidity requirements and our dividend distributions generally through cash on hand and cash provided by operations.

For our acquisition and development expenditures, we expect to supplement these sources through the issuance of equity securities, including under our June 2023 At-the-Market Program described below, borrowings under our credit facility, issuances of unsecured senior notes, and proceeds from sales of single-family properties.

For our acquisition and development expenditures, we expect to supplement these sources through the issuance of equity securities, including under our 2023 At-the-Market Program described below, borrowings under our credit facility, issuances of unsecured senior notes, and proceeds from sales of single-family properties.

However, our real estate assets are illiquid in nature.

A timely liquidation of assets might not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing alternatives including drawing on our revolving credit facility.

Our liquidity and capital resources as of September 30, 2023 included cash and cash equivalents of $69.5 million.

Additionally, as of September 30, 2023, we had no outstanding borrowings and $2.7 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.25 billion of remaining borrowing capacity.

Under our June 2023 At-the-Market Program discussed below, we also had $1.0 billion remaining available for future share issuances as of September 30, 2023.

Our liquidity and capital resources as of March 31, 2024 included cash and cash equivalents of $124.8 million.

Additionally, as of March 31, 2024, we had no outstanding borrowings and $2.7 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.25 billion of remaining borrowing capacity.

During the three months ended March 31, 2024, the Company issued $600.0 million of 5.500% unsecured senior notes due 2034 (the “2034 Notes”), raising net proceeds of $595.5 million, and issued additional shares under its 2023 At-the-Market Program, raising $33.7 million in gross proceeds with $864.3 million remaining available for future share issuances as of March 31, 2024.

As of March 31, 2024, the Company also had estimated net proceeds of $108.6 million available from future settlement of the March 2024 Forward Sale Agreement under its 2023 At-the-Market Program (described below).

We maintain an investment grade credit rating which provides for greater availability of and lower cost of debt financing.

Uses of Capital

Our expected material cash requirements over the next twelve months consist of (i) contractually obligated expenditures, including payments of principal and interest, (ii) other essential expenditures, including property operating expenses, HOA fees (as applicable), real estate taxes, maintenance capital expenditures, general and administrative expenses and dividends on our equity securities including those paid in accordance with REIT distribution requirements, and (iii) opportunistic expenditures, including to pay for the acquisition, development and renovation of our properties and repurchases of our securities.

With respect to our contractually obligated expenditures, our cash requirements within the next twelve months include accounts payable and accrued expenses, interest payments on debt obligations, principal amortization on our asset-backed securitizations, operating lease obligations and purchase commitments to acquire single-family properties and land for our AMH Development Program.

including those paid in accordance with REIT distribution requirements, and (iii) opportunistic expenditures, including to pay for the acquisition, development and renovation of our properties and repurchases of our securities.

With respect to our contractually obligated expenditures, our cash requirements within the next twelve months include accounts payable and accrued expenses, interest payments on debt obligations, principal amortization on our asset-backed securitizations, the repayment of our AMH 2014-SFR3 asset-backed securitization, operating lease obligations and purchase commitments to acquire single-family properties and land for our AMH Development Program.

During the three months ended March 31, 2024, the Company repaid all amounts due under the AMH 2014-SFR2 securitization.

Except as described in Note 8.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the 2023 Annual Report.

The following table summarizes the Company’s and the Operating Partnership’s cash flows for the nine months ended September 30, 2023 and 2022 (amounts in thousands):

For the Nine Months Ended

September 30,

The following table summarizes the Company’s and the Operating Partnership’s cash flows for the three months ended March 31, 2024 and 2023 (amounts in thousands):

For the Three Months Ended

2024 2023 Change

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Our cash flows provided by operating activities, which is our principal source of cash flows, depend on numerous factors, including the occupancy level of our properties, the rental rates achieved on our leases, the collection of rent from our tenants and the level of property operating expenses, property management expenses and general and administrative expenses.

