Item 9A. Controls and Procedures
ITEM 9A. CONTROLS AND PROCEDURES
American Homes 4 Rent
Evaluation of Disclosure Controls and Procedures
As of December 31, 2024, the Company performed an evaluation, under the supervision of the Company’s CEO and CFO, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended. These controls and procedures have been designed to ensure that information required for disclosure is recorded, processed, summarized and reported within the requisite time periods and that such information is accumulated and communicated to its management. Based on the Company’s evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2024.
Changes in Internal Controls over Financial Reporting
There have been no changes to the Company’s internal controls over financial reporting that occurred during the Company’s last fiscal quarter of the year ended December 31, 2024, that materially affected, or were reasonably likely to materially affect, the Company’s internal control over financial reporting.
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Management’s Report on Internal Control over Financial Reporting
The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of the Company’s financial reporting for external purposes in accordance with GAAP. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect the Company’s transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of our financial statements; providing reasonable assurance that receipts and expenditures of Company assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of Company assets that could have a material effect on our financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting based on the 2013 framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2024.
Ernst & Young LLP, an independent registered public accounting firm that audited the Company’s consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on the Company’s internal control over financial reporting as of December 31, 2024, which is presented at the end of this “Item 9A. Controls and Procedures.”
American Homes 4 Rent, L.P.
Evaluation of Disclosure Controls and Procedures
As of December 31, 2024, the Operating Partnership performed an evaluation, under the supervision of the general partner’s CEO and CFO, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended. These controls and procedures have been designed to ensure that information required for disclosure is recorded, processed, summarized and reported within the requisite time periods and that such information is accumulated and communicated to its management. Based on the Operating Partnership’s evaluation, the general partner’s CEO and CFO concluded that the Operating Partnership’s disclosure controls and procedures were effective as of December 31, 2024.
43
Changes in Internal Controls over Financial Reporting
There have been no changes to the Operating Partnership’s internal controls over financial reporting that occurred during the Operating Partnership’s last fiscal quarter of the year ended December 31, 2024, that materially affected, or were reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Management’s Report on Internal Control over Financial Reporting
The Operating Partnership’s management is responsible for establishing and maintaining adequate internal control over financial reporting for the Operating Partnership. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of the Operating Partnership’s financial reporting for external purposes in accordance with GAAP. Internal control over financial reporting includes maintaining records that in reasonable detail accurately and fairly reflect the Operating Partnership’s transactions; providing reasonable assurance that transactions are recorded as necessary for preparation of the Operating Partnership’s financial statements; providing reasonable assurance that receipts and expenditures of the Operating Partnership’s assets are made in accordance with management authorization; and providing reasonable assurance that unauthorized acquisition, use or disposition of the Operating Partnership’s assets that could have a material effect on the Operating Partnership’s financial statements would be prevented or detected on a timely basis. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of the Operating Partnership’s financial statements would be prevented or detected.
Management conducted an evaluation of the effectiveness of the Operating Partnership’s internal control over financial reporting based on the 2013 framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that the Operating Partnership’s internal control over financial reporting was effective as of December 31, 2024.
44
Report of Independent Registered Public Accounting Firm
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, 2024, 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 respects, effective internal control over financial reporting as of December 31, 2024, 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, 2024 and 2023, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 21, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Los Angeles, California
February 21, 2025
45
ITEM 9B. OTHER INFORMATION
During the three months ended December 31, 2024, 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.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
46
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this item with respect to trustees, executive officers and, to the extent applicable, Section 16(a) compliance will be included in the Company’s definitive proxy statement for the 2025 Annual Meeting to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024 (the “2025 Proxy Statement”) and is incorporated herein by reference.
The information required by this item with respect to the nominating process, the audit committee and the audit committee financial expert will be included in the 2025 Proxy Statement and is incorporated herein by reference.
The information required by this item with respect to a code of ethics and insider trading arrangements and policies will be included in the 2025 Proxy Statement and is incorporated herein by reference. Any amendments to or waivers of the code of ethics granted to the Company’s executive officers or the controller will be published promptly on our website or by other appropriate means in accordance with SEC rules and regulations.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this item will be included in the 2025 Proxy Statement and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by this item, other than the table below, will be included in the 2025 Proxy Statement and is incorporated herein by reference.
The following table sets forth information as of December 31, 2024 for the Company’s equity compensation plan:
Plan Category Number of securities to
be issued upon exercise
of outstanding options,
warrants and rights
(a) Weighted-average
exercise price of
outstanding options,
warrants and rights
(b) Number of securities remaining
available for future issuance
under equity compensation
plans (excluding securities
reflected in column (a))
(c)
Equity compensation plans approved by security holders (1)
2,871,640 (2)
$ 19.83 (3)
9,579,228 (4)
Equity compensation plans not approved by security holders — $ — —
(1) The Company’s equity compensation plans, the 2012 Equity Incentive Plan and the 2021 Equity Incentive Plan (collectively, the “Plans”), and the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), are described more fully in Note 10. Share-Based Compensation to the consolidated financial statements included as a separate section in Part IV, “Item 15. Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K. The Plans and the 2021 ESPP were approved by the Company’s shareholders.
(2) Includes restricted share units granted under the Plans, which, subject to vesting requirements, will convert in the future to common stock on a one-for-one basis. Also includes the maximum number of shares that may be issued upon settlement of outstanding performance-based restricted share units.
(3) Excludes restricted share units and performance-based restricted share units.
(4) As of December 31, 2024, 6,909,819 shares and 2,669,409 shares are remaining available for future issuances under the Plans and the 2021 ESPP, respectively.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this item will be included in the 2025 Proxy Statement and is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this item will be included in the 2025 Proxy Statement and is incorporated herein by reference.
47
PART IV
ITEM 15. EXHIBIT AND FINANCIAL STATEMENT SCHEDULES
(a) (1) and (2) Financial Statements and Financial Statement Schedules
The financial statements and financial statement schedule required by this item are included as a separate section of this Annual Report on Form 10-K beginning on page F-1.
Page
Reports of Independent Registered Public Accounting Firm (PCAOB ID 000 42 )
F- 1
Audited Consolidated Financial Statements:
American Homes 4 Rent
Consolidated Balance Sheets as of December 31, 202 4 and 202 3
F- 5
Consolidated Statements of Operations for the Years Ended December 31, 202 4 , 202 3 and 202 2
F- 6
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 202 4 , 202 3 and 20 2 2
F- 7
Consolidated Statements of Equity for the Years Ended December 31, 202 4 , 202 3 and 202 2
F- 8
Consolidated Statements of Cash Flows for the Years Ended December 31, 202 4 , 202 3 and 20 2 2
F- 10
American Homes 4 Rent, L.P.
Consolidated Balance Sheets as of December 31, 202 4 and 20 23
F- 12
Consolidated Statements of Operations for the Years Ended December 31, 202 4 , 202 3 and 20 22
F- 13
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 202 4 , 202 3 and 202 2
F- 14
Consolidated Statements of Capital for the Years Ended December 31, 202 4 , 202 3 and 202 2
F- 15
Consolidated Statements of Cash Flows for the Years Ended December 31, 202 4 , 202 3 and 202 2
F- 17
Notes to Consolidated Financial Statements
F- 19
Schedule III—Real Estate and Accumulated Depreciation as of December 31, 202 4
F- 50
All other schedules are omitted because they are either not required, are not applicable, or the information is included in the consolidated financial statements and notes thereto.
(a) (3) Exhibits
Exhibit
Number Exhibit Document
3.1 Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
3.2 First Articles of Amendment to Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.2 to Amendment No. 2 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed July 19, 2013.)
3.3 Articles Supplementary for American Homes 4 Rent 5.875% Series G Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed July 12, 2017.)
3.4 Articles Supplementary for American Homes 4 Rent 6.25% Series H Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed September 14, 2018.)
3.5 Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed March 10, 2020.)
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, 2023.)
4.1 Indenture, dated as of February 7, 2018, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed February 7, 2018.)
4.2 First Supplemental Indenture, dated as of February 7, 2018, among American Homes 4 Rent, L.P., American Residential Properties OP, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed February 7, 2018.)
4.3 Form of Global Note representing the Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed February 7, 2018.)
48
Exhibit
Number Exhibit Document
4.4 Second Supplemental Indenture, dated as of January 23, 2019, among American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed January 23, 2019.)
4.5 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.)
4.6 Description of Securities (Incorporated by reference to Exhibit 4.7 to the Company’s Annual Report on Form 10-K filed February 24, 2023.)
4.7 Third Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed July 8, 2021.)
4.8 Form of Global Note representing the 2031 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed July 8, 2021.)
4.9 Fourth Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed July 8, 2021.)
4.10 Form of Global Note representing the 2051 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed July 8, 2021.)
4.11 Fifth Supplemental Indenture, dated as of April 7, 2022, between American Homes 4 Rent, L.P. and U.S. Bank, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
4.12 Form of Global Note representing the 2032 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
4.13 Sixth Supplemental Indenture, dated as of April 7, 2022, between American Homes 4 Rent, L.P. and U.S. Bank, National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
4.14 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.)
4.15 Seventh Supplemental Indenture, dated as of January 30, 2024, among American Homes 4 Rent, L.P. and U.S. 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.)
4.16 Form of Global Note representing the 2034 Notes I (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January 30, 2024.)
4.17 Eighth Supplemental Indenture, dated as of June 26, 2024, between American Homes 4 Rent, L.P. and U.S. 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 June 26, 2024.)
4.18 Form of Global Note representing the 2034 Notes II (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed June 26, 2024.)
4.19 Ninth Supplemental Indenture, dated as of December 9 , 2024, between American Homes 4 Rent, L.P. and U.S. 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 December 9 , 2024.)
4.20 Form of Global Note representing the 203 5 Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed December 9 , 2024.)
10.1 Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.1 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
10.2 First Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.2 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
10.3 Amended and Restated Second Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.3 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
10.4 Third Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.4 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
10.5 Fourth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.5 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
49
Exhibit
Number Exhibit Document
10.6 Fifth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.6 to Post-Effective Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-191015) filed October 25, 2013.)
10.7 Sixth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.7 to Post-Effective Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-192592) filed December 27, 2013.)
10.8 Seventh Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.8 to Post-Effective Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-195575) filed May 1, 2014.)
10.9 Eighth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed September 25, 2014.)
10.10 Ninth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.39 to the Company's Annual Report on Form 10-K filed March 2, 2015.)
10.11 Tenth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.41 to the Company's Annual Report on Form 10-K filed February 26, 2016.)
10.12 Eleventh Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed May 17, 2016.)
10.13 Twelfth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed June 22, 2016.)
10.14 Thirteenth Amendment to Agreement of Limited Partnership of American Homes 4 Rents, L.P. (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed April 21, 2017.)
10.15 Fourteenth Amendment to Agreement of Limited Partnership of American Homes 4 Rents, L.P. (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed July 12, 2017.)
10.16 Fifteenth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed September 14, 2018.)
10.17 Sixteenth Amendment to Agreement of Limited Partnership of American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K filed February 22, 2019.)
10.18 Loan Agreement dated as of March 6, 2015 between AMH 2015-1 Borrower, LLC, as Borrower and Goldman Sachs Mortgage Company, as Lender (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed March 11, 2015.)
10.19 Loan Agreement dated as of September 22, 2015 between AMH 2015-2 Borrower, LLC, as Borrower and Goldman Sachs Mortgage Company, as Lender (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed September 23, 2015.)
10.20 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.)
10.21 † Amended and Restated American Homes 4 Rent 2012 Equity Incentive Plan (Incorporated by reference to Exhibit 10.26 to the Company’s Annual Report on Form 10-K filed February 24, 2017.)
10.22 † Form of Nonqualified Share Option Agreement (Incorporated by reference to Exhibit 10.18 to Amendment No. 1 to the Company's Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
10.23 † American Homes 4 Rent 2021 Equity Incentive Plan (Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed August 6, 2021.)
10.24 † Form of Restricted Share Unit Agreement – Retention (2021) (Incorporated by reference to Exhibit 10.29 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)
10.25 † Form of Restricted Share Unit Agreement – Time-Vesting for Vice Presidents and Above (2021) (Incorporated by reference to Exhibit 10.30 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)
10.26 † Form of Restricted Share Unit Agreement – Performance-Vesting for Vice Presidents and Above (2021) (Incorporated by reference to Exhibit 10.31 to the Company’s Annual Report on Form 10-K filed February 25, 2022.)
10.27 † 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.)
10.28 † 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.)
50
Exhibit
Number Exhibit Document
10.29 † 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.)
10.30 † Form of Indemnification Agreement with Trustees and Executive Officers. (Incorporated by reference to Exhibit 10.33 to the Company’s Annual Report on Form 10-K filed February 23, 2024.)
10.31 † Form of Retirement and Award Agreement between American Homes 4 Rent and David P. Singelyn. (Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed May 3, 2024.)
10.32 † Form of Restricted Share Unit Agreement – Performance-Vesting for Executives (2024). Filed herewith.
10.33 † Form of Severance and Change of Control Letter Agreement. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed February 15, 2022.)
10.34 Credit Agreement, dated July 16, 2024, 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 July 19, 2024.)
19.1 Policy on Inside Information and Insider Trading. Filed herewith.
21.1 List of Subsidiaries of American Homes 4 Rent and American Homes 4 Rent, L.P. Filed herewith.
23.1 Consent of independent registered public accounting firm of American Homes 4 Rent and American Homes 4 Rent, L.P. Filed herewith.
24.1 Power of Attorney (included on the signature page of this Form 10-K). Filed herewith.
31.1 Certification of Chief Executive Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
31.2 Certification of Chief Financial Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
31.3 Certification of Chief Executive Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
31.4 Certification of Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
32.1 Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent pursuant to 18 U.S.C. 1350. Filed herewith.
32.2 Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to 18 U.S.C. 1350. Filed herewith.
97.1 Policy Relating to Recovery of Erroneously Awarded Compensation. (Incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K filed February 23, 2024.)
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.
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Label Linkbase Document
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
_______________________________________________________________________________
† Indicates management contract or compensatory plan
ITEM 16. FORM 10-K SUMMARY
None.
51
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 21, 2025.
AMERICAN HOMES 4 RENT
By: /s/ BRYAN SMITH
Bryan Smith, Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 21, 2025 by the following persons on behalf of the registrant and in the capacities indicated.
By: /s/ BRYAN SMITH
Bryan Smith
Chief Executive Officer and Trustee
(Principal Executive Officer)
By: /s/ CHRIS LAU
Chris Lau
Chief Financial Officer and Senior Executive Vice President
(Principal Financial Officer)
By: /s/ BRIAN REITZ
Brian Reitz
Executive Vice President, Chief Accounting Officer
(Principal Accounting Officer)
By: /s/ DOUGLAS BENHAM
Douglas Benham
(Trustee)
By: /s/ JACK CORRIGAN
Jack Corrigan
(Trustee)
By: /s/ DAVID GOLDBERG
David Goldberg
(Trustee)
By: /s/ TAMARA HUGHES GUSTAVSON
Tamara Hughes Gustavson
(Trustee)
By: /s/ MATTHEW HART
Matthew Hart
(Trustee)
By: /s/ MICHELLE KERRICK
Michelle Kerrick
(Trustee)
By: /s/ JAMES KROPP
James Kropp
(Trustee)
By: /s/ DAVID SINGELYN
David Singelyn
(Trustee)
By: /s/ LYNN SWANN
Lynn Swann
(Trustee)
By: /s/ WINIFRED WEBB
Winifred Webb
(Trustee)
By: /s/ JAY WILLOUGHBY
Jay Willoughby
(Trustee)
By: /s/ MATTHEW ZAIST
Matthew Zaist
(Trustee)
52
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 21, 2025.
AMERICAN HOMES 4 RENT, L.P.
By: American Homes 4 Rent, its General Partner
By: /s/ BRYAN SMITH
Bryan Smith, Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 21, 2025, by the following persons on behalf of American Homes 4 Rent, as sole general partner of American Homes 4 Rent, L.P., the registrant, and in the capacities indicated.