Net cash provided by operating activities increased $26.6 million, or 4.5%, from $596.8 million for the nine months ended September 30, 2022 to $623.4 million for the nine months ended September 30, 2023 primarily due to increased cash inflows generated from higher rental rates and a larger number of occupied properties, partially offset by higher cash outflows for property related expenses as a result of inflationary increases.

Net cash provided by operating activities increased $1.3 million, or 0.7%, from $200.5 million for the three months ended March 31, 2023 to $201.8 million for the three months ended March 31, 2024 as a result of increased cash inflows generated from higher rental rates, partially offset by higher cash outflows for property related expenses as a result of inflationary increases as well as changes in working capital primarily related to the timing of payments for prepaid expenses and other assets.

Investing Activities

Net cash used for investing activities decreased $802.3 million, or 63.3%, from $1.3 billion for the nine months ended September 30, 2022 to $465.3 million for the nine months ended September 30, 2023.

Our investing activities are most significantly impacted by the level of investment activity through traditional acquisition channels, the development of “built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties through our National Builder Program.

Cash outflows for the addition of single-family properties to our portfolio through these channels decreased $569.8 million during the nine months ended September 30, 2023 primarily due to a strategic scale back in the acquisition of single-family properties through our National Builder Program and traditional acquisition channel during the nine months ended September 30, 2023 as the housing market adjusts to the current macroeconomic environment.

Homes acquired through our traditional acquisition channel require additional expenditures to prepare them for rental, and cash outflows for renovations to single-family properties decreased $56.7 million primarily as a result of a decreased volume of properties that underwent initial or property-enhancing renovations during the nine months ended September 30, 2023.

The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per-home basis in the future.

We use cash generated from operating and financing activities and by recycling capital through the sale of single-family properties to invest in the strategic expansion of our single-family property portfolio.

Net proceeds received from the sale of single-family properties and other increased $221.0 million as a result of an increased volume of properties sold during the nine months ended September 30, 2023.

In addition, cash paid for deposits on land option contracts decreased $9.5 million and cash outflows for other investing activities decreased $5.0 million during the nine months ended September 30, 2023.

These changes were partially offset by (i) a $33.4 million reduction in collections on notes receivables related to property sales, (ii) a $19.0 million reduction in net cash inflows from unconsolidated joint ventures due to the timing of contributions

and distributions to and from our unconsolidated joint ventures, and (iii) a $7.6 million increase in recurring and other capital expenditures for single-family properties primarily due to inflationary increases in costs.

We anticipate beginning to grow in these acquisition channels when the housing and capital markets stabilize.

The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per-home basis in the future.

Net cash used for investing activities decreased $4.8 million, or 6.5%, from $72.9 million for the three months ended March 31, 2023 to $68.1 million for the three months ended March 31, 2024.

Cash outflows for the addition of single-family properties to our portfolio, primarily for our AMH Development Program, decreased $7.3 million during the three months ended March 31, 2024 as a result of the timing of development-related payments and certain cash outflows to a land banking entity being recognized as a financing activity during the three months ended March 31, 2024.

In addition, (i) we received $25.7 million in cash proceeds for our AMH 2014-SFR2 Class F asset-backed securitization certificates, (ii) cash outflows for recurring and other capital expenditures for single-family properties decreased $7.9 million and (iii) cash outflows for other investing activities decreased $6.3 million primarily due to a nonrecurring investment in a residential-focused proptech company during the three months ended March 31, 2023.

These changes were partially offset by (i) a decrease of $28.4 million in net proceeds received from the sale of single-family properties and other as a result of a decreased volume of properties sold during the three months ended March 31, 2024, (ii) an $11.9 million net reduction in net cash inflows from unconsolidated joint ventures due to the timing of contributions and distributions to and from our unconsolidated joint ventures and (iii) a $2.1 million increase in cash outflows for renovations to single-family properties.

Financing Activities

Net cash used for financing activities was $133.4 million for the nine months ended September 30, 2023 compared to net cash provided by financing activities of $736.8 million for the nine months ended September 30, 2022.

This change of $870.2 million was primarily due to (i) an $868.6 million reduction in proceeds from unsecured senior notes, net of discount and deferred financing costs, (ii) a $262.9 million reduction in proceeds from the issuance of Class A common shares, net of offering costs, (iii) a $60.2 million decrease in proceeds from liabilities related to consolidated land not owned, and (iv) a $57.1 million increase in distributions paid to common share and unit holders resulting from a 22% increase in distributions paid per common share and unit.

These changes were partially offset by (i) a $220.0 million reduction in net cash outflows to pay down our revolving credit facility, (ii) a nonrecurring $155.0 million cash outflow for the redemption of the Series F perpetual preferred shares during the nine months ended September 30, 2022 and (iii) a $3.1 million reduction in distributions to preferred shareholders as a result of the redemption of our Series F perpetual preferred shares during the nine months ended September 30, 2022.

Class A Common Share Offering

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

In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “January 2022 Forward Sale Agreements”) for these 13,000,000 shares which were accounted for in equity.

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 January 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 January 2022 Forward Sale Agreements, receiving net proceeds of $298.4 million, which it used to repay indebtedness under its revolving credit facility and for general corporate purposes.

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

Net cash used for financing activities was $72.2 million for the three months ended March 31, 2024 compared to net cash provided by financing activities of $63.3 million for the three months ended March 31, 2023.

This $135.5 million change in financing activities was primarily due to (i) a $459.4 million increase in payments on asset-backed securitization resulting from the payoff of the AMH 2014-SFR2 securitization during the three months ended March 31, 2024, (ii) a $265.2 million reduction in proceeds from the issuance of Class A common shares, net of offering costs, (iii) $24.2 million of payments to a land banking entity related to liabilities to repurchase consolidated land not owned for our AMH Development Program during the three months ended March 31, 2024 and (iv) an $18.2 million increase in distributions paid to common share and unit holders resulting from an 18% increase in distributions paid per common share and unit.

These changes were partially offset by (i) a $594.1 million increase in proceeds from unsecured senior notes, net of discount and deferred financing costs paid, from the issuance of the 2034 Notes during the three months ended March 31, 2024 and (ii) a $40.0 million reduction in net cash outflows to pay down our revolving credit facility.

Early Extinguishment of Debt

During the first quarter of 2024, the Operating Partnership paid off the $460.6 million outstanding principal on the AMH 2014-SFR2 securitization, which resulted in $1.0 million of charges related to the write-off of unamortized deferred financing costs and related legal fees and included in loss on early extinguishment of debt within the condensed consolidated statements of operations.

The payoff of the AMH 2014-SFR2 securitization also resulted in the release of the 4,516 homes pledged as collateral and $10.3 million of cash restricted for lender requirements.

The Company received $25.7 million from the payoff for its investment in the AMH 2014-SFR2 Class F asset-backed securitization certificates that were issued by the Operating Partnership and acquired by the Company in 2014 as part of the AMH 2014-SFR2 securitization debt offering.

The Class F certificates were recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership prior to the payoff.

Unsecured Senior Notes

During the first quarter of 2024, the Operating Partnership issued the 2034 Notes, which carry a green bond designation and were issued under the Company’s green finance framework.

Interest on the 2034 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 this offering, after underwriting fees of $3.9 million and a $0.6 million discount, and before offering costs of $1.3 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 used the net proceeds primarily to repay outstanding indebtedness, including the payoff of the AMH 2014-SFR2 securitization.

The 2034 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 2034 Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indenture.

If the 2034 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 2034 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

At-the-Market Common Share Offering 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 “June 2023 At-the-Market Program”).

The June 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 June 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 June 2023 At-the-Market Program may be suspended or terminated by the Company at any time.

As of September 30, 2023, no shares have been issued under the June 2023 At-the-Market Program and $1.0 billion remained available for future share issuances.

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 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 three months ended March 31, 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 approximately $0.5 million.

As of March 31, 2024, 3,732,429 shares have been issued under the 2023 At-the-Market Program and $864.3 million remained available for future share issuances.