By: /s/ BRYAN SMITH
Bryan Smith
Chief Executive Officer and Trustee
(Principal Executive Officer)
By: /s/ CHRIS LAU
Chris Lau
Chief Financial Officer and Senior Executive Vice President
(Principal Financial Officer)
By: /s/ BRIAN REITZ
Brian Reitz
Executive Vice President, Chief Accounting Officer
(Principal Accounting Officer)
By: /s/ DOUGLAS BENHAM
Douglas Benham
(Trustee)
By: /s/ JACK CORRIGAN
Jack Corrigan
(Trustee)
By: /s/ DAVID GOLDBERG
David Goldberg
(Trustee)
By: /s/ TAMARA HUGHES GUSTAVSON
Tamara Hughes Gustavson
(Trustee)
By: /s/ MATTHEW HART
Matthew Hart
(Trustee)
By: /s/ MICHELLE KERRICK
Michelle Kerrick
(Trustee)
By: /s/ JAMES KROPP
James Kropp
(Trustee)
By: /s/ DAVID SINGELYN
David Singelyn
(Trustee)
By: /s/ LYNN SWANN
Lynn Swann
(Trustee)
By: /s/ WINIFRED WEBB
Winifred Webb
(Trustee)
By: /s/ JAY WILLOUGHBY
Jay Willoughby
(Trustee)
By: /s/ MATTHEW ZAIST
Matthew Zaist
(Trustee)
53
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Trustees of American Homes 4 Rent
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of American Homes 4 Rent (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 21, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
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 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.
F-1
Purchase price accounting
Description of the Matter For the year ended December 31, 2024, the Company completed the acquisition of 1,724 single-family properties for a total purchase price of $495.9 million. As explained in Note 2 to the consolidated financial statements, the transactions were accounted for as asset acquisitions, and as such, were recorded at the price to acquire the single-family properties including acquisition costs. The purchase price was 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, including county tax assessment records, and supplemented by the Company’s historical costs to construct a home.
Auditing the accounting for the Company’s 2024 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, including review of the significant inputs and assumptions used to develop those estimates. Management’s review of the allocated values included the use of historical market data and internal construction costs to validate the reasonableness of the allocated land and building values.
For the 2024 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methodology used by the Company and an assessment of the sensitivity of changes in the inputs and 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 allocations for single-family properties acquired in similar markets or submarkets in 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 a sample of the acquired properties, 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.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2016.
Los Angeles, California
February 21, 2025
F-2
Report of Independent Registered Public Accounting Firm
To the Partners of American Homes 4 Rent, L.P.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of American Homes 4 Rent, L.P. (the Operating Partnership) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, capital and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Operating Partnership at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Operating Partnership’s management. Our responsibility is to express an opinion on the Operating Partnership’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Operating Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Operating Partnership’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
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 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.
F-3
Purchase price accounting
Description of the Matter For the year ended December 31, 2024, the Operating Partnership completed the acquisition of 1,724 single-family properties for a total purchase price of $495.9 million. As explained in Note 2 to the consolidated financial statements, the transactions were accounted for as asset acquisitions, and as such, were recorded at the price to acquire the single-family properties including acquisition costs. The purchase price was 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, including county tax assessment records, and supplemented by the Operating Partnership’s historical costs to construct a home.
Auditing the accounting for the Operating Partnership’s 2024 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, including review of the significant inputs and assumptions used to develop those estimates. Management’s review of the allocated values included the use of historical market data and internal construction costs to validate the reasonableness of the allocated land and building values.
For the 2024 single-family property acquisitions described above, our procedures included, among others, an evaluation of the methodology used by the Operating Partnership and an assessment of the sensitivity of changes in the inputs and 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 allocations for single-family properties acquired in similar markets or submarkets in 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 a sample of the acquired properties, 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.
/s/ Ernst & Young LLP
We have served as the Operating Partnership’s auditor since 2017.
Los Angeles, California
February 21, 2025
F-4
American Homes 4 Rent
Consolidated Balance Sheets
(Amounts in thousands, except share data)
December 31, 2024 December 31, 2023
Assets
Single-family properties:
Land $ 2,370,006 $ 2,234,301
Buildings and improvements 11,559,461 10,651,388
Single-family properties in operation 13,929,467 12,885,689
Less: accumulated depreciation ( 3,048,868 ) ( 2,719,970 )
Single-family properties in operation, net 10,880,599 10,165,719
Single-family properties under development and development land 1,272,284 1,409,424
Single-family properties and land held for sale, net 212,808 182,082
Total real estate assets, net 12,365,691 11,757,225
Cash and cash equivalents 199,413 59,385
Restricted cash 150,803 162,476
Rent and other receivables 48,452 42,823
Escrow deposits, prepaid expenses and other assets 337,379 406,138
Investments in unconsolidated joint ventures 159,134 114,198
Asset-backed securitization certificates — 25,666
Goodwill 120,279 120,279
Total assets $ 13,381,151 $ 12,688,190
Liabilities
Revolving credit facility $ — $ 90,000
Asset-backed securitizations, net 924,344 1,871,421
Unsecured senior notes, net 4,086,418 2,500,226
Accounts payable and accrued expenses 521,759 573,660
Total liabilities 5,532,521 5,035,307
Commitments and contingencies (see Note 14)
Equity
Shareholders' equity:
Class A common shares ($ 0.01 par value per share, 450,000,000 shares authorized, 368,987,993 and 364,296,431 shares issued and outstanding at December 31, 2024 and 2023, respectively)
3,690 3,643
Class B common shares ($ 0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at December 31, 2024 and 2023)
6 6
Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 9,200,000 shares issued and outstanding at December 31, 2024 and 2023)
92 92
Additional paid-in capital 7,529,008 7,357,848
Accumulated deficit ( 380,632 ) ( 394,908 )
Accumulated other comprehensive income 7,852 843
Total shareholders' equity 7,160,016 6,967,524
Noncontrolling interest 688,614 685,359
Total equity 7,848,630 7,652,883
Total liabilities and equity $ 13,381,151 $ 12,688,190
The accompanying notes are an integral part of these consolidated financial statements.
F-5
American Homes 4 Rent
Consolidated Statements of Operations
(Amounts in thousands, except share and per share data)
For the Years Ended December 31,
2024 2023 2022
Rents and other single-family property revenues $ 1,728,697 $ 1,623,605 $ 1,490,534
Expenses:
Property operating expenses 625,883 599,459 552,091
Property management expenses 129,321 123,363 112,698
General and administrative expense 83,590 74,615 68,057
Interest expense 165,351 140,198 134,871
Acquisition and other transaction costs 12,192 16,910 23,452
Depreciation and amortization 477,010 456,550 426,531
Hurricane-related charges, net 8,884 — 6,133
Total expenses 1,502,231 1,411,095 1,323,833
Gain on sale and impairment of single-family properties and other, net 225,756 209,834 136,459
Loss on early extinguishment of debt ( 6,323 ) — —
Other income and expense, net 22,243 9,798 6,865
Net income 468,142 432,142 310,025
Noncontrolling interest 55,716 51,974 36,887
Dividends on preferred shares 13,944 13,944 17,081
Redemption of perpetual preferred shares — — 5,276
Net income attributable to common shareholders $ 398,482 $ 366,224 $ 250,781
Weighted-average common shares outstanding:
Basic 367,454,012 362,024,968 349,290,848
Diluted 367,989,537 362,477,216 349,787,092
Net income attributable to common shareholders per share:
Basic $ 1.08 $ 1.01 $ 0.72
Diluted $ 1.08 $ 1.01 $ 0.71
The accompanying notes are an integral part of these consolidated financial statements.
F-6
American Homes 4 Rent
Consolidated Statements of Comprehensive Income
(Amounts in thousands)
For the Years Ended December 31,
2024 2023 2022
Net income $ 468,142 $ 432,142 $ 310,025
Other comprehensive income (loss):
Cash flow hedging instruments:
Gain on settlement of cash flow hedging instruments 8,595 — —
Reclassification adjustment for amortization of interest expense included in net income ( 615 ) ( 564 ) ( 564 )
Other comprehensive income (loss): 7,980 ( 564 ) ( 564 )
Comprehensive income 476,122 431,578 309,461
Comprehensive income attributable to noncontrolling interests 56,687 51,899 36,805
Dividends on preferred shares 13,944 13,944 17,081
Redemption of perpetual preferred shares — — 5,276
Comprehensive income attributable to common shareholders $ 405,491 $ 365,735 $ 250,299
The accompanying notes are an integral part of these consolidated financial statements.
F-7
American Homes 4 Rent
Consolidated Statements of Equity
(Amounts in thousands, except share and per share data)
Class A common shares Class B common shares Preferred shares
Number
of shares Amount Number
of shares Amount Number
of shares Amount Additional
paid-in
capital Accumulated
deficit Accumulated other comprehensive income Shareholders’
equity Noncontrolling
interest Total
equity
Balances at December 31, 2021 337,362,716 $ 3,374 635,075 $ 6 15,400,000 $ 154 $ 6,492,933 $ ( 438,710 ) $ 1,814 $ 6,059,571 $ 678,858 $ 6,738,429
Share-based compensation — — — — — — 27,308 — — 27,308 — 27,308
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 519,110 5 — — — — 118 — — 123 — 123
Issuance of Class A common shares, net of offering costs of $ 200
15,000,000 150 — — — — 561,122 — — 561,272 — 561,272
Redemption of Series F perpetual preferred shares — — — — ( 6,200,000 ) ( 62 ) ( 149,662 ) ( 5,276 ) — ( 155,000 ) — ( 155,000 )
Distributions to equity holders:
Preferred shares (Note 9)
— — — — — — — ( 17,081 ) — ( 17,081 ) — ( 17,081 )
Noncontrolling interests — — — — — — — — — — ( 36,992 ) ( 36,992 )
Common shares ($ 0.72 per share)
— — — — — — — ( 252,862 ) — ( 252,862 ) — ( 252,862 )
Net income — — — — — — — 273,138 — 273,138 36,887 310,025
Total other comprehensive loss — — — — — — — — ( 482 ) ( 482 ) ( 82 ) ( 564 )
Balances at December 31, 2022 352,881,826 $ 3,529 635,075 $ 6 9,200,000 $ 92 $ 6,931,819 $ ( 440,791 ) $ 1,332 $ 6,495,987 $ 678,671 $ 7,174,658
Share-based compensation — — — — — — 25,370 — — 25,370 — 25,370
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 614,922 6 — — — — 2,567 — — 2,573 — 2,573
Issuance of Class A common shares, net of offering costs of $ 400
10,799,683 108 — — — — 398,092 — — 398,200 — 398,200
Distributions to equity holders:
Preferred shares (Note 9)
— — — — — — — ( 13,944 ) — ( 13,944 ) — ( 13,944 )
Noncontrolling interests — — — — — — — — — — ( 45,211 ) ( 45,211 )
Common shares ($ 0.88 per share)
— — — — — — — ( 320,341 ) — ( 320,341 ) — ( 320,341 )
Net income — — — — — — — 380,168 — 380,168 51,974 432,142
Total other comprehensive loss — — — — — — — — ( 489 ) ( 489 ) ( 75 ) ( 564 )
Balances at December 31, 2023 364,296,431 $ 3,643 635,075 $ 6 9,200,000 $ 92 $ 7,357,848 $ ( 394,908 ) $ 843 $ 6,967,524 $ 685,359 $ 7,652,883
F-8
American Homes 4 Rent
Consolidated Statements of Equity (continued)
(Amounts in thousands, except share and per share data)
Class A common shares Class B common shares Preferred shares
Number
of shares Amount Number
of shares Amount Number
of shares Amount Additional
paid-in
capital Accumulated
deficit Accumulated other comprehensive income Shareholders’
equity Noncontrolling
interest Total
equity
Balances at December 31, 2023 364,296,431 $ 3,643 635,075 $ 6 9,200,000 $ 92 $ 7,357,848 $ ( 394,908 ) $ 843 $ 6,967,524 $ 685,359 $ 7,652,883
Share-based compensation — — — — — — 30,984 — — 30,984 — 30,984
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 771,792 8 — — — — ( 2,602 ) — — ( 2,594 ) — ( 2,594 )
Issuance of Class A common shares, net of offering costs of $ 257
3,919,770 39 — — — — 142,778 — — 142,817 — 142,817
Distributions to equity holders:
Preferred shares (Note 9)
— — — — — — — ( 13,944 ) — ( 13,944 ) — ( 13,944 )
Noncontrolling interests — — — — — — — — — — ( 53,432 ) ( 53,432 )
Common shares ($ 1.04 per share)
— — — — — — — ( 384,206 ) — ( 384,206 ) — ( 384,206 )
Net income — — — — — — — 412,426 — 412,426 55,716 468,142
Total other comprehensive income — — — — — — — — 7,009 7,009 971 7,980
Balances at December 31, 2024 368,987,993 $ 3,690 635,075 $ 6 9,200,000 $ 92 $ 7,529,008 $ ( 380,632 ) $ 7,852 $ 7,160,016 $ 688,614 $ 7,848,630
The accompanying notes are an integral part of these consolidated financial statements.
F-9
American Homes 4 Rent
Consolidated Statements of Cash Flows
(Amounts in thousands)
For the Years Ended December 31,
2024 2023 2022
Operating activities
Net income $ 468,142 $ 432,142 $ 310,025
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 477,010 456,550 426,531
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments 11,489 12,279 11,673
Noncash share-based compensation 30,984 25,370 27,308
Loss on early extinguishment of debt 6,323 — —
Equity in net loss (income) of unconsolidated entities 6 ( 1,227 ) ( 3,066 )
Return on investment from unconsolidated joint ventures 1,946 3,345 5,711
Gain on sale and impairment of single-family properties and other, net ( 225,756 ) ( 209,834 ) ( 136,459 )
Other changes in operating assets and liabilities:
Rent and other receivables ( 1,710 ) 879 ( 8,146 )
Prepaid expenses and other assets 11,201 ( 21,545 ) ( 7,144 )
Deferred leasing costs ( 3,966 ) ( 3,113 ) ( 2,586 )
Accounts payable and accrued expenses 34,362 44,264 43,615
Amounts due from related parties 1,504 ( 421 ) ( 1,944 )
Net cash provided by operating activities 811,535 738,689 665,518
Investing activities
Cash paid for single-family properties ( 495,912 ) ( 12,784 ) ( 595,171 )
Change in escrow deposits for purchase of single-family properties 5,482 4,928 20,431
Net proceeds received from sales of single-family properties and other 573,182 469,463 292,509
Proceeds received from storm-related insurance claims — 4,050 1,981
Proceeds from notes receivable related to the sale of properties 540 698 34,090
Investment in unconsolidated joint ventures ( 19,680 ) ( 12,614 ) ( 25,313 )
Distributions from joint ventures 116,311 47,736 68,310
Renovations to single-family properties ( 34,052 ) ( 40,137 ) ( 98,019 )
Recurring and other capital expenditures for single-family properties ( 121,751 ) ( 134,176 ) ( 138,779 )
Cash paid for development activity ( 845,851 ) ( 979,848 ) ( 921,423 )
Cash paid for deposits on land option contracts ( 653 ) ( 1,142 ) ( 14,548 )
Proceeds from asset-backed securitization certificates 25,666 — —
Other investing activities ( 29,158 ) ( 38,752 ) ( 49,570 )
Net cash used for investing activities ( 825,876 ) ( 692,578 ) ( 1,425,502 )
Financing activities
Proceeds from issuance of Class A common shares 143,074 398,600 561,472
Payments of Class A common share issuance costs ( 257 ) ( 400 ) ( 200 )
Redemption of perpetual preferred shares — — ( 155,000 )
Proceeds from issuances under share-based compensation plans 6,422 6,539 4,935
Payments related to tax withholding for share-based compensation ( 9,016 ) ( 3,966 ) ( 4,812 )
Payments on asset-backed securitizations ( 952,191 ) ( 24,470 ) ( 22,583 )
Proceeds from revolving credit facility 400,000 200,000 620,000
Payments on revolving credit facility ( 490,000 ) ( 240,000 ) ( 840,000 )
Proceeds from unsecured senior notes, net of discount 1,594,052 — 876,813
Settlement of cash flow hedging instruments 8,595 — —
Proceeds from liabilities related to consolidated land not owned — — 60,217
Payments related to liabilities to repurchase consolidated land not owned ( 82,001 ) — —
Distributions to noncontrolling interests ( 53,287 ) ( 45,071 ) ( 36,853 )
Distributions to common shareholders ( 383,535 ) ( 319,498 ) ( 252,506 )
Distributions to preferred shareholders ( 13,944 ) ( 13,944 ) ( 17,081 )
Deferred financing costs paid ( 25,216 ) — ( 8,225 )
Net cash provided by (used for) financing activities 142,696 ( 42,210 ) 786,177
Net increase in cash, cash equivalents and restricted cash 128,355 3,901 26,193
Cash, cash equivalents and restricted cash, beginning of period (see Note 2)
221,861 217,960 191,767
Cash, cash equivalents and restricted cash, end of period (see Note 2)
$ 350,216 $ 221,861 $ 217,960
F-10
American Homes 4 Rent
Consolidated Statements of Cash Flows (continued)
(Amounts in thousands)
For the Years Ended December 31,
2024 2023 2022
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized $ ( 128,056 ) $ ( 128,027 ) $ ( 116,404 )
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures $ 69,865 $ 71,637 $ 71,069
Transfers of completed homebuilding deliveries to properties 837,258 683,688 502,207
Property and land contributions to unconsolidated joint ventures ( 156,934 ) ( 46,109 ) ( 35,843 )
Property and land distributions from unconsolidated joint ventures — — 8,397
Noncash right-of-use assets obtained in exchange for operating lease liabilities 1,625 963 5,059
Accrued distributions to affiliates 1,917 1,248 404
Accrued distributions to non-affiliates 149 142 106
The accompanying notes are an integral part of these consolidated financial statements.
F-11
American Homes 4 Rent, L.P.
Consolidated Balance Sheets
(Amounts in thousands, except unit data)
December 31, 2024 December 31, 2023
Assets
Single-family properties:
Land $ 2,370,006 $ 2,234,301
Buildings and improvements 11,559,461 10,651,388
Single-family properties in operation 13,929,467 12,885,689
Less: accumulated depreciation ( 3,048,868 ) ( 2,719,970 )
Single-family properties in operation, net 10,880,599 10,165,719
Single-family properties under development and development land 1,272,284 1,409,424
Single-family properties and land held for sale, net 212,808 182,082
Total real estate assets, net 12,365,691 11,757,225
Cash and cash equivalents 199,413 59,385
Restricted cash 150,803 162,476
Rent and other receivables 48,452 42,823
Escrow deposits, prepaid expenses and other assets 337,379 406,138
Investments in unconsolidated joint ventures 159,134 114,198
Amounts due from affiliates — 25,666
Goodwill 120,279 120,279
Total assets $ 13,381,151 $ 12,688,190
Liabilities
Revolving credit facility $ — $ 90,000
Asset-backed securitizations, net 924,344 1,871,421
Unsecured senior notes, net 4,086,418 2,500,226
Accounts payable and accrued expenses 521,759 573,660
Total liabilities 5,532,521 5,035,307
Commitments and contingencies (see Note 14)
Capital
Partners' capital:
General partner:
Common units ( 369,623,068 and 364,931,506 units issued and outstanding at December 31, 2024 and 2023, respectively)
6,930,324 6,744,841
Preferred units ( 9,200,000 units issued and outstanding at December 31, 2024 and 2023)
221,840 221,840
Limited partner:
Common units ( 51,376,980 units issued and outstanding at December 31, 2024 and 2023)
687,524 685,240
Accumulated other comprehensive income 8,942 962
Total capital 7,848,630 7,652,883
Total liabilities and capital $ 13,381,151 $ 12,688,190
The accompanying notes are an integral part of these consolidated financial statements.
F-12
American Homes 4 Rent, L.P.
Consolidated Statements of Operations
(Amounts in thousands, except unit and per unit data)
For the Years Ended December 31,
2024 2023 2022
Rents and other single-family property revenues $ 1,728,697 $ 1,623,605 $ 1,490,534
Expenses:
Property operating expenses 625,883 599,459 552,091
Property management expenses 129,321 123,363 112,698
General and administrative expense 83,590 74,615 68,057
Interest expense 165,351 140,198 134,871
Acquisition and other transaction costs 12,192 16,910 23,452
Depreciation and amortization 477,010 456,550 426,531
Hurricane-related charges, net 8,884 — 6,133
Total expenses 1,502,231 1,411,095 1,323,833
Gain on sale and impairment of single-family properties and other, net 225,756 209,834 136,459
Loss on early extinguishment of debt ( 6,323 ) — —
Other income and expense, net 22,243 9,798 6,865
Net income 468,142 432,142 310,025
Preferred distributions 13,944 13,944 17,081
Redemption of perpetual preferred units — — 5,276
Net income attributable to common unitholders $ 454,198 $ 418,198 $ 287,668
Weighted-average common units outstanding:
Basic 418,830,992 413,401,948 400,667,828
Diluted 419,366,517 413,854,196 401,164,072
Net income attributable to common unitholders per unit:
Basic $ 1.08 $ 1.01 $ 0.72
Diluted $ 1.08 $ 1.01 $ 0.71
The accompanying notes are an integral part of these consolidated financial statements.
F-13
American Homes 4 Rent, L.P.
Consolidated Statements of Comprehensive Income
(Amounts in thousands)
For the Years Ended December 31,
2024 2023 2022
Net income $ 468,142 $ 432,142 $ 310,025
Other comprehensive income (loss):
Cash flow hedging instruments:
Gain on settlement of cash flow hedging instruments 8,595 — —
Reclassification adjustment for amortization of interest expense included in net income ( 615 ) ( 564 ) ( 564 )
Other comprehensive income (loss): 7,980 ( 564 ) ( 564 )
Comprehensive income 476,122 431,578 309,461
Preferred distributions 13,944 13,944 17,081
Redemption of perpetual preferred units — — 5,276
Comprehensive income attributable to common unitholders $ 462,178 $ 417,634 $ 287,104
The accompanying notes are an integral part of these consolidated financial statements.
F-14
American Homes 4 Rent, L.P.
Consolidated Statements of Capital
(Amounts in thousands, except unit and per unit data)
General Partner Limited Partners
Common capital Preferred capital amount Common capital Accumulated
other
comprehensive income Total capital
Number
of units Amount Number
of units Amount
Balances at December 31, 2021 337,997,791 $ 5,686,193 $ 371,564 51,376,980 $ 678,582 $ 2,090 $ 6,738,429
Share-based compensation — 27,308 — — — — 27,308
Common units issued under share-based compensation plans, net of units withheld for employee taxes 519,110 123 — — — — 123
Issuance of Class A common units, net of offering costs of $ 200
15,000,000 561,272 — — — — 561,272
Redemption of Series F perpetual preferred units — ( 5,276 ) ( 149,724 ) — — — ( 155,000 )
Distributions to capital holders:
Preferred units (Note 9)
— — ( 17,081 ) — — — ( 17,081 )
Common units ($ 0.72 per unit)
— ( 252,862 ) — — ( 36,992 ) — ( 289,854 )
Net income — 256,057 17,081 — 36,887 — 310,025
Total other comprehensive loss — — — — — ( 564 ) ( 564 )
Balances at December 31, 2022 353,516,901 $ 6,272,815 $ 221,840 51,376,980 $ 678,477 $ 1,526 $ 7,174,658
Share-based compensation — 25,370 — — — — 25,370
Common units issued under share-based compensation plans, net of units withheld for employee taxes 614,922 2,573 — — — — 2,573
Issuance of Class A common units, net of offering costs of $ 400
10,799,683 398,200 — — — — 398,200
Distributions to capital holders:
Preferred units (Note 9)
— — ( 13,944 ) — — — ( 13,944 )
Common units ($ 0.88 per unit)
— ( 320,341 ) — — ( 45,211 ) — ( 365,552 )
Net income — 366,224 13,944 — 51,974 — 432,142
Total other comprehensive loss — — — — — ( 564 ) ( 564 )
Balances at December 31, 2023 364,931,506 $ 6,744,841 $ 221,840 51,376,980 $ 685,240 $ 962 $ 7,652,883
F-15
American Homes 4 Rent, L.P.
Consolidated Statements of Capital (continued)
(Amounts in thousands, except unit and per unit data)
General Partner Limited Partners
Common capital Preferred capital amount Common capital Accumulated
other
comprehensive income Total capital
Number
of units Amount Number
of units Amount
Balances at December 31, 2023 364,931,506 $ 6,744,841 $ 221,840 51,376,980 $ 685,240 $ 962 $ 7,652,883
Share-based compensation — 30,984 — — — — 30,984
Common units issued under share-based compensation plans, net of units withheld for employee taxes 771,792 ( 2,594 ) — — — — ( 2,594 )
Issuance of Class A common units, net of offering costs of $ 257
3,919,770 142,817 — — — — 142,817
Distributions to capital holders:
Preferred units (Note 9)
— — ( 13,944 ) — — — ( 13,944 )
Common units ($ 1.04 per unit)
— ( 384,206 ) — — ( 53,432 ) — ( 437,638 )
Net income — 398,482 13,944 — 55,716 — 468,142
Total other comprehensive income — — — — — 7,980 7,980
Balances at December 31, 2024 369,623,068 $ 6,930,324 $ 221,840 51,376,980 $ 687,524 $ 8,942 $ 7,848,630
The accompanying notes are an integral part of these consolidated financial statements.
F-16
American Homes 4 Rent, L.P.
Consolidated Statements of Cash Flows
(Amounts in thousands)
For the Years Ended December 31,
2024 2023 2022
Operating activities
Net income $ 468,142 $ 432,142 $ 310,025
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 477,010 456,550 426,531
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments 11,489 12,279 11,673
Noncash share-based compensation 30,984 25,370 27,308
Loss on early extinguishment of debt 6,323 — —
Equity in net loss (income) of unconsolidated entities 6 ( 1,227 ) ( 3,066 )
Return on investment from unconsolidated joint ventures 1,946 3,345 5,711
Gain on sale and impairment of single-family properties and other, net ( 225,756 ) ( 209,834 ) ( 136,459 )
Other changes in operating assets and liabilities:
Rent and other receivables ( 1,710 ) 879 ( 8,146 )
Prepaid expenses and other assets 11,201 ( 21,545 ) ( 7,144 )
Deferred leasing costs ( 3,966 ) ( 3,113 ) ( 2,586 )
Accounts payable and accrued expenses 34,362 44,264 43,615
Amounts due from related parties 1,504 ( 421 ) ( 1,944 )
Net cash provided by operating activities 811,535 738,689 665,518
Investing activities
Cash paid for single-family properties ( 495,912 ) ( 12,784 ) ( 595,171 )
Change in escrow deposits for purchase of single-family properties 5,482 4,928 20,431
Net proceeds received from sales of single-family properties and other 573,182 469,463 292,509
Proceeds received from storm-related insurance claims — 4,050 1,981
Proceeds from notes receivable related to the sale of properties 540 698 34,090
Investment in unconsolidated joint ventures ( 19,680 ) ( 12,614 ) ( 25,313 )
Distributions from joint ventures 116,311 47,736 68,310
Renovations to single-family properties ( 34,052 ) ( 40,137 ) ( 98,019 )
Recurring and other capital expenditures for single-family properties ( 121,751 ) ( 134,176 ) ( 138,779 )
Cash paid for development activity ( 845,851 ) ( 979,848 ) ( 921,423 )
Cash paid for deposits on land option contracts ( 653 ) ( 1,142 ) ( 14,548 )
Proceeds from repayment of loan from affiliate 25,666 — —
Other investing activities ( 29,158 ) ( 38,752 ) ( 49,570 )
Net cash used for investing activities ( 825,876 ) ( 692,578 ) ( 1,425,502 )
Financing activities
Proceeds from issuance of Class A common units 143,074 398,600 561,472
Payments of Class A common unit issuance costs ( 257 ) ( 400 ) ( 200 )
Redemption of perpetual preferred units — — ( 155,000 )
Proceeds from issuances under share-based compensation plans 6,422 6,539 4,935
Payments related to tax withholding for share-based compensation ( 9,016 ) ( 3,966 ) ( 4,812 )
Payments on asset-backed securitizations ( 952,191 ) ( 24,470 ) ( 22,583 )
Proceeds from revolving credit facility 400,000 200,000 620,000
Payments on revolving credit facility ( 490,000 ) ( 240,000 ) ( 840,000 )
Proceeds from unsecured senior notes, net of discount 1,594,052 — 876,813
Settlement of cash flow hedging instruments 8,595 — —
Proceeds from liabilities related to consolidated land not owned — — 60,217
Payments related to liabilities to repurchase consolidated land not owned ( 82,001 ) — —
Distributions to common unitholders ( 436,822 ) ( 364,569 ) ( 289,359 )
Distributions to preferred unitholders ( 13,944 ) ( 13,944 ) ( 17,081 )
Deferred financing costs paid ( 25,216 ) — ( 8,225 )
Net cash provided by (used for) financing activities 142,696 ( 42,210 ) 786,177
Net increase in cash, cash equivalents and restricted cash 128,355 3,901 26,193
Cash, cash equivalents and restricted cash, beginning of period (see Note 2)
221,861 217,960 191,767
Cash, cash equivalents and restricted cash, end of period (see Note 2)
$ 350,216 $ 221,861 $ 217,960
F-17
American Homes 4 Rent, L.P.
Consolidated Statements of Cash Flows (continued)
(Amounts in thousands)
For the Years Ended December 31,
2024 2023 2022
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized $ ( 128,056 ) $ ( 128,027 ) $ ( 116,404 )
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures $ 69,865 $ 71,637 $ 71,069
Transfers of completed homebuilding deliveries to properties 837,258 683,688 502,207
Property and land contributions to unconsolidated joint ventures ( 156,934 ) ( 46,109 ) ( 35,843 )
Property and land distributions from unconsolidated joint ventures — — 8,397
Noncash right-of-use assets obtained in exchange for operating lease liabilities 1,625 963 5,059
Accrued distributions to affiliates 1,917 1,248 404
Accrued distributions to non-affiliates 149 142 106
The accompanying notes are an integral part of these consolidated financial statements.
F-18
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
Note 1. Organization and Operations
American Homes 4 Rent (“AMH” or the “General Partner”) is an internally managed Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and managing single-family homes as rental properties. American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of its business and owns, directly or through subsidiaries, substantially all of its assets. References to the “Company,” “we,” “our” and “us” mean collectively AMH, the Operating Partnership and those entities/subsidiaries owned or controlled by AMH and/or the Operating Partnership. As of December 31, 2024, the Company held 61,336 single-family properties in 24 states, including 805 properties classified as held for sale.
AMH is the general partner of, and as of December 31, 2024 owned approximately 87.8 % of the common partnership interest in, the Operating Partnership. The remaining 12.2 % of the common partnership interest was owned by limited partners. As the sole general partner of the Operating Partnership, AMH has exclusive control of the Operating Partnership’s day-to-day management. The Company’s management operates AMH and the Operating Partnership as one business, and the management of AMH consists of the same members as the management of the Operating Partnership. AMH’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AMH is its partnership interest in the Operating Partnership. As a result, AMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership was $ 25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AMH in connection with the Operating Partnership’s AMH 2014-SFR2 securitization debt offering. The asset-backed securitization certificates were recorded as asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership prior to the Operating Partnership’s payoff of the AMH 2014-SFR2 securitization during the first quarter of 2024 (see Note 7. Debt). AMH contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AMH receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one -for-one basis. Except for net proceeds from equity issuances by AMH, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.
Note 2. Significant Accounting Policies
Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (“SEC”). Any references in this report to the number of properties is outside the scope of our independent registered public accounting firm’s audit of our financial statements, in accordance with the standards of the Public Company Accounting Oversight Board. In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair presentation of the consolidated financial statements have been made.
In Note 4. Rent and Other Receivables, the Company reclassified certain immaterial tenant charge-backs from variable lease payments to fixed lease payments for the years ended December 31, 2023 and 2022 and certain immaterial fees from single-family properties from variable lease payments to fixed lease payments for the year ended December 31, 2023 to conform with the current year presentation.
Principles of Consolidation
The consolidated financial statements present the accounts of both (i) the Company, which include AMH, the Operating Partnership and their consolidated subsidiaries, and (ii) the Operating Partnership, which include the Operating Partnership and its consolidated subsidiaries. Intercompany accounts and transactions have been eliminated.
F-19
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
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 and has 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.
During the year ended December 31, 2024, the Company entered into real estate exchange transactions in accordance with Section 1031 of the Internal Revenue Code of 1986, as amended (the “Code”), in order to defer taxable gains on the exchange of like-kind property (“1031 Exchange”). Our 1031 Exchange transactions are facilitated by a qualified intermediary (the “QI”), which holds the proceeds from the Company’s disposition of real properties until such transactions are complete. The QI established a special purpose entity, which was determined to be a VIE (the “1031 VIE”), to hold the disposition proceeds in an escrow account and the 1031 VIE must use the proceeds to acquire replacement real property for the Company in a manner consistent with the requirements of Section 1031 of the Code. To the extent the proceeds are not used to acquire replacement real property, the 1031 VIE pays the proceeds to the Company. The Company is the primary beneficiary of the 1031 VIE as it retains essentially all economic benefits related to the 1031 VIE and directs the activities that most significantly impact the 1031 VIE’s economic performance and therefore the 1031 VIE and the related disposition proceeds are consolidated within the consolidated financial statements.
The Company also 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. See Investments in Venture Capital Funds and Land Option Contracts below for further discussion.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Income Taxes
AMH has elected to be taxed as a REIT for U.S. federal income tax purposes under Sections 856 to 860 of the Code, commencing with our taxable year ended December 31, 2012. We believe that we have operated, and continue to operate, in such a manner as to satisfy the requirements for qualification as a REIT. Provided that we qualify as a REIT and our distributions to our shareholders equal or exceed our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains), we generally will not be subject to U.S. federal income tax.
Qualification and taxation as a REIT depend upon our ability to meet the various qualification tests imposed under the Code, including tests related to the percentage of income that we earn from specified sources and the percentage of our earnings that we distribute to our shareholders. Accordingly, no assurance can be given that we will continue to be organized or be able to operate in a manner so as to remain qualified as a REIT. If we fail to qualify as a REIT in any taxable year and do not qualify for certain statutory relief provisions, we would be subject to U.S. federal income tax and state income tax on our taxable income at regular corporate tax rates, and we would likely be precluded from qualifying for treatment as a REIT until the fifth calendar year following the year in which we fail to qualify.
Even if we qualify as a REIT, we may be subject to certain state or local income and capital taxes and U.S. federal income and excise taxes on our undistributed REIT taxable income, if any. Certain of our subsidiaries are subject to taxation by U.S. federal, state and local authorities for the periods presented. We made joint elections to treat certain subsidiaries as taxable REIT subsidiaries which are
F-20
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
subject to U.S. federal, state and local taxes on their income at regular corporate rates. The tax years from 2020 to present generally remain open to examination by the taxing jurisdictions to which the Company is subject.
We believe that our Operating Partnership is properly treated as a partnership for U.S. federal income tax purposes. As a partnership, the Operating Partnership is not subject to U.S. federal income tax on our income. Instead, each of the Operating Partnership’s partners, including AMH, is allocated, and may be required to pay tax with respect to, its share of the Operating Partnership’s income. As such, no provision for U.S. federal income taxes has been included for the Operating Partnership.
ASC 740-10, Income Taxes, requires recognition of deferred tax assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. 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, 2024, 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. 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
Purchases of single-family properties are treated as asset acquisitions and, as such, are recorded at their purchase price, including acquisition costs, which is allocated to land and building based upon their relative fair values at the date of acquisition. Fair value is determined in accordance with ASC 820, Fair Value Measurements and Disclosures , and is primarily based on unobservable data inputs. In making estimates of fair values for purposes of allocating the total purchase price to individual homes in a portfolio acquisition and allocating the individual purchase price of a home to the acquired components, the Company utilizes its own market knowledge obtained from historical transactions, its internal construction program (the “AMH Development Program”) and published market data. In this regard, the Company also utilizes information obtained from county tax assessment records to assist in the determination of the fair value of the land and building. Typically, we allocate between 10 % to 30 % of the purchase price of properties to land. For the year ended December 31, 2024, the Company purchased 1,724 single-family properties treated as asset acquisitions for accounting purposes for a total purchase price of $ 495.9 million, net of holding costs, which was included in cash paid for single-family properties within the consolidated statement of cash flows.
The nature of our business requires that in certain circumstances we acquire single-family properties subject to existing liens. Liens that we expect to be extinguished in cash are estimated and accrued for on the date of acquisition and recorded as a cost of the property.
We incur costs to prepare properties acquired through our traditional acquisition channels for rental. These costs, along with related holding costs, are capitalized to the cost of the property during the period the property is undergoing activities to prepare it for its intended use. We capitalize interest costs as a cost of the property only during the period for which activities necessary to prepare an asset for its intended use are ongoing, provided that expenditures for the asset have been made and interest costs have been incurred. Upon completion of the renovation of our properties, all costs of operations, including repairs and maintenance, are expensed as incurred.
Single-Family Properties Under Development and Development Land
Land and construction in progress for our AMH Development Program are presented separately in single-family properties under development and development land within the consolidated balance sheets. Our capitalization policy on development properties
F-21
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
follows the guidance in ASC 835-20, Capitalization of Interest , and ASC 970, Real Estate-General . Costs directly related to the development of properties are capitalized and the costs of land and buildings under development include specifically identifiable costs. We also capitalize interest, real estate taxes, insurance, utilities, and payroll costs for land and construction in progress under active development once the applicable GAAP criteria have been met.
Single-Family Properties and Land Held for Sale
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, 2024 and 2023, the Company had 805 and 862 single-family properties, respectively, classified as held for sale, and recorded $ 9.2 million, $ 1.9 million and $ 2.5 million of impairment on single-family properties and land held for sale for the years ended December 31, 2024, 2023 and 2022, respectively, which is included in gain on sale and impairment of single-family properties and other, net within the consolidated statements of operations. The results of operations of properties that have either been sold or classified as held for sale, if due to a strategic shift that has (or will have) a major effect on our operations or financial results, are reported in the consolidated statements of operations as discontinued operations for both current and prior periods presented through the date of the applicable disposition in accordance with ASC 205-20, Presentation of Financial Statements—Discontinued Operations . During the years ended December 31, 2024, 2023 and 2022, 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
We evaluate our long-lived assets for impairment periodically or whenever events or circumstances indicate that their carrying amount may not be recoverable. Significant indicators of impairment may include, but are not limited to, sustained losses, declines in home values, rental rates and occupancy percentages, as well as significant changes in the economy. If an impairment indicator exists, we compare the expected future undiscounted cash flows against the net carrying amount. 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. Excluding the effects of casualty losses, no impairments on operating properties were recorded during the years ended December 31, 2024, 2023 and 2022.
Land Option Contracts
We enter into land option contracts to acquire the right to purchase land for our AMH Development Program. Under these contracts, we typically make a specified option payment or deposit in consideration for the right to purchase land in the future, usually at a predetermined price. We analyze these land option contracts under the variable interest model to determine whether the land seller is a VIE and, if so, whether we are the primary beneficiary. Although the Company does not have legal title to the underlying land, we may be required to consolidate the related VIE if we are deemed to be the primary beneficiary. 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, 2024 and 2023, the carrying value of these deposits and the Company’s maximum exposure to loss was $ 6.9 million and $ 15.7 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. During the year ended December 31, 2022, the Company entered into land option agreements whereby it sold land to a third party with an option to repurchase finished lots on a predetermined schedule. Because of our options to repurchase the finished lots, in accordance with ASC 606-10-55-70, we accounted for these transactions as financing arrangements rather than a sale. Consolidated land not owned is included in escrow deposits, prepaid expenses and other assets and the liability for consolidated land not owned, which represents proceeds received from the third party net of our deposits on the optioned land, is included in accounts payable and accrued expenses in the consolidated balance sheets (see Note 5. Escrow Deposits, Prepaid Expenses and Other Assets and Note 8. Accounts Payable and Accrued Expenses). 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. If
F-22
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
the option to repurchase finished lots is exercised, the Company reclassifies the associated consolidated land not owned to single-family properties and reduces its liability for consolidated land not owned accordingly.
Commercial Office Leases
We lease commercial office space from third parties for use in our corporate and property management operations. Commercial office leases are accounted for as operating leases in accordance with ASC 842, Leases , which requires us to recognize right-of-use assets and lease liabilities within the consolidated balance sheets for the rights and obligations created from these leases. Operating lease right-of-use assets and lease liabilities are recognized based on the present value of future minimum lease payments over the expected lease term at commencement date. As the implicit rate is generally not determinable, the right-of-use assets and lease liabilities are measured using our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The expected lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise such options. Lease expense for operating leases is recognized on a straight-line basis over the expected lease term in general and administrative expense within the consolidated statements of operations.
We elected the short-term lease measurement and recognition exemption and do not establish right-of-use assets or lease liabilities for operating leases with terms of twelve months or less. We also elected the practical expedient allowing us to avoid separating non-lease components from the associated lease component for our commercial office leases. The 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.
Depreciation and Amortization
Depreciation is computed on a straight-line basis over the estimated useful lives of buildings, improvements and other assets. Buildings are depreciated over 30 years and improvements and other assets are depreciated over their estimated economic useful lives, generally three to 30 years.
Intangible Assets
Finite-lived intangible assets are amortized on a straight-line basis over their estimated economic lives. The Company reviews finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the sum of the estimated future cash flows expected to result from the use and eventual disposition of an asset is less than its net book value, an impairment loss is recognized. Measurement of an impairment loss is based on the fair value of an asset. No impairment was recorded during the years ended December 31, 2024, 2023 and 2022.
Goodwill
Goodwill represents the fair value in excess of the tangible and separately identifiable intangible assets that were acquired in connection with the internalization of the Company’s management function in June 2013, including all administrative, financial, property management, marketing and leasing personnel, including executive management. Goodwill has an indefinite life and is therefore not amortized. The Company analyzes goodwill for impairment on an annual basis pursuant to ASC 350, Intangibles—Goodwill and Other , which permits us to assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount as a basis to determine whether an impairment test is necessary. This qualitative assessment requires judgment to be applied in evaluating the effects of multiple factors, including macroeconomic conditions, industry and market conditions, cost factors, overall financial performance, other relevant entity-specific events, events affecting the reporting unit, and whether or not there has been a sustained decrease in the Company’s stock price. We also have the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the goodwill impairment test. The impairment test compares the fair value of the reporting unit with its carrying amount. If the carrying amount exceeds the fair value, the impairment loss is determined as the excess of the carrying amount of the goodwill reporting unit over the fair value of that goodwill, not to exceed the carrying amount. Impairment charges, if any, are recognized in operating results. Based on our assessment of qualitative factors on December 31, 2024, we concluded it was more likely than not that the Company’s recorded goodwill balance of $ 120.3 million was not impaired and did not perform the quantitative test. No goodwill impairment was recorded during the years ended December 31, 2024, 2023 and 2022.
F-23
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
Deferred Financing Costs
Financing costs related to the origination of the Company’s debt instruments are deferred and amortized as interest expense under the effective interest method over the contractual term of the applicable financing. Financing costs related to the origination of the Company’s revolving credit facility are presented net of accumulated amortization and included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets. Financing costs related to the origination of the Company’s unsecured senior notes and asset-backed securitizations are presented net of accumulated amortization and are netted against the related debt instrument under liabilities within the consolidated balance sheets.
Cash, Cash Equivalents and Restricted Cash
We consider all demand deposits, cashier’s checks, money market accounts and certificates of deposit with a maturity of three months or less to be cash equivalents. We maintain our cash and cash equivalents and escrow deposits at financial institutions. The combined account balances typically exceed the Federal Deposit Insurance Corporation insurance coverage, and, as a result, there is a concentration of credit risk related to amounts on deposit. We believe that the risk is not significant.
Restricted cash primarily consists of funds held related to resident security deposits, cash reserves in accordance with certain loan agreements, funds held in the custody of our transfer agent for the payment of distributions and certain funds held for the purpose of facilitating 1031 Exchange transactions. 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.
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):
December 31,
2024 2023 2022
Cash and cash equivalents $ 199,413 $ 59,385 $ 69,155
Restricted cash 150,803 162,476 148,805
Total cash, cash equivalents and restricted cash $ 350,216 $ 221,861 $ 217,960
Escrow Deposits
Escrow deposits include refundable and non-refundable cash earnest money deposits for the purchase of properties and deposits related to land option contracts (see Land Option Contracts above). In addition, escrow deposits include amounts paid for single-family properties in certain states which require a judicial order when the risks and rewards of ownership of the property are transferred and the purchase is finalized.
Investments in Unconsolidated Joint Ventures
Investments in unconsolidated joint ventures are recorded initially at cost, and subsequently adjusted for equity in earnings and cash contributions and distributions. Under the equity method of accounting, our net equity investment is included in investments in unconsolidated joint ventures within the consolidated balance sheets, and our share of net income or loss from the joint ventures is included within other income and expense, net in the consolidated statements of operations. Our recognition of joint venture income or loss is generally based on ownership percentages, which may change upon the achievement of certain investment return thresholds. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions. We classify distributions received from our unconsolidated joint ventures using the “cumulative earnings” approach, under which distributions up to the amount of cumulative equity in earnings recognized will be classified as cash inflows from operating activities, and those in excess of that amount will be classified as cash inflows from investing activities in our consolidated statements of cash flows.
Our investments in unconsolidated joint ventures are reviewed for impairment periodically and we will record an impairment charge when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary.
F-24
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
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 Principles of Consolidation above, we determined the venture capital funds to be VIEs for which we are not the primary beneficiary. As of December 31, 2024 and 2023, the carrying value of our investments in venture capital funds was $ 13.2 million and $ 13.0 million, respectively, and the Company’s maximum exposure to loss was $ 14.9 million and $ 15.6 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 years ended December 31, 2024 and 2023.
Notes Receivable, Net
The Company obtained promissory notes in connection with two bulk dispositions of our single-family properties. The promissory note obtained during the second quarter of 2019 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. 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. A note receivable will be categorized as non-performing if a borrower experiences financial difficulty and has failed to make scheduled payments. Changes to the allowance for expected credit losses are recognized in other income and expense, net within the consolidated statements of operations.
Revenue and Expense Recognition
We lease single-family properties that we own directly to tenants who occupy the properties under operating leases, generally, with a term of one year . In accordance with ASC 842, Leases , the Company classifies our single-family property leases as operating leases and elects to not separate the lease component, comprised of rents from single-family properties, from the associated non-lease component, comprised of fees from single-family properties and tenant charge-backs. The combined component is accounted for under ASC 842, while certain tenant charge-backs are accounted for as variable payments under ASC 606, Revenue from Contracts with Customers . Rental revenue, net of any concessions, is recognized on a straight-line basis over the term of the lease, which is not materially different than if it were recorded when due from tenants and recognized monthly as it is earned. Tenant charge-backs, which are primarily related to cost recoveries on utilities, are recognized as revenue on a gross basis in the period during which the expenses are incurred.
We accrue for property taxes and homeowners’ association (“HOA”) assessments based on amounts billed, and, in some circumstances, estimates and historical trends when bills or assessments are not available. The actual assessment may differ from the estimates, resulting in a change in estimate in a subsequent period.
F-25
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
Gains or losses on sales of properties and upon contributions to our unconsolidated joint ventures are recognized pursuant to the provisions included in ASC 610-20, Other Income . Under ASC 610-20, we must first determine whether the transaction is a sale to a customer or non-customer. We typically sell properties on a selective basis and not within the ordinary course of our operating business and therefore expect that our sale transactions will not be contracts with customers. We next determine whether we have a controlling financial interest in the property after the sale, consistent with the consolidation model in ASC 810, Consolidation . If we determine that we do not have a controlling financial interest in the real estate, we evaluate whether a contract exists under ASC 606 and whether the buyer has obtained control of the asset that was sold. We recognize a full gain or loss on sale, which is presented in gain on sale and impairment of single-family properties and other, net within the consolidated statements of operations, when the derecognition criteria under ASC 610-20 have been met.
Leasing Costs
Our leasing costs are accounted for under the provisions of ASC 842, Leases. Direct costs incurred due to the execution of a lease are initially capitalized and then amortized over the term of the lease, which is generally one year .
Accounts Payable and Accrued Expenses
Accounts payable and accrued expenses consists primarily of trade payables, accrued interest, distribution payables, resident security deposits, prepaid rent, construction and maintenance liabilities, HOA fees, operating lease liabilities and property tax accruals as of the end of the respective period presented. It also consists of liabilities for consolidated land not owned (see Land Option Contracts above) and contingent loss accruals, if any, when such losses are both probable and estimable. When it is reasonably possible that a significant contingent loss has occurred, we disclose the nature of the potential loss and, if estimable, a range of exposure.
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 . 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. During the years ended December 31, 2024, 2023 and 2022, the Company did not grant equity awards that would be considered spring-loaded. Forfeitures are recognized as they occur.
The Plans allow for continued release of awards based on the original vesting schedule, rather than forfeiture, of unvested share-based grants upon termination of service for employees who meet certain retirement eligibility criteria, including age and years of service. Retirement eligible employees must also provide a notice of intent to retire at least six months prior to retirement date and the Human Capital and Compensation Committee (the “HCC Committee”) must approve the continued release of awards. As a result of the six month notice requirement, compensation cost is recognized over six months from the grant date to the extent an employee is retirement eligible on the grant date and compensation cost is accelerated to the extent that an employee will become retirement eligible before six months prior to the end of the contractual life of their share-based grants.
Fair Value of Financial Instruments
The fair value of a financial instrument is the amount at which the instrument could be exchanged in an orderly transaction between two willing parties. Fair value is a market-based measurement, and should be determined based on the assumptions that market participants would use in pricing an asset or liability. The GAAP valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows:
• Level 1 —Inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets;
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American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
• Level 2 —Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument; and
• Level 3 —Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
See Note 12. Fair Value for our consideration of the fair value of our financial instruments.
Derivatives
From time to time, we may use treasury lock agreements or other derivative instruments for interest rate risk management purposes. We assess these derivatives at inception and on an ongoing basis for the effectiveness of qualifying cash flow hedges. For derivative instruments that are designated and qualify as a cash flow hedge, the gain or loss on the derivative instrument is reported as 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.
Accounting Pronouncements Adopted
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 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 are also 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 adopted ASU 2023-07 on January 1, 2024. See Note 15. Segment Reporting.
Recent Accounting Pronouncements Not Yet Effective
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures . The amendments in this ASU require public entities to disclose disaggregated information about certain income statement expense line items in the notes to the financial statements on an interim and annual basis. The guidance is effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The amendments in this ASU should be applied prospectively to reporting periods issued after the effective date or retrospectively to all periods presented. The Company is currently assessing the impact of the guidance on its financial statements.
Note 3. Real Estate Assets, Net
The net book values of real estate assets consisted of the following as of December 31, 2024 and 2023 (amounts in thousands):
December 31, 2024 December 31, 2023
Occupied single-family properties $ 10,174,136 $ 9,595,421
Single-family properties leased, not yet occupied 81,154 54,481
Single-family properties in turnover process 397,850 370,856
Single-family properties recently renovated or developed 226,199 140,962
Single-family properties newly acquired and under renovation 1,260 3,999
Single-family properties in operation, net 10,880,599 10,165,719
Development land 602,147 563,718
Single-family properties under development 670,137 845,706
Single-family properties and land held for sale, net 212,808 182,082
Total real estate assets, net $ 12,365,691 $ 11,757,225
F-27
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
Depreciation expense related to single-family properties was $ 454.2 million, $ 436.1 million and $ 410.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.
During the fourth quarter of 2024, the Company acquired a portfolio of 1,673 single-family properties located in 13 markets across the United States for $ 481.7 million, which includes $ 1.9 million of direct transaction costs. The Company funded the transaction through a combination of cash on hand and its previously undrawn revolving credit facility.
Hurricanes Beryl, Debby, Helene and Milton impacted certain properties in our Texas, Florida, Georgia, South Carolina and North Carolina markets during the year ended December 31, 2024. 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, 2024, the Company recognized $ 12.8 million in gross charges primarily related to actual and estimated accruals for minor repair and remediation costs, partially offset by an estimated $ 3.9 million of related insurance claims that the Company believes is probable it will recover. The $ 8.9 million of net charges are included in hurricane-related charges, net within the consolidated statement of operations for the year ended December 31, 2024.
Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina during the year ended December 31, 2022. The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits. During the year ended December 31, 2022, the Company recognized $ 8.9 million in gross charges primarily related to 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.
Our properties and land are identified for disposition primarily based on individual asset-level review, as well as submarket analysis. The Company disposed of single-family properties and land for aggregate net proceeds of $ 573.2 million, $ 469.5 million and $ 292.5 million for the years ended December 31, 2024, 2023 and 2022, respectively, which resulted in an aggregate net gain on sale of $ 248.6 million, $ 215.6 million and $ 141.3 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Note 4. Rent and Other Receivables
Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties. Variable lease payments for tenant charge-backs were $ 216.3 million, $ 210.0 million and $ 196.9 million for the years ended December 31, 2024, 2023 and 2022, respectively. Variable lease payments for fees from single-family properties were $ 32.3 million, $ 30.5 million and $ 27.0 million for the years ended December 31, 2024, 2023 and 2022, respectively.
The Company generally rents its single-family properties under non-cancelable lease agreements with a term of one year . The following table summarizes future minimum rental revenues under existing leases on our properties as of December 31, 2024 (amounts in thousands):
December 31, 2024
2025 $ 782,552
2026 44,604
2027 5
Total $ 827,161
Rent and other receivables included $ 3.9 million of insurance claims receivables related to Hurricanes Milton and Helene as of December 31, 2024 and no storm-related insurance claims receivables as of December 31, 2023. The Company collected zero , $ 4.0 million and $ 2.0 million in proceeds from storm-related insurance claims during the years ended December 31, 2024, 2023 and 2022, respectively.
F-28
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
Note 5. Escrow Deposits, Prepaid Expenses and Other Assets
The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of December 31, 2024 and 2023 (amounts in thousands):
December 31, 2024 December 31, 2023
Escrow deposits, prepaid expenses and other $ 115,801 $ 136,640
Commercial real estate, software, vehicles and FF&E, net 104,188 96,862
Consolidated land not owned (see Note 2)
89,745 147,330
Operating lease right-of-use assets 14,729 16,623
Deferred costs and other intangibles, net 12,401 7,630
Notes receivable, net 515 1,053
Total $ 337,379 $ 406,138
Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ 19.4 million, $ 17.4 million and $ 13.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Deferred Costs and Other Intangibles, Net
Deferred costs and other intangibles, net consisted of the following as of December 31, 2024 and 2023 (amounts in thousands):
December 31, 2024 December 31, 2023
Deferred leasing costs $ 3,746 $ 2,865
Deferred financing costs (1)
11,512 22,491
15,258 25,356
Less: accumulated amortization (1)
( 2,857 ) ( 17,726 )
Total $ 12,401 $ 7,630
(1) Unamortized deferred financing costs associated with the Company’s previous revolving credit facility were written off in July 2024 as a result of the termination of that facility. As of December 31, 2024, deferred financing costs and accumulated amortization reflect costs and related amortization incurred as a result of the Company entering into its current revolving credit facility in July 2024 (see Note 7. Debt).
Amortization expense related to deferred leasing costs was $ 3.4 million, $ 3.0 million and $ 2.7 million for the years ended December 31, 2024, 2023 and 2022, respectively, and is included in depreciation and amortization within the consolidated statements of operations. Amortization of deferred financing costs related to our revolving credit facility was $ 2.5 million, $ 2.7 million and $ 2.7 million for the years ended December 31, 2024, 2023 and 2022, respectively, and is included in gross interest, prior to interest capitalization (see Note 7. Debt).
The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of December 31, 2024 for future periods (amounts in thousands):
Deferred
Leasing Costs Deferred
Financing Costs (1)
Total
2025 $ 1,956 $ 2,300 $ 4,256
2026 — 2,300 2,300
2027 — 2,300 2,300
2028 — 2,309 2,309
2029 — 1,236 1,236
Total $ 1,956 $ 10,445 $ 12,401
(1) Unamortized deferred financing costs associated with the Company’s previous revolving credit facility were written off in July 2024 as a result of the termination of that facility. Estimated annual amortization expense related to deferred financing costs as of December 31, 2024 reflect costs incurred as a result of the Company entering into its current revolving credit facility in July 2024 (see Note 7. Debt).
Note 6. Investments in Unconsolidated Joint Ventures
As of December 31, 2024, 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
F-29
American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
after applying the voting interest model using the equity method of accounting. Equity in net income (losses) of unconsolidated joint ventures is included in other income and expense, net within the consolidated statements of operations.
During the second quarter of 2014, the Company entered into a joint venture with the Alaska Permanent Fund Corporation (the “Alaska JV”) to invest in homes acquired through traditional acquisition channels.
During the third quarter of 2018, the Company entered into a joint venture with another leading institutional investor (the “Institutional Investor JV”) to invest in newly constructed single-family rental homes, which was subsequently amended and upsized to $ 312.5 million during the third quarter of 2019. The initial term of the joint venture with Institutional Investor JV is five years from the effective date of the amended agreement, during which neither member could unilaterally market properties for sale.
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 (“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.
During the third quarter of 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, 2024 and 2023 (amounts in thousands, except percentages and property data):
Joint Venture Description % Ownership at December 31, 2024 Completed Homes at
December 31, 2024 Balances at
December 31, 2024 Balances at
December 31, 2023
Alaska JV 20 % 176 $ 15,598 $ 14,973
Institutional Investor JV 20 % 1,015 12,349 15,163
J.P. Morgan JV I 20 % 2,078 104,232 75,735
J.P. Morgan JV II 20 % 107 26,955 8,327
3,376 $ 159,134 $ 114,198
The Company provides various services to these joint ventures, which are considered to be related parties, including property management and development services and has opportunities to earn promoted interests. Management fee and development fee income from unconsolidated joint ventures was $ 14.4 million, $ 10.8 million and $ 13.9 million for the years ended December 31, 2024, 2023 and 2022, 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. The Company also transfers single-family properties or land to the joint ventures in the ordinary course of business and any gains or losses on transfers are included in gain on sale and impairment of single-family properties and other, net in the consolidated statements of operations.
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 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 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 bore interest at the Secured Overnight Financing Rate (“SOFR”) plus a 1.50 % margin and had a maturity date of January 28, 2025. As of December 31, 2024, J.P. Morgan JV I’s loan had a $ 324.0 million outstanding principal balance. In January 2025, J.P. Morgan JV I amended its existing loan agreement to increase borrowing capacity
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American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
to $ 500.0 million. During the initial three -year term, the loan bears interest at SOFR plus a 1.50 % margin and matures on January 24, 2028. The loan agreement provides for one one -year extension option that includes additional fees and interest.
During the second quarter of 2024, the Institutional Investor JV amended its existing loan agreement. During the three -year term, the loan, which has an aggregate commitment of $ 232.7 million, bears interest at SOFR plus a 1.90 % margin and matures on July 1, 2027. As of December 31, 2024, 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 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. However, there can be no assurances that actions that could trigger the guarantee will not occur.
Note 7. Debt
All of the Company’s indebtedness is debt of the Operating Partnership. AMH is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The following table presents the Company’s debt as of December 31, 2024 and 2023 (amounts in thousands):
Outstanding Principal Balance
Interest Rate (1)
Maturity Date December 31, 2024 December 31, 2023
AMH 2014-SFR2 securitization 4.42 % N/A $ — $ 461,498
AMH 2014-SFR3 securitization 4.40 % N/A — 477,064
AMH 2015-SFR1 securitization (2)
4.14 % April 9, 2045 494,868 502,299
AMH 2015-SFR2 securitization (3)
4.36 % October 9, 2045 430,523 436,297
Total asset-backed securitizations 925,391 1,877,158
2028 unsecured senior notes (4)
4.08 % February 15, 2028 500,000 500,000
2029 unsecured senior notes 4.90 % February 15, 2029 400,000 400,000
2031 unsecured senior notes (5)
2.46 % July 15, 2031 450,000 450,000
2032 unsecured senior notes 3.63 % April 15, 2032 600,000 600,000
2034 unsecured senior notes I 5.50 % February 1, 2034 600,000 —
2034 unsecured senior notes II 5.50 % July 15, 2034 500,000 —
2035 unsecured senior notes (6)
5.08 % March 15, 2035 500,000 —
2051 unsecured senior notes 3.38 % July 15, 2051 300,000 300,000
2052 unsecured senior notes 4.30 % April 15, 2052 300,000 300,000
Revolving credit facility (7)
5.44 % July 16, 2029 — 90,000
Total debt 5,075,391 4,517,158
Unamortized discounts on unsecured senior notes ( 35,594 ) ( 32,981 )
Deferred financing costs, net (8)
( 29,035 ) ( 22,530 )
Total debt per balance sheet $ 5,010,762 $ 4,461,647
(1) Interest rates are rounded and as of December 31, 2024. Unless otherwise stated, interest rates are fixed percentages.
(2) 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 %. The Company has provided notice to the lender of its intent to pay off the AMH 2015-SFR1 securitization during the second quarter of 2025.
(3) 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 %.
(4) The stated interest rate on the 2028 unsecured senior notes is 4.25 %, which was hedged to yield an interest rate of 4.08 %.
(5) The stated interest rate on the 2031 unsecured senior notes is 2.38 %, which was hedged to yield an interest rate of 2.46 %.
(6) The stated interest rate on the 2035 unsecured senior notes is 5.25 %, which was hedged to yield an interest rate of 5.08 %.
(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 $ 2.0 million and $ 2.7 million committed to outstanding letters of credit that reduced our borrowing capacity as of December 31, 2024 and 2023, respectively. The revolving credit facility bears interest at SOFR plus a 0.10 % spread adjustment and a margin of 0.85 % as of December 31, 2024.
(8) Deferred financing costs relate to our asset-backed securitizations and unsecured senior notes. Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $ 6.2 million, $ 7.0 million and $ 6.8 million for the years ended December 31, 2024, 2023 and 2022, respectively, and is included in gross interest, prior to interest capitalization.
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American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
Debt Maturities
The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of December 31, 2024 (amounts in thousands):
Debt Maturities
2025 $ 10,302
2026 10,302
2027 10,302
2028 510,302
2029 410,302
Thereafter 4,123,881
Total debt $ 5,075,391
Encumbered Properties
The following table displays the number of properties pledged as collateral for the Company’s asset-backed securitization loans and the aggregate net book values as of December 31, 2024 and 2023 (amounts in thousands, except property data):
December 31, 2024 December 31, 2023
Number of Properties Net Book Value Number of Properties Net Book Value
AMH 2014-SFR2 securitization — $ — 4,517 $ 533,238
AMH 2014-SFR3 securitization — — 4,558 581,021
AMH 2015-SFR1 securitization 4,666 560,692 4,684 579,274
AMH 2015-SFR2 securitization 4,153 523,082 4,162 539,659
Total encumbered properties 8,819 $ 1,083,774 17,921 $ 2,233,192
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 legal fees and the write-off of unamortized deferred financing costs that are included in loss on early extinguishment of debt within the 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 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. See AMH 2014-SFR2 Securitization below and Note 13. Related Party Transactions.
During the third quarter of 2024, the Company terminated its previous revolving credit facility, which resulted in $ 4.8 million of charges related to the write-off of unamortized deferred financing costs that are included in loss on early extinguishment of debt within the consolidated statements of operations.
During the third quarter of 2024, the Operating Partnership paid off the $ 471.8 million outstanding principal on the AMH 2014-SFR3 securitization, which resulted in $ 0.5 million of charges related to legal fees and the write-off of unamortized deferred financing costs that are included in loss on early extinguishment of debt within the consolidated statements of operations. The payoff of the AMH 2014-SFR3 securitization also resulted in the release of the 4,541 homes pledged as collateral and $ 10.9 million of cash restricted for lender requirements.
Asset-backed Securitizations
The Company completed multiple asset-backed securitizations, all of which have certain general characteristics in common. The asset-backed securitization transactions resulted in newly-formed special purpose entities (the “Borrowers”), which entered into loans with third-party lenders. The Borrowers are each wholly owned by respective special purpose entities (the “Equity Owners”), which are wholly owned by the Operating Partnership. The loans were represented by promissory notes that were immediately transferred by the third-party lenders to subsidiaries of the Company and then to Real Estate Mortgage Investment Conduit (“REMIC”) trusts in
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exchange for single-family rental pass-through certificates representing the beneficial ownership interests in the respective loans and trusts. Upon receipt of the certificates, the subsidiaries sold the certificates to investors. The principal amount of each class of certificates corresponds to the corresponding principal amount of the loan components with an additional class to hold the residual REMIC interest. The loans require monthly payments of interest together with principal payments representing one-twelfth of one percent of the original principal amount of the loans.
The loans are secured by first priority mortgages on pools of single-family residential properties transferred to the Borrowers from the Company’s portfolio of properties. The Borrowers’ homes were substantially similar to the other properties owned by the Company and were leased to tenants underwritten on substantially the same basis as the tenants in the Company’s other properties. During the duration of the loans, the Borrowers’ properties may not generally be transferred, sold or otherwise securitized and the Company can substitute properties if a property owned by the Borrowers becomes a disqualified property under the terms of the loan or voluntarily with properties eligible for substitution, in limited circumstances, subject to the terms, conditions and limitations provided in the loan agreements. The loans are also secured by a security interest in all of the Borrowers’ personal property and a pledge of all of the assets of the Equity Owners, including a security interest in their membership interests in the Borrowers. The Company provides a limited guaranty (i) for certain losses arising out of designated acts of intentional misconduct and (ii) for the principal amount of the loans and all other obligations under the loan agreements in the event of insolvency or bankruptcy proceedings.
The Company accounted for the transfers of the notes from its subsidiaries to the trusts as sales under ASC 860, Transfers and Servicing , with no resulting gain or loss as the notes were both originated by the third-party lenders and immediately transferred at the same fair market value. The Company also evaluated and did not identify any variable interests in the trusts. Accordingly, the Company consolidates, at historical cost basis, the homes placed as collateral for the notes, and the principal balances outstanding on the notes are included in asset-backed securitizations, net within the consolidated balance sheets.
The loan agreements provide that the Borrowers maintain covenants typical for securitization transactions including maintaining certain reserve accounts and a debt service coverage ratio of at least 1.20 to 1.00. The loan agreements define the debt service coverage ratio as of any determination date as a ratio in which the numerator is the net cash flow divided by the aggregate debt service for the 12-month period following the date of determination.
AMH 2014-SFR2 Securitization
The AMH 2014-SFR2 securitization completed during the third quarter of 2014 was a fixed-rate loan for $ 513.3 million with a 10 -year term maturing on October 9, 2024 and had a duration-adjusted weighted-average interest rate of 4.42 %. The loan was originally secured by first priority mortgages on a portfolio of 4,487 single-family residential properties. In addition to the single-family rental pass-through certificates sold to third parties, the Company had acquired all of the Class F certificates, which bore no interest, for $ 25.7 million. The Company evaluated the purchased Class F certificates as a variable interest in the trust and concluded that the Class F certificates would not absorb a majority of the trust’s expected losses or receive a majority of the trust’s expected residual returns. The Company also concluded that the Class F certificates did not provide the Company with an ability to direct activities that could have impacted the trust’s economic performance. The Company did not consolidate the trust and the $ 25.7 million of purchased Class F certificates were reflected as asset-backed securitization certificates in the Company’s consolidated balance sheets and as amounts due from affiliates in the Operating Partnership’s consolidated balance sheets. Gross proceeds to the Company from the transaction, after purchase of the Class F certificates, were $ 487.7 million before issuance costs of $ 12.9 million.
During the first quarter of 2024, the Operating Partnership paid off the AMH 2014-SFR2 securitization using available cash on hand. The Company received $ 25.7 million from the payoff for its investment in the Class F certificates. See Early Extinguishment of Debt above and Note 13. Related Party Transactions.
AMH 2014-SFR3 Securitization
The AMH 2014-SFR3 securitization completed during the fourth quarter of 2014 was a fixed-rate loan for $ 528.4 million with a 10 -year term maturing on December 9, 2024 and had a duration-adjusted weighted-average interest rate of 4.40 %. The loan was originally
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secured by first priority mortgages on a portfolio of 4,503 single-family residential properties owned by the Borrower. Gross proceeds from the transaction were $ 528.4 million before issuance costs of $ 12.9 million.
During the third quarter of 2024, the Operating Partnership paid off the AMH 2014-SFR3 securitization using available cash on hand. See Early Extinguishment of Debt above.
AMH 2015-SFR1 Securitization
The AMH 2015-SFR1 securitization completed during the first quarter of 2015 is a fixed-rate loan for $ 552.8 million with a 30 -year term maturing on April 9, 2045 and has a duration-adjusted weighted-average interest rate of 4.14 %. The loan was originally secured by first priority mortgages on a pool of 4,661 single-family residential properties owned by the Borrower and has an anticipated repayment date of April 9, 2025. Gross proceeds from the transaction were $ 552.8 million before issuance costs of $ 13.3 million.
AMH 2015-SFR2 Securitization
The AMH 2015-SFR2 securitization completed during the third quarter of 2015 is a fixed-rate loan for $ 477.7 million with a 30 -year term maturing on October 9, 2045 and has a duration-adjusted weighted-average interest rate of 4.36 %. The loan was originally secured by first priority mortgages on a portfolio of 4,125 single-family residential properties owned by the Borrower and has an anticipated repayment date of October 9, 2025. Gross proceeds from the transaction were $ 477.7 million before issuance costs of $ 11.3 million.
Unsecured Senior Notes
During the first quarter of 2018, the Operating Partnership issued $ 500.0 million of 4.25 % unsecured senior notes with a maturity date of February 15, 2028 (the “2028 Notes”). Interest on the 2028 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, which commenced on August 15, 2018. The Operating Partnership received net proceeds of $ 494.0 million from this issuance, after underwriting fees of approximately $ 3.2 million and a $ 2.8 million discount, and before offering costs of $ 1.9 million. The Operating Partnership may redeem the 2028 Notes at any time, in whole or in part, at the applicable redemption price specified in the indenture with respect to the 2028 Notes. If the 2028 Notes are redeemed on or after November 15, 2027 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the 2028 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. Including the effect of a cash flow hedging instrument settled during the first quarter of 2018, the 2028 Notes yield an effective interest rate of 4.08 %.
During the first quarter of 2019, the Operating Partnership issued $ 400.0 million of 4.90 % unsecured senior notes with a maturity date of February 15, 2029 (the “2029 Notes”). Interest on the 2029 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, which commenced on August 15, 2019. The Operating Partnership received net proceeds of $ 395.3 million from this issuance, after underwriting fees of approximately $ 2.6 million and a $ 2.1 million discount, and before offering costs of $ 1.0 million. The Operating Partnership may redeem the 2029 Notes at any time, in whole or in part, at the applicable redemption price specified in the indenture with respect to the 2029 Notes. If the 2029 Notes are redeemed on or after November 15, 2028 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the 2029 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.
During the third quarter of 2021, the Operating Partnership issued $ 450.0 million of 2.375 % unsecured senior notes with a maturity date of July 15, 2031 (the “2031 Notes”) and $ 300.0 million of 3.375 % unsecured senior notes with a maturity date of July 15, 2051 (the “2051 Notes” and, together with the 2031 Notes, the “2031 and 2051 Notes”). Interest on the 2031 and 2051 Notes is payable semi-annually in arrears on January 15 and July 15 of each year, which commenced on January 15, 2022. The Operating Partnership received aggregate net proceeds of $ 731.6 million from these issuances, after underwriting fees of approximately $ 5.6 million and a $ 12.8 million discount, and before offering costs of $ 1.4 million. The Operating Partnership may redeem the 2031 and 2051 Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indentures with respect to the 2031 and 2051 Notes. If the 2031 Notes are redeemed on or after April 15, 2031 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. If the 2051 Notes are redeemed on or after January 15, 2051 (six months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the notes being redeemed plus accrued and unpaid interest
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thereon to, but not including, the redemption date. Including the effect of a cash flow hedging instrument settled during the second quarter of 2021, the 2031 Notes yield an effective interest rate of 2.46 %.
During the second quarter of 2022, the Operating Partnership issued $ 600.0 million of 3.625 % unsecured senior notes with a maturity date of April 15, 2032 (the “2032 Notes”) and $ 300.0 million of 4.300 % unsecured senior notes with a maturity date of April 15, 2052 (the “2052 Notes” and, together with the 2032 Notes, the “2032 and 2052 Notes”). Interest on the 2032 and 2052 Notes is payable semi-annually in arrears on April 15 and October 15 of each year, which commenced on October 15, 2022. The Operating Partnership received aggregate net proceeds of $ 870.3 million from these issuances, after underwriting fees of approximately $ 6.5 million and a $ 23.2 million discount, and before offering costs of approximately $ 1.7 million. The Operating Partnership may redeem the 2032 and 2052 Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indentures with respect to the 2032 and 2052 Notes. If the 2032 Notes are redeemed on or after January 15, 2032 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. If the 2052 Notes are redeemed on or after October 15, 2051 (six months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.
During the first quarter of 2024, the Operating Partnership issued $ 600.0 million of 5.500 % unsecured senior notes with a maturity date of February 1, 2034 (the “2034 Notes I”), which carry a green bond designation and were issued under the Company’s green finance framework. Interest on the 2034 Notes I 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 Operating Partnership may redeem the 2034 Notes I 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 I 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 I being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.
During the second quarter of 2024, the Operating Partnership issued $ 500.0 million of 5.500 % unsecured senior notes with a maturity date of July 15, 2034 (the “2034 Notes II”). Interest on the 2034 Notes II is payable semi-annually in arrears on January 15 and July 15 of each year, commencing on January 15, 2025. The Operating Partnership received aggregate net proceeds of $ 494.0 million from this offering, after underwriting fees of $ 3.3 million and a $ 2.7 million discount, and before offering costs of $ 1.1 million. The Operating Partnership used the net proceeds primarily to repay outstanding indebtedness, including the payoff of the AMH 2014-SFR3 securitization, and for general corporate purposes. The Operating Partnership may redeem the 2034 Notes II 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 II are redeemed on or after April 15, 2034 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the 2034 Notes II being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.
During the fourth quarter of 2024, the Operating Partnership issued $ 500.0 million of 5.250 % unsecured senior notes with a maturity date of March 15, 2035 (the “2035 Notes”). Interest on the 2035 Notes is payable semi-annually in arrears on March 15 and September 15 of each year, commencing on March 15, 2025. The Operating Partnership received aggregate net proceeds of $ 494.2 million from this offering, after underwriting fees of $ 3.2 million and a $ 2.6 million discount, and before offering costs of $ 1.1 million. The Operating Partnership used the net proceeds primarily to repay outstanding indebtedness, including amounts outstanding on its revolving credit facility, and for general corporate purposes. The Operating Partnership may redeem the 2035 Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indenture. If the 2035 Notes are redeemed on or after December 15, 2034 (three months prior to the maturity date), the redemption price will be equal to 100 % of the principal amount of the 2035 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. Including the effect of a cash flow hedging instrument settled during the fourth quarter of 2024 (see Note 12. Fair Value), the 2035 Notes yield an effective interest rate of 5.08 %.
The 2028 Notes, 2029 Notes, 2031 Notes, 2032 Notes, 2034 Notes I, 2034 Notes II, 2035 Notes, 2051 Notes and 2052 Notes are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The indentures require that we maintain certain financial covenants.
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Revolving Credit Facility
During the second quarter of 2021, the Company amended and restated its previous revolving credit agreement with a $ 1.25 billion sustainability-linked revolving credit facility which was further amended during the second quarter of 2023 to transition from the LIBOR to the SOFR. The interest rate under the amended revolving credit facility was 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 had a maturity date of April 15, 2025, with two six-month extension options at the Company’s election if certain conditions were met. In addition, the Company was 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 third quarter of 2024, the Company terminated this revolving credit facility. See Early Extinguishment of Debt above.
During the third quarter of 2024, the Company entered into a new credit agreement with a $ 1.25 billion sustainability-linked revolving credit facility. The interest rate on the new revolving credit facility is at either a daily or Term SOFR plus a 0.10 % spread adjustment and a margin ranging from 0.725 % to 1.40 % or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5 % or the daily SOFR plus 1.10 %) plus a margin ranging from 0.00 % to 0.40 %. In each case the actual margin is determined based on the Company’s credit ratings in effect from time to time. The new revolving credit facility matures on July 16, 2028, 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.
Interest Expense
The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes, and (ii) capitalized interest for the years ended December 31, 2024, 2023 and 2022 (amounts in thousands):
For the Years Ended December 31,
2024 2023 2022
Gross interest cost $ 218,494 $ 195,430 $ 186,956
Capitalized interest ( 53,143 ) ( 55,232 ) ( 52,085 )
Interest expense $ 165,351 $ 140,198 $ 134,871
Note 8. Accounts Payable and Accrued Expenses
The following table summarizes accounts payable and accrued expenses as of December 31, 2024 and 2023 (amounts in thousands):
December 31, 2024 December 31, 2023
Resident security deposits $ 123,377 $ 119,577
Accrued construction and maintenance liabilities 80,710 94,004
Liability for consolidated land not owned (see Note 2)
74,518 108,688
Accrued interest 65,824 40,017
Accrued property taxes 61,044 59,015
Prepaid rent 30,153 30,320
Operating lease liabilities 16,309 18,288
Accounts payable 96 36,056
Other accrued liabilities 69,728 67,695
Total $ 521,759 $ 573,660
Note 9. Shareholders’ Equity / Partners’ Capital
When the Company issues common or preferred shares, the Operating Partnership issues an equivalent number of units of partnership interest of a corresponding class to AMH, with the Operating Partnership receiving the net proceeds from the share issuances.
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Class A Common Shares / Units
Class A units represent voting equity interests in the Operating Partnership. Holders of Class A units in the Operating Partnership have the right to redeem the units for cash or, at the election of the Company, exchange the units for AMH’s Class A common shares on a one -for-one basis. AMH owned 87.8 % and 87.7 % of the total 421,000,048 and 416,308,486 Class A units outstanding as of December 31, 2024 and 2023, respectively.
During the first quarter of 2022, the Company completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $ 0.01 par value per share, of which 10,000,000 shares were issued directly by the Company and 13,000,000 shares were offered on a forward basis at the request of the Company by the forward sellers. In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “2022 Forward Sale Agreements”) for these 13,000,000 shares which were 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. 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 of $ 298.4 million.
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 “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 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the year ended December 31, 2022, the Company issued zero Class A common shares under its previous program. During the years ended December 31, 2024 and 2023, the Company directly issued 932,746 and 2,799,683 Class A common shares under its 2023 At-the-Market Program, respectively, raising $ 33.7 million and $ 102.0 million in gross proceeds before commissions and other expenses of approximately $ 0.5 million and $ 1.7 million, respectively. Additionally, the Company entered into a forward sale agreement with the forward purchaser during the first quarter of 2024 (the “March 2024 Forward Sale Agreement”), which was 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 issued and physically settled the 2,987,024 Class A common shares during the fourth quarter of 2024, receiving gross proceeds of $ 110.6 million before commissions and other expenses of approximately $ 0.8 million and before offering costs of approximately $ 0.2 million. As of December 31, 2024, 6,719,453 shares have been issued under the 2023 At-the-Market Program and $ 753.7 million remained available for future issuances.
Share Repurchase Program
The Company’s board of trustees authorized the establishment of our share repurchase program for the repurchase of up to $ 300.0 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions. The program does not have an expiration date, but may be suspended or discontinued at any time without notice. All repurchased shares are constructively retired and returned to an authorized and unissued status. The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units. During the years ended December 31, 2024, 2023 and 2022, we did not repurchase and retire any of our Class A common shares or preferred shares. As of December 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.
Class B Common Shares
Former American Homes 4 Rent, LLC (“AH LLC”) members received 635,075 Class B common shares in connection with their contributions of properties and funds to the Company. The Operating Partnership issued an equivalent number of corresponding Class A units to AMH in exchange for the proceeds and properties contributed in the transaction. Each Class B common share generally entitles the holder to 50 votes on all matters that the holders of Class A common shares are entitled to vote. 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
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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. Each Class B common share has the same economic interest as a Class A common share.
Perpetual Preferred Shares / Units
As of December 31, 2024 and 2023, the Company had the following series of perpetual preferred shares outstanding (amounts in thousands, except share data):
December 31, 2024 December 31, 2023
Series Issuance Date Earliest Redemption Date Dividend Rate Outstanding Shares Current Liquidation Value Outstanding Shares Current Liquidation Value
Series G perpetual preferred shares July 17, 2017 July 17, 2022 5.875 % 4,600,000 $ 115,000 4,600,000 $ 115,000
Series H perpetual preferred shares September 19, 2018 September 19, 2023 6.250 % 4,600,000 115,000 4,600,000 115,000
Total preferred shares 9,200,000 $ 230,000 9,200,000 $ 230,000
Perpetual preferred shares represent non-voting preferred equity interests in the Company and entitle holders to a cumulative annual cash dividend, based on the respective dividend rate in the table above, which is applied to the liquidation preference at issuance of $ 25.00 per share. The Operating Partnership issues an equivalent number of corresponding perpetual preferred units for the given class to AMH in exchange for the net proceeds from the share issuances. The Company may, at its option, redeem the perpetual preferred shares for cash, in whole or in part, from time to time, at any time on or after the earliest redemption date shown in the table above or within 120 days after the occurrence of a change in control at a redemption price equal to the $ 25.00 per share liquidation preference, plus any accumulated and unpaid dividends.
During the second quarter of 2022, the Company redeemed all 6,200,000 shares of the outstanding 5.875 % Series F perpetual preferred shares, $ 0.01 par value per share, for cash at the liquidation preference of $ 25.00 per share plus any accrued and unpaid dividends in accordance with the terms of such shares. The Operating Partnership also redeemed its corresponding Series F perpetual preferred units. As a result of the redemption, the Company recorded a $ 5.3 million allocation of income to the Series F perpetual preferred shareholders within the consolidated statements of operations during the year ended December 31, 2022, which represents the initial liquidation value of the Series F perpetual preferred shares in excess of its carrying value as of the redemption date.
Distributions
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. 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.
No distributions can be paid on our Class A and Class B common shares unless we have first paid all cumulative distributions on our Series G and Series H perpetual preferred shares. The distribution preference of our Series G and Series H perpetual preferred shares could limit our ability to make distributions to the holders of our Class A and Class B common shares.
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Notes to Consolidated Financial Statements
The Company’s board of trustees declared the following distributions during the years ended December 31, 2024, 2023 and 2022. The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding OP units.
For the Years Ended December 31,
2024 2023 2022
Class A and Class B common shares $ 1.04 $ 0.88 $ 0.72
5.875 % Series F perpetual preferred shares (1)
— — 0.51
5.875 % Series G perpetual preferred shares
1.47 1.47 1.47
6.250 % Series H perpetual preferred shares
1.56 1.56 1.56
(1) The 5.875 % Series F perpetual preferred shares were redeemed on May 5, 2022 and the distributions for the year ended December 31, 2022 include the accrued and unpaid dividends paid to shareholders as part of the redemption.
Noncontrolling Interest
Noncontrolling interest as reflected in the Company’s consolidated balance sheets primarily consists of the interests held by former AH LLC members in units in the Operating Partnership. Former AH LLC members owned 50,779,990 , or approximately 12.1 % and 12.2 %, of the total 421,000,048 and 416,308,486 Class A units in the Operating Partnership as of December 31, 2024 and 2023, respectively. Noncontrolling interest also includes interests held by non-affiliates in Class A units in the Operating Partnership. Non-affiliate Class A unitholders owned 596,990 , or approximately 0.1 %, of the total 421,000,048 and 416,308,486 Class A units in the Operating Partnership as of December 31, 2024 and 2023, 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.
Note 10. Share-Based Compensation
2021 Equity Incentive Plan
In 2021, the Company’s shareholders approved and the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”). The 2021 Plan replaced the 2012 Equity Incentive Plan (the “2012 Plan”) and provides for the issuance of up to 9,544,095 Class A common shares (including shares that remained available for future awards under the 2012 Plan as of the effective date of the 2021 Plan and shares related to outstanding awards under the 2012 Plan that may become available after expiration, forfeiture or cancellation of such awards). The 2021 Plan provides for the issuance of Class A common shares through the grant of a variety of awards including stock options, stock appreciation rights, RSUs, unrestricted shares, dividend equivalent rights and performance-based awards. The 2021 Plan terminates in May 2031, unless terminated earlier by the Company’s board of trustees. When the Company issues Class A common shares under the 2012 Plan and 2021 Plan, the Operating Partnership issues an equivalent number of Class A units to AMH.
During the years ended December 31, 2024, 2023 and 2022, employees were granted RSUs that generally vest over a 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 first quarter of 2024, the Company announced that David Singelyn, the Company’s Chief Executive Officer, would retire effective December 31, 2024. In connection with Mr. Singelyn’s retirement, the Company and Mr. Singelyn entered into a Retirement and Award Agreement (the “Retirement Agreement”), which became effective February 21, 2024, pursuant to which Mr. Singelyn agreed to provide transition advisory services from his retirement until June 30, 2025 and the Company granted him 46,070 RSUs on February 21, 2024 which cliff vest on June 30, 2025 upon satisfaction of certain vesting conditions, including performance of his obligations under the Retirement Agreement. In addition, the Company granted Chris Lau, the Company’s Chief Financial Officer, 143,968 RSUs on February 21, 2024, which cliff vest five years from the date of grant in connection with his appointment to the elevated role of Senior Executive Vice President.
During the years ended December 31, 2024, 2023 and 2022, 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 from January 1, 2024 through December 31, 2026 for PSUs granted during the year ended December 31, 2024, January 1, 2023 through December 31, 2025 for PSUs granted during the year ended December 31, 2023 and January 1, 2022 through December 31, 2024 for PSUs granted during the year ended December 31, 2022. A portion of the PSUs are
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Notes to Consolidated Financial Statements
based on (i) the achievement of relative total shareholder return compared to a specified peer group (the “TSR Awards”), and a portion are based on (ii) average annual growth in core funds from operations per share (the “Core FFO Awards”). The number of PSUs that may ultimately vest range from zero to 200 % of the number of PSUs granted based on the level of achievement of these performance conditions. For the TSR Awards, grant date fair value was determined using a multifactor Monte Carlo model and the resulting compensation cost is amortized over the service period regardless of whether the performance condition is achieved. For the Core FFO Awards, fair value is based on the market value on the date of grant and compensation cost is recognized based on the probable achievement of the performance condition at each reporting period.
The 2012 Plan and 2021 Plan allow for continued release of awards based on the original vesting schedule, rather than forfeiture, of unvested share-based grants upon termination of service for employees who meet certain retirement eligibility criteria, including age and years of service. Retirement eligible employees must also provide a notice of intent to retire at least six months prior to retirement date and the HCC Committee must approve the continued release of awards.
The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2024, 2023 and 2022:
Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) (amounts in thousands)
Options outstanding at December 31, 2021 824,300 $ 17.89 3.7 $ 21,200
Granted — —
Exercised ( 93,750 ) 17.26 1,782
Forfeited — —
Options outstanding at December 31, 2022 730,550 $ 17.97 3.0 $ 8,889
Granted — —
Exercised ( 207,875 ) 16.76 3,852
Forfeited — —
Options outstanding at December 31, 2023 522,675 $ 18.45 2.5 $ 9,150
Granted — —
Exercised ( 193,175 ) 16.11 4,019
Forfeited — —
Options outstanding at December 31, 2024 329,500 $ 19.83 2.1 $ 5,796
Options exercisable at December 31, 2024 329,500 $ 19.83 2.1 $ 5,796
(1) Intrinsic value for activities other than exercises is defined as the difference between the grant price and the market value on the last trading day of the period for those stock options where the market value is greater than the grant price. For exercises, intrinsic value is defined as the difference between the grant price and the market value on the date of exercise.
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Notes to Consolidated Financial Statements
The following table summarizes RSU activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2024, 2023 and 2022:
Restricted Share Units Weighted- Average Grant Date Fair Value
RSUs outstanding at December 31, 2021 1,050,599 $ 29.71
Granted 466,802 39.52
Vested ( 439,643 ) 29.41
Forfeited ( 53,036 ) 35.85
RSUs outstanding at December 31, 2022 1,024,722 $ 33.99
Granted 509,730 33.24
Vested ( 418,351 ) 31.40
Forfeited ( 25,579 ) 33.45
RSUs outstanding at December 31, 2023 1,090,522 $ 34.64
Granted 701,342 35.70
Vested ( 559,257 ) 33.80
Forfeited ( 45,063 ) 34.85
RSUs outstanding at December 31, 2024 1,187,544 $ 35.66
The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the years ended December 31, 2024, 2023 and 2022:
Performance-Based Restricted Share Units (1)
Weighted-Average Grant Date Fair Value
PSUs outstanding at December 31, 2021 92,319 $ 34.83
Granted 202,104 43.91
Vested — —
Forfeited — —
PSUs outstanding at December 31, 2022 294,423 $ 41.07
Granted 227,033 40.19
Vested — —
Forfeited ( 1,237 ) 43.91
PSUs outstanding at December 31, 2023 520,219 $ 40.68
Granted 254,157 41.46
Adjustment for performance achievement 75,109 34.83
Vested ( 167,428 ) 34.83
Forfeited ( 4,759 ) 41.51
PSUs outstanding at December 31, 2024 677,298 $ 41.76
(1) Represents the number of target shares at grant date for PSUs outstanding, granted and forfeited. Adjustment for performance achievement represents the difference between the number of target shares at grant date and the number of actual shares earned for the three-year performance period ended December 31, 2023, which was determined and vested during the first quarter of 2024.
For the TSR Awards, the following assumptions were used in the calculation of fair value using the Monte Carlo simulation model:
2024 2023 2022
Expected term (years) 3.0 3.0 3.0
Dividend yield 2.44 % 2.09 % 1.03 %
Estimated volatility (1)
23.83 % 27.45 % 27.62 %
Risk-free interest rate 4.19 % 4.16 % 1.39 %
(1) Estimated volatility for the performance period is based on 50 % historical volatility and 50 % implied volatility.
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Notes to Consolidated Financial Statements
2021 Employee Stock Purchase Plan
The 2021 ESPP provides for the issuance of up to 3,000,000 Class A common shares and allows employees to acquire the Company’s Class A common shares through payroll deductions, subject to maximum purchase limitations, during six-month purchase periods. The purchase price for Class A common shares may be set at a maximum discount equal to 85 % of the lower of the closing price of the Company’s Class A common shares on the first day or the last day of the applicable purchase period. The 2021 ESPP terminates in June 2031 or the date on which there are no longer any Class A common shares available for issuance. When the Company issues Class A common shares under the 2021 ESPP, the Operating Partnership issues an equivalent number of Class A units to AMH.
Share-Based Compensation Expense
The Company’s noncash share-based compensation expense relating to corporate administrative employees is included in general and administrative expense and the noncash share-based compensation expense relating to centralized and field property management employees is included in property management expenses. Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties is included in acquisition and other transaction costs. The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the years ended December 31, 2024, 2023 and 2022 (amounts in thousands):
For the Years Ended December 31,
2024 2023 2022
General and administrative expense $ 20,617 $ 16,379 $ 15,318
Property management expenses 4,814 4,030 3,861
Acquisition and other transaction costs 5,553 4,961 8,129
Total noncash share-based compensation expense $ 30,984 $ 25,370 $ 27,308
As of December 31, 2024, the unrecognized compensation expense for unvested RSUs and PSUs was $ 18.4 million and $ 6.7 million, respectively. The unrecognized compensation expense for unvested RSUs and PSUs is expected to be recognized over a weighted-average period of 1.6 years and 1.2 years, respectively.
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Notes to Consolidated Financial Statements
Note 11. Earnings per Share / Unit
American Homes 4 Rent
The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the years ended December 31, 2024, 2023 and 2022 (amounts in thousands, except share and per share data):
For the Years Ended December 31,
2024 2023 2022
Numerator:
Net income $ 468,142 $ 432,142 $ 310,025
Less:
Noncontrolling interest 55,716 51,974 36,887
Dividends on preferred shares 13,944 13,944 17,081
Redemption of perpetual preferred shares — — 5,276
Allocation to participating securities (1)
1,317 1,083 767
Numerator for income per common share–basic and diluted $ 397,165 $ 365,141 $ 250,014
Denominator:
Weighted-average common shares outstanding–basic 367,454,012 362,024,968 349,290,848
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)
535,525 452,248 496,244
Weighted-average common shares outstanding–diluted (3)
367,989,537 362,477,216 349,787,092
Net income per common share:
Basic $ 1.08 $ 1.01 $ 0.72
Diluted $ 1.08 $ 1.01 $ 0.71
(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 vesting of PSUs under the treasury stock method for the years ended December 31, 2024, 2023 and 2022 and the dilutive effect of forward sale equity contracts under the treasury stock method for the years ended December 31, 2024 and 2022 (see Note 9. Shareholders’ Equity / Partners’ Capital).
(3) The effect of the potential conversion of OP units is not reflected in the computation of basic and diluted earnings per share as they are exchangeable for Class A common shares on a one -for-one basis. The income allocable to the OP units is allocated on this same basis and reflected as noncontrolling interest in the accompanying consolidated financial statements. As such, the assumed conversion of the OP units would have no net impact on the determination of diluted earnings per share.
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Notes to Consolidated Financial Statements
American Homes 4 Rent, L.P.
The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the years ended December 31, 2024, 2023 and 2022 (amounts in thousands, except unit and per unit data):
For the Years Ended December 31,
2024 2023 2022
Numerator:
Net income $ 468,142 $ 432,142 $ 310,025
Less:
Preferred distributions 13,944 13,944 17,081
Redemption of perpetual preferred units — — 5,276
Allocation to participating securities (1)
1,317 1,083 767
Numerator for income per common unit–basic and diluted $ 452,881 $ 417,115 $ 286,901
Denominator:
Weighted-average common units outstanding–basic 418,830,992 413,401,948 400,667,828
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)
535,525 452,248 496,244
Weighted-average common units outstanding–diluted 419,366,517 413,854,196 401,164,072
Net income per common unit:
Basic $ 1.08 $ 1.01 $ 0.72
Diluted $ 1.08 $ 1.01 $ 0.71
(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 unit using the two-class method.
(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, 2024, 2023 and 2022 and the dilutive effect of forward sale equity contracts under the treasury stock method for the years ended December 31, 2024 and 2022 (see Note 9. Shareholders’ Equity / Partners’ Capital).
Note 12. Fair Value
The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses generally approximate fair value because of the short maturity of these amounts.
Our notes receivable are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs. We estimated the fair values of the notes receivable by modeling the expected contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. As the estimated current market rates were not substantially different from the discount rates originally applied, the carrying amount of notes receivable, net approximates fair value.
Our asset-backed securitizations and revolving credit facility are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs. We estimated the fair values of the asset-backed securitizations by modeling the contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. As our revolving credit facility bears interest at a floating rate based on an index plus a spread (see Note 7. Debt), management believes that the carrying value (excluding deferred financing costs) of the revolving credit facility reasonably approximates fair value. Our unsecured senior notes are financial instruments classified as Level 2 in the fair value hierarchy as their fair values were estimated using observable inputs based on the market value of the last trade at the end of the period.
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American Homes 4 Rent, L.P.
Notes to Consolidated Financial Statements
The following table displays the carrying values and fair values of our debt instruments as of December 31, 2024 and 2023 (amounts in thousands):
December 31, 2024 December 31, 2023
Carrying Value Fair Value Carrying Value Fair Value
AMH 2014-SFR2 securitization, net $ — $ — $ 460,507 $ 463,237
AMH 2014-SFR3 securitization, net — — 475,854 478,833
AMH 2015-SFR1 securitization, net 494,635 496,776 500,713 503,668
AMH 2015-SFR2 securitization, net 429,709 432,316 434,347 437,508
Total asset-backed securitizations, net 924,344 929,092 1,871,421 1,883,246
2028 unsecured senior notes, net 497,534 488,265 496,745 486,875
2029 unsecured senior notes, net 397,665 397,064 397,107 396,956
2031 unsecured senior notes, net 443,210 376,947 442,172 371,817
2032 unsecured senior notes, net 585,509 537,174 583,521 539,304
2034 unsecured senior notes I, net 594,640 597,504 — —
2034 unsecured senior notes II, net 493,336 496,185 — —
2035 unsecured senior notes, net 493,150 487,335 — —
2051 unsecured senior notes, net 291,807 198,174 291,498 207,264
2052 unsecured senior notes, net 289,567 234,258 289,183 244,275
Total unsecured senior notes, net 4,086,418 3,812,906 2,500,226 2,246,491
Revolving credit facility — — 90,000 90,000
Total debt $ 5,010,762 $ 4,741,998 $ 4,461,647 $ 4,219,737
During the third quarter of 2024, in anticipation of a potential debt issuance and in order to hedge interest rate risk, the Company entered into two treasury lock agreements with an aggregate notional amount of $ 200.0 million based on the 10-year treasury note rates at the time. The treasury locks were designated as cash flow hedging instruments. The Company settled the treasury locks during the fourth quarter of 2024 in connection with the pricing of the 2035 Notes (see Note 7. Debt), which resulted in an aggregate gain of $ 8.6 million recorded in other comprehensive income at the time that will be reclassified into earnings as a reduction of interest expense over the 10-year term of the 2035 Notes. The treasury locks were the only financial instruments recorded at fair value on a recurring basis in the consolidated financial statements and were classified as Level 2 within the fair value hierarchy as their fair values were estimated using observable inputs based on the 10-year treasury note rate.
Note 13. Related Party Transactions
As of December 31, 2024 and 2023, affiliates owned approximately 12.4 % and 12.5 %, respectively, of the Company’s outstanding Class A common shares. On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 Class A units as of December 31, 2024 and 2023) an approximate 23.0 % and 23.3 % interest as of December 31, 2024 and 2023, respectively.
As of December 31, 2023, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AMH, which was included in amounts due from affiliates on the Operating Partnership’s consolidated balance sheets. During the first quarter of 2024, the Operating Partnership paid off the outstanding principal on the AMH 2014-SFR2 securitization which resulted in the settlement of the receivable from affiliates. See Note 7 Debt.
See Note 6. Investments in Unconsolidated Joint Ventures for a description of related party transactions between the Company and its unconsolidated joint ventures.
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Notes to Consolidated Financial Statements
Note 14. Commitments and Contingencies
Operating Leases
The Company leases office space from third parties for our corporate and property management operations under non-cancelable operating lease agreements. Our operating leases have remaining lease terms of one to seven years before any unexercised options to extend. For the years ended December 31, 2024, 2023 and 2022, operating lease costs were as follows (amounts in thousands):
For the Years Ended December 31,
2024 2023 2022
Lease costs $ 4,018 $ 4,014 $ 3,897
Other information related to our operating lease terms and discount rates were as follows:
December 31, 2024 December 31, 2023
Weighted-average remaining lease term 5.3 years 5.9 years
Weighted-average discount rate 3.2 % 2.9 %
Future lease obligations for our operating leases as of December 31, 2024 were as follows (amounts in thousands):
Operating Lease Obligations
2025 $ 4,081
2026 3,329
2027 2,888
2028 2,361
2029 2,231
Thereafter 2,884
Total lease payments 17,774
Less: imputed interest ( 1,465 )
Operating lease liabilities $ 16,309
Other Commitments
As of December 31, 2024, the Company had commitments to acquire one single-family property through our traditional acquisition channel for a purchase price of $ 0.3 million as well as $ 81.1 million in purchase commitments for land relating to our AMH Development Program, which includes certain land deals expected to close beyond twelve months when development is ready to commence. Purchase commitments exclude option contracts where we have acquired the right to purchase land for our AMH Development Program or single-family properties because the contracts do not contain provisions requiring our specific performance.
As of December 31, 2024, the Company had sales in escrow for 158 of our single-family properties and 663 of our land lots for an aggregate selling price of $ 121.4 million.
As of December 31, 2024, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 233.6 million.
401(k) Retirement Savings Plan
We have a retirement savings plan pursuant to Section 401(k) of the Code whereby our employees may contribute a portion of their compensation to their respective retirement accounts in an amount not to exceed the maximum allowed under the Code. In addition to employee contributions, we have elected to provide company contributions (subject to statutory limitations), which amounted to approximately $ 3.8 million, $ 3.6 million and $ 3.1 million for the years ended December 31, 2024, 2023 and 2022, respectively.
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Notes to Consolidated Financial Statements
Captive Insurance Company
The Company has a wholly owned captive insurance company, American Dream Insurance, LLC, which provides general liability insurance coverage for losses below the deductible under the Company’s third-party liability insurance policy. The Company created American Dream Insurance, LLC as part of its overall risk management program and to stabilize its insurance costs, manage exposure and recoup expenses through the functions of the captive program. The captive insurance company’s impact on the Company’s consolidated financial statements is immaterial.
Legal Matters
We are involved in various legal and administrative proceedings that are incidental to our business. We believe these matters will not have a materially adverse effect on our financial position or results of operations upon resolution.
Note 15. Segment Reporting
Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and assess performance. The Company is organized as a REIT with activities related to acquiring, renovating, developing, leasing and managing single-family homes as rental properties in one geographically diversified portfolio, which represents our one operating and reportable segment. Our one reportable segment derives its revenues from leasing single-family homes to tenants under non-cancelable lease agreements generally with a term of one year as well as certain fees charged to tenants. The Company’s CODM is our Chief Executive Officer and Chief Operating Officer.
The accounting policies of our one reportable segment are the same as those described in Note 2. Significant Accounting Policies. Net income and its components, as presented on the consolidated statements of operations, are metrics utilized by the CODM to assess the reporting segment’s performance and allocate resources. The measure of segment assets is reported on the consolidated balance sheets as total assets.
The CODM also reviews core net operating income (“Core NOI”) at the total portfolio level as an additional segment profitability measure. The CODM uses the segment profitability measures to evaluate income generated from total portfolio assets in deciding whether to reinvest profits into enhancing the existing portfolio or for acquisitions or development of new properties. Property acquisition and disposition decisions are made at the individual property level and development decisions are made at the community level. Core NOI for the total portfolio is also used to monitor budget versus actual results and in competitive analysis to benchmark against the Company’s competitors. The competitive analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing management’s compensation.
In addition to the revenues and significant segment expenses included within the consolidated statements of operations, the following table presents significant segment expenses regularly provided to the CODM within property operating expenses for the years ended December 31, 2024, 2023 and 2022:
For the Years Ended December 31,
2024 2023 2022
Property operating expenses
Property tax expense $ 252,406 $ 239,425 $ 217,584
HOA fees 26,911 25,768 23,949
Repairs and maintenance and turnover costs 326,745 316,318 296,464
Insurance 19,821 17,948 14,094
Total property operating expenses $ 625,883 $ 599,459 $ 552,091
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Notes to Consolidated Financial Statements
The table below summarizes the significant expense categories included in Core NOI and regularly provided to the CODM for the years ended December 31, 2024, 2023 and 2022:
For the Years Ended December 31,
(Amounts in thousands)
2024 2023 2022
Core revenues $ 1,507,266 $ 1,408,050 $ 1,287,928
Core property operating expenses
Property tax expense 252,406 239,425 217,584
HOA fees, net of tenant charge-backs 26,911 25,768 23,949
Repairs and maintenance and turnover costs, net of tenant charge-backs 113,206 108,373 100,213
Insurance 19,821 17,948 14,094
Property management expenses, net of tenant charge-backs and excluding share-based compensation 116,615 111,723 102,482
Total core property operating expenses 528,959 503,237 458,322
Core NOI $ 978,307 $ 904,813 $ 829,606
Reconciliation of core revenues to rents and other single-family property revenues
Core revenues $ 1,507,266 $ 1,408,050 $ 1,287,928
Tenant charge-backs 221,431 215,555 202,606
Rents and other single-family property revenues $ 1,728,697 $ 1,623,605 $ 1,490,534
Reconciliation of Core NOI to net income
Core NOI $ 978,307 $ 904,813 $ 829,606
Noncash share-based compensation - property management ( 4,814 ) ( 4,030 ) ( 3,861 )
General and administrative expense ( 83,590 ) ( 74,615 ) ( 68,057 )
Interest expense ( 165,351 ) ( 140,198 ) ( 134,871 )
Acquisition and other transaction costs ( 12,192 ) ( 16,910 ) ( 23,452 )
Depreciation and amortization ( 477,010 ) ( 456,550 ) ( 426,531 )
Hurricane-related charges, net ( 8,884 ) — ( 6,133 )
Loss on early extinguishment of debt ( 6,323 ) — —
Gain on sale and impairment of single-family properties and other, net 225,756 209,834 136,459
Other income and expense, net 22,243 9,798 6,865
Net income $ 468,142 $ 432,142 $ 310,025
Note 16. Subsequent Events
Subsequent Acquisitions
From January 1, 2025 through February 14, 2025, the Company added 221 single-family properties to its portfolio for a total cost of approximately $ 88.3 million, which included 218 newly constructed properties delivered through our AMH Development Program and three properties acquired through our traditional acquisition channel.
Subsequent Dispositions
From January 1, 2025 through February 14, 2025, the Company disposed of 200 single-family properties as well as land for aggregate net proceeds of approximately $ 63.9 million.
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Notes to Consolidated Financial Statements
AMH 2015-SFR1 Securitization Payoff Intent
In February 2025, the Company provided notice to its third-party lender of its intent to repay all amounts due under the AMH 2015-SFR1 securitization during the second quarter of 2025. As of December 31, 2024, the AMH 2015-SFR1 securitization had an outstanding principal balance of $ 494.9 million.
Distributions
On February 12, 2025, the Company’s board of trustees approved an increase in quarterly dividends to $ 0.30 per Class A and Class B common share for the first quarter of 2025. The quarterly dividends are payable on March 31, 2025 to shareholders of record on March 14, 2025.
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American Homes 4 Rent, L.P.
Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2024
(Amounts in thousands, except number of single-family homes) Initial Cost to Company Cost Capitalized Subsequent to Acquisition Total Cost
as of December 31, 2024 (1)
Market Number of Single-Family Homes Gross Book Value of Encumbered Assets Land Buildings and Improvements Land Buildings and Improvements Land Buildings and Improvements Total Accumulated Depreciation Net Cost Basis Date of Acquisition
Single-family properties in operation
Albuquerque, NM 269 $ — $ 9,910 $ 39,843 $ — $ 7,024 $ 9,910 $ 46,867 $ 56,777 $ ( 13,603 ) $ 43,174 2013-2022
Atlanta, GA 6,027 84,511 223,084 976,896 — 219,844 223,084 1,196,740 1,419,824 ( 283,483 ) 1,136,341 2012-2024
Austin, TX 589 25,548 23,209 86,911 — 15,259 23,209 102,170 125,379 ( 32,727 ) 92,652 2012-2022
Boise, ID 1,066 8,200 49,388 231,541 — 53,529 49,388 285,070 334,458 ( 39,630 ) 294,828 2013-2024
Charleston, SC 1,616 85,453 71,176 260,446 — 56,459 71,176 316,905 388,081 ( 74,712 ) 313,369 2012-2024
Charlotte, NC 4,258 146,114 167,655 671,244 — 139,730 167,655 810,974 978,629 ( 214,252 ) 764,377 2012-2024
Cincinnati, OH 2,107 113,950 70,085 282,667 — 68,281 70,085 350,948 421,033 ( 124,483 ) 296,550 2012-2024
Colorado Springs, CO 203 — 16,685 65,688 — 9,844 16,685 75,532 92,217 ( 6,281 ) 85,936 2013-2023
Columbus, OH 2,181 103,745 67,575 292,073 — 82,042 67,575 374,115 441,690 ( 113,065 ) 328,625 2012-2024
Dallas-Fort Worth, TX 3,870 107,340 103,489 473,002 — 113,458 103,489 586,460 689,949 ( 214,015 ) 475,934 2012-2024
Denver, CO 872 — 48,968 199,427 — 33,430 48,968 232,857 281,825 ( 69,394 ) 212,431 2012-2024
Greater Chicago area, IL and IN 1,523 78,865 48,159 188,889 — 58,225 48,159 247,114 295,273 ( 104,001 ) 191,272 2012-2015
Greensboro, NC 721 55,351 21,807 98,541 — 18,784 21,807 117,325 139,132 ( 39,356 ) 99,776 2013-2022
Greenville, SC 760 76,318 21,932 112,938 — 21,313 21,932 134,251 156,183 ( 41,781 ) 114,402 2013-2022
Houston, TX 2,421 84,214 55,831 318,098 — 68,308 55,831 386,406 442,237 ( 129,392 ) 312,845 2012-2024
Indianapolis, IN 3,054 114,251 91,838 375,446 — 88,486 91,838 463,932 555,770 ( 154,436 ) 401,334 2012-2024
Inland Empire, CA 10 — 1,104 1,116 — 245 1,104 1,361 2,465 ( 464 ) 2,001 2014-2016
Jacksonville, FL 3,297 63,626 114,869 517,813 — 119,256 114,869 637,069 751,938 ( 145,904 ) 606,034 2012-2024
Kansas City, MO 162 — 8,617 40,038 — 66 8,617 40,104 48,721 ( 375 ) 48,346 2024
Knoxville, TN 442 18,045 16,076 80,377 — 11,335 16,076 91,712 107,788 ( 27,747 ) 80,041 2013-2022
Las Vegas, NV 2,550 — 154,767 483,791 — 145,648 154,767 629,439 784,206 ( 100,001 ) 684,205 2011-2024
Memphis, TN 710 11,761 27,034 102,894 — 18,257 27,034 121,151 148,185 ( 31,803 ) 116,382 2013-2024
Miami, FL 152 3,559 1,799 17,743 — 4,835 1,799 22,578 24,377 ( 9,374 ) 15,003 2013-2015
Milwaukee, WI 62 — 3,816 10,763 — 1,564 3,816 12,327 16,143 ( 5,189 ) 10,954 2013
Nashville, TN 3,370 33,826 144,221 580,590 — 138,381 144,221 718,971 863,192 ( 189,716 ) 673,476 2012-2024
Oklahoma City, OK 487 — 16,319 100,657 — 112 16,319 100,769 117,088 ( 902 ) 116,186 2024
Orlando, FL 2,126 47,940 76,674 344,235 — 84,891 76,674 429,126 505,800 ( 96,366 ) 409,434 2011-2024
Phoenix, AZ 3,311 — 157,810 473,656 — 100,053 157,810 573,709 731,519 ( 158,123 ) 573,396 2011-2024
Portland, OR 316 — 25,342 55,400 — 6,407 25,342 61,807 87,149 ( 16,738 ) 70,411 2013-2022
Raleigh, NC 2,223 102,900 81,809 318,820 — 52,483 81,809 371,303 453,112 ( 118,574 ) 334,538 2012-2024
Salt Lake City, UT 1,937 104,607 124,436 389,467 — 82,515 124,436 471,982 596,418 ( 120,571 ) 475,847 2012-2024
San Antonio, TX 1,222 49,292 36,925 170,430 — 39,601 36,925 210,031 246,956 ( 55,532 ) 191,424 2012-2024
Savannah/Hilton Head, SC 1,056 25,600 39,903 160,994 — 27,240 39,903 188,234 228,137 ( 47,877 ) 180,260 2013-2024
Seattle, WA 1,014 — 81,273 230,048 — 33,300 81,273 263,348 344,621 ( 54,910 ) 289,711 2012-2024
Tampa, FL 2,964 16,640 118,337 499,247 — 103,291 118,337 602,538 720,875 ( 144,637 ) 576,238 2012-2024
Tucson, AZ 746 — 26,943 129,341 — 31,204 26,943 160,545 187,488 ( 28,536 ) 158,952 2011-2023
Winston Salem, NC 837 45,358 21,141 103,753 — 19,938 21,141 123,691 144,832 ( 40,918 ) 103,914 2013-2022
Total Single-family properties in operation 60,531 1,607,014 2,370,006 9,484,823 — 2,074,638 2,370,006 11,559,461 13,929,467 ( 3,048,868 ) 10,880,599 2011-2024
Properties under development & development land — — 418,662 — 706,712 146,910 1,125,374 146,910 1,272,284 — 1,272,284
Total single-family properties and land held for sale 805 — 74,806 116,561 30,696 31,044 105,502 147,605 253,107 ( 40,299 ) 212,808 2011-2024
Total real estate assets 61,336 $ 1,607,014 $ 2,863,474 $ 9,601,384 $ 737,408 $ 2,252,592 $ 3,600,882 $ 11,853,976 $ 15,454,858 $ ( 3,089,167 ) $ 12,365,691 2011-2024
(1) The unaudited aggregate cost of consolidated real estate in the table above for federal income tax purposes was $ 15.4 billion as of December 31, 2024.
F-50
American Homes 4 Rent
American Homes 4 Rent, L.P.
Schedule III—Real Estate and Accumulated Depreciation as of December 31, 2024 (continued)
Change in Total Real Estate Assets for Single-Family Properties in Operation
For the Years Ended December 31,
(Amounts in thousands) 2024 2023 2022
Balance, beginning of period $ 12,885,689 $ 12,325,124 $ 11,320,426
Acquisitions and building improvements 1,495,474 871,828 1,325,231
Dispositions ( 416,933 ) ( 313,029 ) ( 186,498 )
Write-offs ( 34,302 ) ( 37,446 ) ( 36,614 )
Impairment ( 9,163 ) ( 1,908 ) ( 2,499 )
Reclassifications to single-family properties and land held for sale, net of dispositions 8,702 41,120 ( 94,922 )
Balance, end of period $ 13,929,467 $ 12,885,689 $ 12,325,124
Change in Accumulated Depreciation for Single-Family Properties in Operation
For the Years Ended December 31,
(Amounts in thousands) 2024 2023 2022
Balance, beginning of period $ ( 2,719,970 ) $ ( 2,386,452 ) $ ( 2,072,933 )
Depreciation (1)
( 454,159 ) ( 436,143 ) ( 410,413 )
Dispositions 90,141 68,389 37,453
Write-offs 34,302 37,446 36,614
Reclassifications to single-family properties and land held for sale, net of dispositions 818 ( 3,210 ) 22,827
Balance, end of period $ ( 3,048,868 ) $ ( 2,719,970 ) $ ( 2,386,452 )
(1) Depreciation of buildings and improvements is computed on a straight-line basis over estimated useful lives ranging from three to thirty years .
F-51