During the first quarter of 2024, the Company entered into a forward sale agreement with the forward purchaser (the “March 2024 Forward Sale Agreement”), which is accounted for in equity, to offer 2,987,024 Class A common shares on a forward basis under its 2023 At-the-Market Program at the request of the Company by the forward seller.

The Company expects to physically settle the March 2024 Forward Sale Agreement by the delivery of the Class A common shares and receive proceeds by February 28, 2025, although the Company has the right to elect settlement prior to that time subject to certain conditions.

Although the Company expects to physically settle, the March 2024 Forward Sale Agreement allows the Company to cash or net-share settle all or a portion of its obligations.

If the Company elects to cash or net share settle the March 2024 Forward Sale Agreement, the Company may not receive any proceeds, and may owe cash or Class A common shares to the forward purchaser in certain circumstances.

The March 2024 Forward Sale Agreement is subject to early termination or settlement under certain circumstances.

As of March 31, 2024, the Company has estimated net proceeds of approximately $108.6 million available from future settlement under the March 2024 Forward Sale Agreement, subject to adjustment in accordance with the forward sale transaction.

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 nine months ended September 30, 2023 and 2022, we did not repurchase and retire any of our Class A common shares or preferred shares.

As of September 30, 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.

During the three months ended March 31, 2024 and 2023, we did not repurchase and retire any of our Class A common shares or preferred shares.

As of March 31, 2024, 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.

Distributions

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The Operating Partnership funds the payment of distributions.

As of December 31, 2022, AMH had a net operating loss (“NOL”) for U.S.

federal income tax purposes of $11.8 million.

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.

During the nine months ended September 30, 2023 and 2022, the Company distributed an aggregate $283.8 million and $229.9 million, respectively, to common shareholders, preferred shareholders and noncontrolling interests on a cash basis.

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.

During the three months ended March 31, 2024 and 2023, the Company distributed an aggregate $112.7 million and $94.6 million, respectively, to common shareholders, preferred shareholders and noncontrolling interests on a cash basis.

Additional Non-GAAP Measures

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We compute this metric by adjusting Core FFO attributable to common share and unit holders for (1) Recurring Capital Expenditures that are necessary to help preserve the value and maintain functionality of our properties and (2) capitalized leasing costs incurred during the period.

As a portion of our homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale.

As a portion of our homes are recently developed, acquired and/or renovated, we estimate

Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale.

We present FFO attributable to common share and unit holders because we consider this metric to be an important measure of the performance of real estate companies, as do many investors and analysts in evaluating the Company.

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Because other REITs may not compute these measures in the same manner, they may not be comparable among REITs.

The following is a reconciliation of the Company’s net income attributable to common shareholders, determined in accordance with GAAP, to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the three and nine months ended September 30, 2023 and 2022 (amounts in thousands):

The following is a reconciliation of the Company’s net income attributable to common shareholders, determined in accordance with GAAP, to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the three months ended March 31, 2024 and 2023 (amounts in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2023 2022 2023 2022

Net income attributable to common shareholders $ 109,289 $ 117,465

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Noncash share-based compensation - property management 1,444 1,066

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

Redemption of perpetual preferred shares — — — 5,276

Loss on early extinguishment of debt 954 —

Core FFO attributable to common share and unit holders (1)

13 unchanged sentences

We believe these metrics provide useful information to investors because they exclude the impact of various income and expense items that are not indicative of operating performance.

The following is a reconciliation of net income, as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAre and Fully Adjusted EBITDAre for the three and nine months ended September 30, 2023 and 2022 (amounts in thousands):

believe these metrics provide useful information to investors because they exclude the impact of various income and expense items that are not indicative of operating performance.

The following is a reconciliation of net income, as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAre and Fully Adjusted EBITDAre for the three months ended March 31, 2024 and 2023 (amounts in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2023 2022 2023 2022

Net income $ 128,095 $ 137,699

8 unchanged sentences

Acquisition, other transaction costs and other 3,324 5,076

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

Loss on early extinguishment of debt 954 —

Adjusted EBITDAre $ 227,655 $ 212,034

3 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis