What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-02-27 compared with 2024-02-21 · 208 added, 191 removed, 523 unchanged (43% of the section changed)

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Invitation Homes is a leading owner and operator of single-family homes for lease, offering residents high-quality homes in sought-after neighborhoods across the United States.

As of December 31, 2023, we own approximately 85,000 homes for lease which are located primarily in 16 core markets across the country.

As of December 31, 2024, we wholly own 85,138 homes for lease, jointly own 7,622 homes for lease, and provide professional third-party property and asset management services for an additional 17,678 homes, all of which are primarily located in 16 core markets across the country.

These homes help meet the needs of a growing share of Americans who prefer the ease of a leasing lifestyle over the burden of owning a home.

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We operate in markets with strong demand drivers, high barriers to entry, and high rent growth potential, primarily in the Western United States, Florida, and the Southeast United States.

Through disciplined market and asset selection, as well as through strategic mergers and acquisitions, we designed our owned portfolio to capture the operating benefits of local density as well as economies of scale that we believe cannot be readily replicated.

Through disciplined market and asset selection, as well as through strategic mergers and acquisitions, we designed our wholly and jointly owned portfolios to capture the operating benefits of local density as well as economies of scale that we believe cannot be readily replicated.

Since our founding in 2012, we have built a proven, vertically integrated operating platform that enables us to effectively and efficiently acquire, renovate, lease, maintain, and manage both the homes we own and those we manage on behalf of others.

The portfolio of homes we own average approximately 1,880 square feet with three bedrooms and two bathrooms, appealing to a resident base that we believe is less transitory than a typical multifamily resident.

The portfolio of homes we own average approximately 1,880 square feet with three to four bedrooms and two bathrooms, appealing to a resident base that we believe is less transitory than a typical multifamily resident.

We invest in the upfront renovation of homes in our portfolio in order to address capital needs, reduce ongoing maintenance costs, and drive resident demand.

At Invitation Homes, we are committed to creating a better way to live and to being a force for positive change, while at the same time advancing efforts that make our company more innovative and our processes more sustainable.

Environmental, Social, and Governance initiatives are an important part of our strategic business objectives and are critical to our long-term success.

Our mission statement, “Together with you, we make a house a home,” reflects our commitment to high-touch customer service that continuously enhances residents’ living experiences and provides homes where individuals and families can thrive.

Sustainability is an important part of our strategic business objectives and is critical to our long-term success.

Our commitment to high-touch customer service continuously enhances residents’ living experiences and provides homes where individuals and families can thrive.

Each aspect of our operations — whether in our corporate headquarters or field offices located in our 16 core markets — is driven by a resident-centric model.

Our associates take our values seriously and work hard every day to honor the trust our residents have placed in us to provide clean, safe, and functional homes for them and their loved ones.

In turn, we focus on ensuring that our associates are fairly compensated and that we provide a diverse, equitable, and inclusive culture where they are appreciated for who they are and what they bring to the business.

We also place a strong emphasis on the impact we have in our communities and to the environment in general, and we continue to develop programs that demonstrate that commitment.

In turn, we focus on ensuring that our associates are fairly compensated and that we provide a culture that values respect, opportunity, and belonging.

We also place a strong emphasis on the impact we have in our communities and to the environment in general, and we continue to develop programs that demonstrate those commitments.

In addition, we ensure that we operate under strong, well-defined governance practices and adhere to the highest ethical standards at all times.

Impact of Macroeconomic Trends

While we have not experienced significant disruptions in our operations during fiscal year 2023, continuing unfavorable global and United States economic conditions (including inflation and rising interest rates), higher unemployment levels, uncertainty in financial markets (including as a result of events affecting financial institutions, such as recent bank failures), ongoing geopolitical tensions, and a general decline in business activity and/or consumer confidence could adversely affect (i) our ability to acquire or dispose of single-family homes, (ii) our access to financial markets on attractive terms, or at all, and (iii) the value of our homes and our business that could cause us to recognize impairments in value of our tangible assets or goodwill.

High levels of inflation, bank failures, and rising interest rates may also negatively impact consumer income, credit availability, and spending, among other factors, which may adversely impact our business, financial condition, cash flows, and results of operations, including the ability of our residents to pay rent.

General economic conditions in the United States have fluctuated in recent quarters, and concerns persist regarding adverse macroeconomic conditions, such as inflation, elevated interest rates, political dissension, and labor shortfalls.

Such macroeconomic factors coupled with uncertainty in financial markets, and a general decline in business activity and/or consumer confidence could adversely affect (i) our occupancy levels, our rental rates, and collections, (ii) our ability to acquire or dispose of properties on economically favorable terms, (iii) our access to financial markets on attractive terms, or at all, and (iv) the value of our homes and our business that could cause us to recognize impairments in value of our tangible assets or goodwill.

Inflationary pressures, bank failures, and other unfavorable global and regional economic conditions, as well as geopolitical events, may also negatively impact consumer income, credit availability, interest rates, and spending, among other factors, which may adversely impact our business, financial condition, cash flows, and results of operations, including the ability of our residents to pay rent.

These factors, which include labor shortages and inflationary increases in labor and material costs, have impacted and may continue to impact certain aspects of our business.

In addition, consumer confidence and spending can be materially adversely affected in response to changes in fiscal and monetary policy, declines in income or asset values, and other economic factors.

For example, we have experienced and continue to expect higher levels of bad debt expense compared to pre-COVID averages, as it continues to take longer to address residents who are not current with their rent.

Mandated and proposed tariffs to be imposed by the United States on imports from certain countries and potential counter-tariffs in response could lead to increased costs and supply chain disruptions.

If we are not able to navigate any such changes, they could have a material adverse effect on our business and results of operations, as well as on the price of our common stock.

While the degree to which we may continue to be affected by these macroeconomic challenges largely depends on the nature and duration of uncertain and unpredictable events, we believe that we are well suited to endure a shifting macroeconomic environment due to our diversification and resiliency.

For further discussion of risks related to general economic conditions, see Part I.

“Risk Factors — Risks Related to Our Business Environment and Industry — Our operating results are subject to general economic conditions and risks associated with our real estate assets ” of our Annual Report on Form 10-K.

“Risk Factors — Risks Related to Our Business Environment and Industry — Our operating results are subject to general economic conditions and risks associated with our real estate assets.

Climate Change

Consequences of global climate change range from more frequent extreme weather events to extensive governmental policy developments and shifts in consumer preferences, which have the potential individually or collectively to disrupt our business as well as negatively affect our suppliers, contractors, and residents.

Potential consequences of global climate change may range from more frequent extreme weather events to governmental policy developments and shifts in consumer preferences, which have the potential individually or collectively to disrupt our business as well as negatively affect our suppliers, contractors, and residents.

Experiencing or addressing the various physical, regulatory, and transition risks from climate change may significantly reduce our revenues and profitability or cause us to generate losses.

Government authorities and various interest groups are promoting laws and regulations relating to climate change, including regulations aimed at drastically increasing reporting and governance related to climate change as well as focused on limiting GHG emissions and the implementation of “green” building codes.

The State of California recently passed the Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act that will impose broad climate-related disclosure obligations on certain companies doing business in California, including us, starting in 2026, unless the laws are modified prior to such date.

The SEC has included in its regulatory agenda potential rulemaking on climate change disclosures that, if adopted, could significantly increase compliance burdens and associated regulatory costs and complexity.

These laws and regulations may require us to make costly improvements to our existing properties beyond our current plans to decrease the impact of our homes on the environment, resulting in increased operating costs.

Incorporating greater resource efficiency into our homes, whether to comply with upgraded building codes or recommended practices given a region’s particular exposure to climate conditions, or undertaken to satisfy demand from increasingly environmentally conscious residents or to meet our own sustainability goals, could raise our costs to maintain our homes.

We are subject to evolving laws and regulations relating to climate change, promulgated by governmental and regulatory organizations, including regulations aimed at drastically increasing reporting and governance related to climate change as well as focused on limiting GHG emissions and the implementation of “green” building codes.

In March 2024, the SEC adopted the final rule under SEC Release No.

33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors .

This rule will require registrants to disclose certain climate-related information in registration statements and annual reports.

In April 2024, the SEC issued an order voluntarily staying the effectiveness of the new rules pending the completion of judicial review of certain legal challenges to their validity.

On February 11, 2025, SEC Acting Chairman Mark T.

Uyeda released a public statement and notified the United States Court of Appeals for the Eighth Circuit (where the challenges are consolidated) to hold off scheduling the case for argument to provide time for the SEC to further deliberate and determine next steps.

Therefore, the timing of the effectiveness of these disclosure requirements is uncertain.

We are currently assessing the effect of new rules on our consolidated financial statements and related disclosures.

Additionally, t he State of California recently passed the Climate Corporate Data Accountability Act and the Climate-Related Financial Risk Act that will impose broad climate-related disclosure obligations on certain companies doing business in California, including us, starting in 2026, though the Governor of California has directed further consideration of the implementation deadlines for each of the laws.

Both laws have been challenged in federal court.

Unless legal challenges to the foregoing new rules prevail or they are otherwise modified prior to effective dates or the effective dates are delayed, we will become subject to the rules as adopted, and they could significantly increase compliance burdens and associated regulatory costs and complexity.

Disclosure obligations relating to sustainability matters are complex and not always consistent, making compliance difficult and uncertain.

Evolving laws and regulations or any changed interpretation of such laws and regulations may require us to make costly improvements to our existing properties beyond our current plans to decrease the impact of our homes on the environment, resulting in increased operating costs.

to satisfy demand from increasingly environmentally conscious residents or to meet our own sustainability goals, could raise our costs to maintain our homes.

In evaluating whether to implement voluntary improvements, we also consider that choosing not to enhance our homes’ resource efficiency can make them less attractive to municipalities and increase the vulnerability of residents in our communities to rising energy and water expenses and use restrictions.

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If we fail to manage transition risks effectively, our profitability and cash flow could suffer.

We intend to continue to research, evaluate and utilize new or improved products and business practices consistent with our sustainability commitment, and believe our initiatives in this area can help put us in a better position to comply with evolving regulations directed at addressing climate change and similar environmental concerns, and to meet growing resident demand for resource-efficient homes, as further discussed in Part I.

“Business — Environmental, Social, and Governance.”

We recognize that climate change could have a significant impact on our portfolio of homes located in a variety of United States markets and that an increase in the number of acute weather events, natural disasters, and other climate-related events could significantly impact our business, operations, and homes.

We actively consider physical risks such as the potential for natural disasters such as hurricanes, floods, droughts, and wildfires when assessing our portfolio of homes and

our business processes.

We intend to continue to research, evaluate, and utilize new or improved products and business practices consistent with our sustainability commitment.

We believe our initiatives in this area can help put us in a better position to comply with evolving regulations directed at addressing climate change and similar environmental concerns and to meet growing resident demand for resource-efficient homes, as further discussed in Part I.

“Business — Sustainability and Corporate Responsibility.”

We recognize that climate change could have a significant impact on our portfolio of homes located in a variety of markets across the United States and that an increase in the number of acute weather events, natural disasters, and other climate-related events could significantly impact our business, operations, and homes.

We actively consider physical risks such as the potential for natural disasters such as hurricanes, floods, droughts, and wildfires when assessing our portfolio of homes and our business processes.

Such extreme climate related events are driving changes in market dynamics and stakeholder expectations and could result in disruptions to us, our suppliers, vendors, and residents.

We take a proactive approach to protect our properties against potential risks related to climate change and business interruptions, and we recognize that we must continue to adapt our policies, objectives, and processes to prepare for such events and improve the resiliency of our physical properties and our business.

Furthermore, climate change may reduce the availability or increase the cost of insurance for these negative impacts of natural disasters and adverse weather conditions by contributing to an increase in the incidence and severity of such natural disasters.

We recognize that we must continue to adapt our policies, objectives, and processes to prepare for such events and improve the resiliency of our physical properties and our business.

Our management and the board of directors are focused on managing our business risks, including climate change-related risks.

The process to identify, manage, and integrate climate-change risk is part of our enterprise risk management program.

The process to identify, manage, and integrate climate-change risk is part of our comprehensive enterprise risk management program.

Our board of directors, through its Audit Committee and Nominating and Corporate Governance Committee, is responsible for oversight of our management of risks related to environmental issues, climate related risks, and social issues.

Our executive leadership regularly reports to the board of directors and the relevant committees on these risk areas and our initiatives for managing and mitigating these risks.

By taking a proactive approach to climate-related risk, we aim to remain well-prepared for various climate scenarios, supporting our commitment to transparency and effective risk management.

For more information on risks related to climate change, see Part I.

“Risk Factors — Risks Related to Environmental, Social, and Governance Issues — Climate change and related environmental issues, related legislative and regulatory responses to climate change, and the transition to a lower-carbon economy may adversely affect our business , — We are subject to risks from natural disasters such as earthquakes, wildfires, and severe weather, and — We are subject to increasing scrutiny from investors and others regarding our environmental, social, governance, or sustainability responsibilities, which could result in additional costs or risks and adversely impact our reputation, associate retention, and ability to raise capital from such investors.

“Risk Factors — Risks Related to Sustainability, Corporate Responsibility, and Governance — Climate change and related environmental issues, related legislative and regulatory responses to climate change, and the transition to a lower-carbon economy may adversely affect our business , — We are subject to risks from natural disasters such as earthquakes, wildfires, and severe weather, and — We are subject to increasing scrutiny from investors and others regarding our sustainability responsibilities, which could result in additional costs or risks and adversely impact our reputation, associate attraction and retention, and ability to raise capital.

Other Matters

In 2021 and 2022, we received congressional inquiries requesting information and documentation about our eviction practices during the COVID-19 pandemic, including information relating to compliance with federal eviction moratorium requirements, cooperation with impacted residents to use federal assistance funds as an alternative to eviction, and our activities in the housing market.

We have responded to and have cooperated with these inquiries and information requests.

In August 2021, we received a letter from the staff of the Federal Trade Commission requesting information as to how we conduct our business generally and during the COVID-19 pandemic specifically.

We are in the process of responding to and cooperating with this request.

In January 2023, we received an inquiry from the staff of the SEC requesting information relating to our compliance with building codes and permitting requirements, related policies and procedures, and other matters.

We are in the process of responding to, and cooperating with, this request.

We cannot currently predict the timing, outcome, or scope of the ongoing inquiries.

We cannot currently predict the timing, outcome, or scope of this inquiry.

Our Portfolio

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(4) Represents the percentage of rental revenues and other property income generated in each market for the year ended December 31, 2024.

(5) Represents homes located outside of our 16 core markets, including those acquired as part of our July 2023 portfolio acquisition that are generally being held for sale or evaluated for disposition once they become vacant.

(5) Represents homes located outside of our 16 core markets as of December 31, 2024, including 161 homes located in Nashville and 4 homes located in other markets that are generally being held for sale.

Factors That Affect Our Results of Operations and Financial Condition

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Key factors that impact our results of operations and financial condition include market fundamentals, rental rates and occupancy levels, collection rates, turnover rates and days to re-resident homes, property improvements and maintenance, property acquisitions and renovations, and financing arrangements.

Sensitivity to many of these factors has been heightened as a result of current macroeconomic conditions, including rapidly accelerating economic inflation, bank failures, and increasing interest rates.

Sensitivity to many of these factors has been heightened as a result of current macroeconomic conditions, including elevated interest rates, political dissension, and labor shortfalls.

Additionally, each of these factors may also impact the results of operations and financial condition of our joint venture investments and those of third parties for whom we perform property and asset management services, which would impact the amount of management fee revenues and income (loss) from investments in unconsolidated joint ventures that we earn.

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Our operating results are also impacted by the amount of time it takes to market and lease a property, which is a component of the number of days a home is unoccupied between residents.

The period of time to market and lease a property can vary greatly and is impacted by local demand, our marketing techniques, the size of our available inventory, the ability of our suppliers and other business partners to carry out their assigned tasks and/or source labor or supply materials at ordinary levels of performance relative to the conduct of our business, and both current economic conditions and future economic outlook, including the impact of rising inflation, bank failures, and interest rates which could adversely affect demand for our properties.

The period of time to market and lease a property can vary greatly and is impacted by local demand, our marketing techniques, the size of our available inventory, the ability of our suppliers and other business partners to carry out their assigned tasks and/or source labor or supply materials at ordinary levels of performance relative to the conduct of our business, and both current economic conditions and future economic outlook, including the impact of elevated interest rates, political dissension, and labor shortfalls which could adversely affect demand for our properties.

Property Improvements and Maintenance:

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We actively manage our homes on a total portfolio basis to determine what capital and maintenance needs may be required and what opportunities we may have to generate additional revenues or expense savings from such expenditures.

As a result of current inflationary trends, we have experienced, and expect to continue to incur, increased costs for certain materials and services necessary to improve and maintain our homes.

As a result of recent inflationary trends, we have experienced, and expect to continue to incur, increased costs for certain materials and services necessary to improve and maintain our homes.

We continue to actively manage the impact of inflation on these costs, and we believe we are able to purchase goods and services at favorable prices compared to other purchasers due to our size and scale both nationally and locally.

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

All of these factors may be negatively impacted by current inflationary trends and rising interest rates, potentially reducing the number of homes we acquire.

All of these factors may be negatively impacted by current inflationary trends and elevated interest rates, potentially reducing the number of homes we acquire.

The acquisition of homes involves expenditures in addition to payment of the purchase price, including payments for acquisition fees, property inspections, closing costs, title insurance, transfer taxes, recording fees, broker commissions, property taxes, and HOA fees (when applicable).

Additionally, we typically incur costs to renovate a home to prepare it for rental.

The scope of renovation work varies, but may include paint, flooring, carpeting, cabinetry, appliances, plumbing

hardware, roof replacement, HVAC replacement, and other items required to prepare the home for rental.

Additionally, we incur costs to renovate a home to prepare it for rental.

scope of renovation work varies, but may include paint, flooring, carpeting, cabinetry, appliances, plumbing hardware, roof replacement, HVAC replacement, and other items required to prepare the home for rental.

The time and cost involved in accessing our homes and preparing them for rental can significantly impact our financial performance.

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Additionally, the ability of our suppliers and other business partners to carry out their assigned tasks and/or source labor or supply materials at ordinary levels of performance relative to the conduct of our business have increased the time required to renovate our homes.

As a result of current inflationary trends, we have experienced, and expect to continue to incur, increased costs for certain materials and services necessary to renovate our homes.

As a result of recent inflationary trends, we have experienced, and expect to continue to incur, increased costs for certain materials and services necessary to renovate our homes.

We continue to actively manage the impact of inflation on the cost of renovations, and we believe we are able to purchase goods and services at favorable prices compared to other purchasers due to our size and scale both nationally and locally.

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Our future financing arrangements may not have similar terms with respect to amounts, interest rates, financial covenants, and durations.

Macroeconomics Conditions:

Inflation, elevated interest rates, political dissension, and adverse global economic conditions could negatively affect our business and financial condition.

If we are not able to navigate any such changes, they could have a material adverse effect on our business and results of operations, as well as on the price of our common stock.

Components of Revenues and Expenses

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(ii) rent and non-refundable deposits associated with pets;

(iii) revenues from value-add services such as smart homes and HVAC replacement filters;

(iii) revenues from value-add services such as smart homes, internet and media packages, home liability insurance, and HVAC replacement filters;

and (iv) various other fees, including late fees and lease termination fees, among others.

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Prior to a property being “rent-ready,” certain of these expenses are capitalized as building and improvements.

Once a property is “rent-ready,” expenditures for ordinary repairs and maintenance thereafter are expensed as incurred, and we capitalize expenditures that improve or extend the life of a home.

Once a property is “rent-ready,” expenditures for

ordinary repairs and maintenance thereafter are expensed as incurred, and we capitalize expenditures that improve or extend the life of a home.

Property Management Expense

Property management expense represents personnel and other costs associated with the oversight and management of our portfolio of homes, including those for which we provide property and asset management services through our internal property manager.

General and Administrative

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We recognize depreciation and amortization expense associated with our homes and other capital expenditures over the expected useful lives of the assets.

Impairment and Other

Impairment and other represents provisions for impairment when the carrying amount of our single-family residential properties is not recoverable and casualty (gains) losses, net of any insurance recoveries.

Gains (Losses) on Investments in Equity Securities, net

Gains (losses) on investments in equity securities, net includes unrealized gains and losses resulting from mark to market adjustments and realized gains and losses recognized upon the sale of such securities.

Other, net includes interest income and other miscellaneous income and expenses.

Casualty Losses, Impairment, and Other

Casualty losses, impairment, and other represents provisions for impairment when the carrying amount of our single-family residential properties is not recoverable and casualty (gains) losses, net of any insurance recoveries.

Gains (Losses) on Investments in Equity and Other Securities, net

Gains (losses) on investments in equity and other securities, net includes unrealized gains and losses resulting from mark to market adjustments and realized gains and losses recognized upon the sale or settlement of certain investments in equity securities and warrants.

Other, net includes settlement and other costs related to certain litigation and regulatory matters, interest income, and other miscellaneous income and expenses.

Gain on Sale of Property, net of tax

Gain on sale of property, net of tax consists of net gains and losses resulting from sales of our homes.

Income (Loss) from Investments in Unconsolidated Joint Ventures

Income (loss) from investments in unconsolidated joint ventures consists of our share of net earnings and losses from investments in unconsolidated joint ventures accounted for using the equity method.

Income (Losses) from Investments in Unconsolidated Joint Ventures

Income (losses) from investments in unconsolidated joint ventures consists of our share of net earnings and losses from investments in unconsolidated joint ventures accounted for using the equity method.

Results of Operations

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The following table sets forth a comparison of the results of operations for the years ended December 31, 2024 and 2023:

For the Years Ended December 31,

For the Years

Ended December 31,

($ in thousands) 2024 2023 $ Change % Change

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Depreciation and amortization 714,326 674,287 40,039 5.9 %

Impairment and other 8,596 28,697 (20,101) (70.0) %

Casualty losses, impairment, and other

82,925 8,596 74,329 864.7 %

Total expenses 2,326,696 2,074,828 251,868 12.1 %

Gains (losses) on investments in equity securities, net 350 (3,939) 4,289 108.9 %

Other, net (2,435) (11,261) 8,826 78.4 %

Gains on investments in equity and other securities, net

1,046 350 696 198.9 %

Other, net (54,032) (2,435) (51,597) N/M

Gain on sale of property, net of tax 244,550 183,540 61,010 33.2 %

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Set forth below is a discussion of changes in the individual components of total revenues.

For the years ended December 31, 2023 and 2022, total portfolio rental revenues and other property income totaled $2,418.6 million and $2,226.6 million, respectively, an increase of 8.6%, driven by an increase in average monthly rent per occupied home, a 60 bps increase in occupancy, and a 793 home increase between periods in the average number of homes owned.

For the years ended December 31, 2024 and 2023, total portfolio rental revenues and other property income totaled $2,549.0 million and $2,418.6 million, respectively, an increase of 5.4%, driven by an increase in average monthly rent per occupied home and a 996 home increase between periods in the average number of homes owned, partially offset by a 80 bps reduction in average occupancy.

Average occupancy for the years ended December 31, 2024 and 2023 for the total portfolio was 95.8% and 96.6%, respectively.

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For the Same Store portfolio, a home remained unoccupied on average for 40 and 38 days between residents for the years ended December 31, 2024 and 2023, respectively.

The increase in annual turnover and days to re-resident resulted in an overall decrease in average Same Store occupancy on a year over year basis.

To monitor prospective changes in average monthly rent per occupied home, we compare the monthly rent from an expiring lease to the monthly rent from the next lease for the same home, in each case, net of any amortized non-service concessions, to calculate net effective rental rate growth.

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For the years ended December 31, 2024 and 2023, management fee revenues totaled $70.0 million and $13.6 million, respectively.

These fees increased as a result of an increase in the number of homes generating revenues within our joint venture investments.

The increase is due to an increase in the number of homes for which we provide property and asset management services.

As of December 31, 2024 and 2023, we provided property and asset management services for 25,300 and 3,848 homes, respectively, of which 7,622 and 3,848 homes, respectively, were owned by our unconsolidated joint ventures.

For the years ended December 31, 2024 and 2023, total expenses were $2,326.7 million and $2,074.8 million, respectively.

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For the year ended December 31, 2024, property operating and maintenance expense increased to $935.3 million from $880.3 million for the year ended December 31, 2023.

In addition to a 793 home increase between periods in the average number of homes owned, increases in property taxes, property administrative costs, utilities, and turnover expense costs resulted in the overall 12.0% net increase in property operating and maintenance expense.

Property management expense and general and administrative expense increased to $178.2 million from $162.0 million for the years ended December 31, 2023 and 2022, respectively, primarily due to increased personnel costs related to expansion of our property management platform.

In addition to a 996 home increase between periods in the average number of homes owned, increases in property taxes, utilities, and property maintenance, resulted in the overall 6.2% net increase in property operating and maintenance expense.

Property management expense and general and administrative expense increased to $228.1 million from $178.2 million for the years ended December 31, 2024 and 2023, respectively, primarily due to increased personnel and other costs related to expansion of our property and asset management platform, including costs incurred to manage 25,300 and 3,848 homes as of December 31, 2024 and 2023, respectively.

Interest expense increased to $366.1 million for the year ended December 31, 2024 from $333.5 million for the year ended December 31, 2023.

The increase in interest expense was primarily due to (1) a $779.3 million increase in gross debt outstanding and a 19 bps increase in our weighted average interest rate in each case as of December 31, 2023 compared to December 31, 2022 and (2) a $4.1 million reduction in capitalized interest during the year ended December 31, 2023 compared to the year ended December 31, 2022 due to a decrease in the number of homes undergoing an initial renovation.

Depreciation and amortization expense increased to $674.3 million for the year ended December 31, 2023 from $638.1 million for the year ended December 31, 2022 due to an increase in cumulative capital expenditures and a 793 home increase in the average number of homes owned during the year ended December 31, 2023 compared to the year ended December 31, 2022.

Impairment and other expenses were $8.6 million and $28.7 million for the years ended December 31, 2023 and 2022, respectively.

The increase in interest expense was primarily due to an 11 bps increase in our weighted average interest rate and an approximate $500.0 million increase in the average debt balance outstanding during the year ended December 31, 2024 as compared to the year ended December 31, 2023.

Depreciation and amortization expense increased to $714.3 million for the year ended December 31, 2024 from $674.3 million for the year ended December 31, 2023 due to a $529.6 million year over year increase in building and improvements related to an increase of 571 homes in the number of homes owned as of December 31, 2024 and 2023 .

Casualty losses, impairment, and other expenses were $82.9 million and $8.6 million for the years ended December 31, 2024 and 2023, respectively.

During the year ended December 31, 2024, casualty losses, impairment, and other expenses were comprised of net casualty losses of $82.4 million, including the recognition of $55.1 million for estimated losses and damages related to Hurricanes Milton, Beryl, Debby, and Helene , net of estimated insurance proceeds, additional storm activity unrelated to hurricanes during the year, and impairment losses of $0.5 million on our single-family residential properties.

During the year ended December 31, 2023, impairment and other expenses were comprised of $8.2 million of net casualty losses and $0.4 million of impairment losses on our single-family residential properties.

During the year ended December 31, 2022, impairment and other expenses were comprised of net casualty losses of $28.4 million, including the recognition of $24.0 million for estimated losses and damages related to Hurricanes Ian and Nicole, net of estimated insurance proceeds, and impairment losses of $0.3 million on our single-family residential properties.

Gains (losses) on Investments in Equity Securities, net

For the year ended December 31, 2023, gain on investments in equity securities, net of $0.4 million was comprised of net unrealized gains recognized since December 31, 2022 on investments held as of December 31, 2023.

For the year ended December 31, 2022, losses on investments in equity securities, net of $3.9 million was comprised of $7.2 million of unrealized losses from reversals of previously recorded unrealized gains on equity securities sold during the period and marking investments still held at period end to market, partially offset by a $3.3 million gain from the sale of equity securities compared to the actual amount originally invested.

Other, net decreased to $2.4 million for the year ended December 31, 2023 from $11.3 million for the year ended December 31, 2022, primarily due to an increase in interest income on cash balances, partially offset by increases in administrative costs between those periods.

Gains (Losses) on Investments in Equity and Other Securities, net

For the year ended December 31, 2024, $1.0 million of gains on investments in equity and other securities, net was comprised of a $1.6 million net realized gain from exercised warrants, partially offset by $0.6 million of net unrealized losses recognized since December 31, 2023 on investments held as of December 31, 2024.

For the year ended December 31, 2023, $0.4 million gains on investments in equity and other securities, net was comprised of net unrealized gains recognized on investments held as of December 31, 2023.

Other, net increased to $54.0 million of expense for the year ended December 31, 2024 from $2.4 million of expense for the year ended December 31, 2023, primarily due to settlement and other costs incurred in connection with the resolution of an inquiry from the FTC and the legal dispute entitled City of San Diego et al v.

Invitation Homes, Inc.

Gain on Sale of Property, net of tax

Gain on sale of property, net of tax was $244.6 million and $183.5 million for the years ended December 31, 2024 and 2023, respectively.

An increase in the number of homes sold from 691 for the year ended December 31, 2022 to 1,423 for the year ended December 31, 2023 was the primary driver of the increase.

An increase of 78 sold homes and an increase in the net proceeds per home sold for the year ended December 31, 2023 compared to the year ended December 31, 2024 were the drivers of the increase.

Losses from Investments in Unconsolidated Joint Ventures

Our share of equity in earnings and/or losses from unconsolidated joint ventures was a net loss of $28.4 million and $17.9 million for the years ended December 31, 2024 and 2023, respectively.

The increase in loss is primarily driven by a $10.3 million increase in non-cash interest expense, including the impact of changes in the fair value of underlying derivative instruments for certain of our joint ventures, during the year ended December 31, 2023 compared to the year ended December 31, 2022, partially offset by increased operating profits due to an increase in the number of homes within our joint venture investments.

Year Ended December 31, 2022 Compared to Year Ended December 31, 2021

For similar operating and financial data and discussion of our results for the year ended December 31, 2022 compared to the year ended December 31, 2021, refer to Part II.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2022 10-K .

The increase in loss is primarily driven by a $8.1 million increase in our share of interest expense and a $2.9 million increase in our share of depreciation expense between the respective periods.

These changes are a result of the formation of and commencement of operations in new joint ventures, cumulative capital expenditures, and an increase in the number of homes within our joint venture investments.

Liquidity and Capital Resources

Our liquidity and capital resources as of December 31, 2023 and 2022 include unrestricted cash and cash equivalents of $700.6 million and $262.9 million, respectively, a 166.5% increase primarily due to proceeds from the issuance of unsecured notes, as discussed below, during the year ended December 31, 2023.

As of December 31, 2023, our $1,000.0 million revolving facility (the “Revolving Facility”) is undrawn, and there are no restrictions on our ability to draw funds thereunder provided we remain in compliance with all covenants.

We have no debt reaching final maturity until January 2026, provided all extension options are exercised.

Public Offerings

On August 2, 2023, in a public offering under our existing shelf registration statement, we issued (1) $450,000 aggregate principal amount of 5.45% Senior Notes which mature on August 15, 2030 and (2) $350,000 aggregate principal amount of 5.50% Senior Notes which mature on August 15, 2033.

A portion of the proceeds from these public offerings were used to pay down $150.0 million of then-outstanding indebtedness on our Revolving Facility, and the remaining net proceeds will be used for general corporate purposes, including, without limitation, repayment of other indebtedness including secured debt, working capital, acquisitions, and renovations of single-family properties.

Acquisition of Single-family Residential Properties

During the third quarter of 2023, we completed the purchase of a portfolio of 1,870 single-family residential homes with an aggregate purchase price of approximately $646.6 million.

SOFR Transition

On April 18, 2023, we amended the 2020 Term Loan and Revolving Facilities (the “Credit Facility”) to convert the applicable interest rate from a London Interbank Offered Rate-based (“LIBOR”) index to a Secured Overnight Financing Rate-based (“SOFR”) index rate determined by reference to a published forward-looking SOFR rate for the interest period relevant to such borrowing (“Term SOFR”) and converted the variable rate on our interest rate swap agreements from a LIBOR-based index to a Term SOFR-based index.

Effective July 3, 2023, one of our mortgage loans, IH 2018-4, was amended to transition to a Term SOFR-based index from a LIBOR-based index.

The related interest rate cap agreement was amended effective July 15, 2023 to transition to a Term SOFR-based index from a LIBOR-based index.

These modifications did not have a material impact on our consolidated financial statements.

These transactions completed the conversion of all LIBOR-based agreements to Term SOFR.

Property Management

In January 2024, we entered into an agreement with a third-party portfolio owner of single-family residential homes to provide property and asset management services for approximately 14,000 homes.

Substantially all of the homes are located within our 16 existing core markets.

Our ability to access capital as well as to use cash from operations to continue to meet our liquidity needs, all of which are highly uncertain and cannot be predicted, could be affected by various risks and uncertainties, including, but not limited to, the effects of general economic conditions, including rising inflation and interest rates, as detailed in Part I.

Our liquidity and capital resources as of December 31, 2024 and 2023 include unrestricted cash and cash equivalents of $174.5 million and $700.6 million, respectively, a 75.1% decrease primarily due to a $325.7 million net decrease in outstanding indebtedness between periods and $54.2 million of costs to acquire new financing.

New Credit Facility

On September 9, 2024, we entered into an amended and restated senior unsecured credit facility (the “Credit Facility”).

The Credit Facility provides $3,500.0 million of borrowing capacity and consists of a $1,750.0 million revolving facility (the “Revolving Facility”) and a $1,750.0 million term loan facility (the “2024 Term Loan Facility”), both of which mature on September 9, 2028, with two six month extension options available.

The Credit Facility replaced a credit facility that consisted of a $1,000.0 million revolving credit facility (the “2020 Revolving Facility”) and a $2,500.0 million term loan facility (the “2020 Term Loan Facility,” and together with the 2020 Revolving Facility, the “2020 Credit Facility”).

Proceeds from the 2024 Term Loan Facility, a $750.0 million borrowing on the Revolving Facility on the date of effectiveness of the Credit Facility, and excess cash on hand were used to fully repay the 2020 Term Loan Facility and to pay costs associated with the transaction.

For both the Revolving Facility and the 2024 Term Loan Facility, spreads at closing, based on our total leverage ratio, were 5 bps lower than the spreads most recently in effect for the 2020 Credit Facility.

As of December 31, 2024, $1,180.0 million of our Revolving Facility is undrawn, and there are no restrictions on our ability to draw funds thereunder provided we remain in compliance with all covenants.

We have no debt reaching final maturity until June 2027.

Public Offering

On September 26, 2024, in a public offering under our existing shelf registration statement, we issued $500.0 million aggregate principal amount of 4.88% Senior Notes which mature on February 1, 2035 (the “2035 Unsecured Notes”).

Mortgage Loan Repayment

In November 2024, we used unrestricted cash from the 2035 Unsecured Notes and cash on hand to make a voluntary prepayment of the then-outstanding balance of IH 2018-4, which resulted in a release of the loan’s collateral.

Interest Rate Swap Transactions

In September 2024, we amended certain interest rate swap agreements and entered into $1,400.0 million of new interest rate swap agreements which became active on December 31, 2024.

As of December 31, 2024, our active swaps have a weighted average strike rate of 2.93%.

We also have one forward starting swap which will become active July 9, 2025 and has a strike rate of 2.99%.

Investment in Joint Venture and New Property and Asset Management Agreements

As of December 31, 2024, we provided property and asset management services for 25,300 homes, of which 7,622 homes were owned by our unconsolidated joint ventures.

In November 2024, we entered into a new joint venture agreement pursuant to which we committed to make a $50.0 million investment to form a joint venture that will acquire newly-constructed homes and communities in high-growth markets.

On April 29, 2024, we entered into a new joint venture agreement pursuant to which we made an initial $37.5 million investment, representing a 7.2% ownership interest, in a portfolio of approximately 3,700 single-family residential properties.

During the third quarter of 2024, we also began providing property and asset management services to those homes and approximately 700 additional homes owned by our joint venture partners.

In March 2024, we entered into a third-party agreement to provide property and asset management services to a portfolio of approximately 3,000 single-family homes for lease.

Our direct management responsibilities for these homes commenced on May 15, 2024.

Our ability to access capital as well as to use cash from operations to continue to meet our liquidity needs, all of which are highly uncertain and cannot be predicted, could be affected by various risks and uncertainties, including, but not limited to, the effects of general economic conditions, including inflation and interest rates, as detailed in Part I.

“Risk Factors.”

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$ 989,151 $ 933,652 4.23% 2.4 $ —

IH 2018-4 (5)

643,030 610,827 S + 123 bps 2.0 643,030

Secured Term Loan (5)

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$ 1,750,000 S +85 bps

4.7 $ 1,750,000

2022 Term Loan Facility (6)

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Revolving Facility (6)

570,000 S + 78 bps

Unsecured Notes — May 2028

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400,000 2.70% 9.0 —

Unsecured Notes — February 2035

500,000 4.88% 10.1

Unsecured Notes — May 2036

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(1) For detailed information about and definition of each of our financing arrangements see Part IV.

“Exhibits and Financial Statements — Note 7 of Notes to Consolidated Financial Statements.” For information about our derivative instruments that hedge floating rate debt, see Part IV.

“Exhibits and Financial Statements — Note 8 of Notes to Consolidated Financial Statements.”

(2) Variable interest rate loans are Term SOFR-based, including any credit spread adjustments provided for in the terms of the underlying agreement (“Adjusted SOFR”), reflected as “S” in the table above.

“Financial Statements — Note 7 of Notes to Consolidated Financial Statements.” For information about our derivative instruments that hedge floating rate debt, see Part IV.

“Financial Statements — Note 8 of Notes to Consolidated Financial Statements.”

(2) Variable interest rate loans are indexed to a Secured Overnight Financing Rate (“SOFR”) index rate determined by reference to a published forward-looking SOFR rate for the interest period relevant to such borrowing (“Term SOFR”), including any credit spread adjustments provided for in the terms of the underlying agreement (“Adjusted SOFR”), reflected as “S” in the table above.

(3) Weighted average years to maturity assumes all extension options are exercised, which are subject to certain conditions being met.

(4) IH 2017-1 bears interest at a fixed rate of 4.23% per annum, equal to the market determined pass-through rate payable on the certificates including applicable servicing fees.

(5) Effective July 3, 2023, the interest rate for IH 2018-4 is based on the weighted average spread over Term SOFR adjusted for an 0.11% credit spread adjustment.

As of December 31, 2023, Term SOFR was 5.35%.

(5) The Secured Term Loan bears interest at a fixed rate of 3.59% per annum including applicable servicing fees for the first 11 years and for the twelfth year bears interest at a floating rate based on a spread of 147 bps over a comparable or successor rate to one month LIBOR as provided for in our loan agreement, including applicable servicing fees, subject to certain adjustments as outlined in the loan agreement.

(7) For secured debt, unsecured debt, and total debt, the weighted average interest rate is calculated based on December 31, 2023, Term SOFR of 5.35% adjusted for either a 0.11% or a 0.10% credit spread adjustment (Adjusted SOFR), as appropriate, and includes the impact of interest rate swap agreements effective as of that date.

(8) Interest rate is based on Term SOFR of 5.35% plus the applicable margin and a 0.10% credit spread adjustment.

As part of our long-term debt strategy, our goal is to improve our credit ratings, and, over time, we generally intend to target net debt that is approximately 5.5 to 6.0 times trailing twelve months Adjusted EBITDA re (see “— Non-GAAP Measures — EBITDA, EBITDA re , and Adjusted EBITDA re ”), secured debt that is less than 20% of gross assets, and unencumbered assets that are greater than 70% of gross assets.

To facilitate our long-term debt strategy we expect to seek to, among other things, (a) refinance a significant portion of our secured debt maturing in 2026 (assuming all extension options are exercised) with unsecured debt, including potential unsecured bond issuances and/or (b) repay a portion of such debt.

(6) As of December 31, 2024, interest rate is based on Term SOFR of 4.33% plus the applicable margin and a 0.10% credit spread adjustment.

(7) For unsecured debt and total debt, the weighted average interest rate is calculated based on December 31, 2024, Term SOFR of 4.33% adjusted for a 0.10% credit spread adjustment (Adjusted SOFR), as appropriate, and includes the impact of interest rate swap agreements effective as of that date.

As part of our long-term debt strategy, our goal is to maintain or improve our credit ratings, and, over time, we generally intend to be a predominantly unsecured borrower with a target net debt of approximately 5.5 to 6.0 times trailing twelve months Adjusted EBITDA re (see “— Non-GAAP Measures — EBITDA, EBITDA re , and Adjusted EBITDA re ”).

To facilitate our long-term debt strategy we expect to seek to, among other things, (a) refinance a significant portion of our secured debt maturing in 2027 with unsecured debt, including potential unsecured bond issuances and/or (b) repay a portion of such debt.

There can be no assurance that we will be successful in implementing our long-term debt strategy, improving our credit ratings, or adhering to our targets in the short or medium term or at all, or that we will not change our strategy or targets in the future.

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Our near-term liquidity requirements consist primarily of:

• acquisition of homes currently under contract;

• acquisition of homes currently under contract, including commitments to homebuilders;

• renovation of newly-acquired homes;

• HOA fees (as applicable), property taxes, insurance premiums, and the ongoing maintenance of our homes;

• property management and general and administrative expenses;

• property management, general and administrative, and other entity-level commitments and expenses;

• interest expense;

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We believe our rental income, net of total expenses, will generally provide cash flow sufficient to fund operations and dividend payments on a near-term basis.

Additionally, we have guaranteed the funding of certain tax, insurance, and non-conforming property reserves related to the financing of certain of our joint ventures.

Additionally, we have guaranteed the funding of certain tax, insurance, and non-conforming property reserves related to the financing of one of our joint ventures.

We do not expect these guarantees to have a material current or future effect on our liquidity.

“Exhibits and Financial Statements of — Notes to Consolidated Financial Statements” for additional information about our investments in unconsolidated joint ventures.

Overall macroeconomic conditions, including rising inflation, bank failures, and interest rates, may negatively impact our operating cash flow such that we are unable to make required debt service payments, which would result in an event of default for any debt instrument under whose loan agreement such payments were not made.

“Exhibits and Financial Statements of — Note 5 of Notes to Consolidated Financial Statements” for additional information about our investments in unconsolidated joint ventures.

Fluctuating economic conditions and uncertainty in financial markets may negatively impact our operating cash flow such that we are unable to make required debt service payments, which would result in an event of default for any debt instrument under whose loan agreement such payments were not made.

Specifically, the collateral within individual borrower entities may underperform, resulting in cash flow shortfalls for debt service while consolidated cash flows are sufficient to fund our operations.

If an event of default occurs for a specific mortgage loan or for our secured term loan, our loan agreements provide certain remedies, including our ability to fund shortfalls from consolidated cash flow;

If an event of default occurs for our mortgage loan or for our secured term loan, our loan agreements provide

certain remedies, including our ability to fund shortfalls from consolidated cash flow;

and such an event of default would not result in an immediate acceleration of the loan.

Our real estate assets are illiquid in nature.

A timely liquidation of assets may not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing sources, such as the Revolving Facility which had undrawn balances of $1,000.0 million as of December 31, 2023.

A timely liquidation of assets may not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing sources, such as the Revolving Facility which had an undrawn balance of $1,180.0 million as of December 31, 2024.

Our long-term liquidity requirements consist primarily of funds necessary to pay for the acquisition of, and non-recurring capital expenditures for, our homes, and principal and interest payments of our indebtedness.

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Net cash used in investing activities (465,870) (773,552) 307,682 39.8 %

Net cash provided by (used in) financing activities 110,021 (574,105) 684,126 119.2 %

Net cash provided by (used in) financing activities (1,093,726) 110,021 (1,203,747) N/M

Change in cash, cash equivalents, and restricted cash $ (477,791) $ 443,557 $ (921,348) (207.7) %

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Our cash flows provided by operating activities depend on numerous factors, including the occupancy level of our homes, the rental rates achieved on our leases, the collection of rent from our residents, and the amount of our operating and other expenses.

Net cash provided by operating activities was $1,107.1 million and $1,023.6 million for the years ended December 31, 2023 and 2022, respectively , an increase of 8.2%.

The increase in cash provided by operating activities is primarily due to improved operational profitability, including a $100.2 million increase in total revenues net of property operating and maintenance expense from period to period.

Net cash provided by operating activities was $1,081.8 million and $1,107.1 million for the years ended December 31, 2024 and 2023, respectively , a decrease of 2.3%.

The decrease in cash provided by operating activities is primarily due to settlement costs of $77.0 million included in net income that resolved an inquiry from the FTC and the legal dispute entitled City of San Diego et al v.

Invitation Homes, Inc., inclusive of associated costs.

This decrease is partially offset by $36.4 million of unpaid estimated costs for hurricane related damages that are reflected in accounts payable and accrued expenses on our consolidated balance sheet as of December 31, 2024.

Investing Activities

Net cash used in investing activities consists primarily of the acquisition costs of homes, capital improvements, and proceeds from property sales.

Net cash used in investing activities consists primarily of the acquisition costs of homes, capital improvements, proceeds from property sales, and investments in unconsolidated joint ventures.

Net cash used in investing activities was $465.9 million and $773.6 million for the years ended December 31, 2024 and 2023, respectively, a decrease of $307.7 million.

The decrease in net cash used in investing activities resulted primarily from the combined effect of the following significant changes in cash flows during the year ended December 31, 2024 compared to the year ended December 31, 2023:

(1) an increase in cash used for the acquisition of homes;

(2) a decrease in cash used for investments in joint ventures ;

(3) an increase in cash from the proceeds from sale of single-family homes;

(4) a decrease in cash used for initial renovations of homes;

and (5) a decrease in cash from repayment proceeds from retained debt securities .

Acquisition spen d increased by $405.0 million from period to period due to an increase in the number of homes acquired from 1,423 during the year ended December 31, 2022 to 2,877 homes acquired during the year ended December 31, 2023.

Cash invested in joint ventures decreased $167.3 million due to reduced acquisition activity in existing joint ventures during the year ended December 31, 2023 compared to the year ended December 31, 2022.

Proceeds from the sale of single-family homes increased $248.0 million due to an increase in the number of homes sold from 691 during the year ended December 31, 2022 to 1,423 homes sold during the year ended December 31, 2023.

Renovation spend decreased by $92.2 million due to a decrease in the number of unoccupied homes acquired between periods, resulting in fewer renovations being completed during the year ended December 31, 2023 compared to the year ended December 31, 2022.

In connection with the full prepayments of the IH 2018-2 and IH 2018-3 mortgage loans and partial repayments on mortgage loans related to the sale of homes during the year ended December 31, 2022, $70.5 million of

repayments of the related retained certificates were received.

There were no such full prepayments of mortgage loans during the year ended December 31, 2023.

(1) a decrease in cash used for the acquisition of homes;

(2) an increase in cash proceeds received from the sale of single-family homes;

(3) an increase in cash used for investments in joint ventures ;

and (4) an increase in cash provided from repayment proceeds from retained debt securities .

Acquisition spend decreased by $234.0 million from period to period due to a decrease in the number of homes acquired from 2,877 during the year ended December 31, 2023 to 2,072 homes acquired during the year ended December 31, 2024.

Proceeds from the sale of single-family homes increased $97.1 million due to an increase in the number of homes sold from 1,423 during the year ended December 31, 2023 to 1,501 homes sold during the year ended December 31, 2024 and an increase in average net proceeds per home.

Cash invested in joint ventures increased $43.7 million from period to period as a result of the formation of new joint ventures during 2024.

Proceeds from repayment of retained debt securities increased $31.3 million from the year ended December 31, 2023 to the year ended December 31, 2024 due to the full repayment of IH 2018-4 during the year ended December 31, 2024.

Financing Activities

Net cash provided by financing activities was $110.0 million for the year ended December 31, 2023 compared to net cash used in financing activities of $574.1 million for the year ended December 31, 2022.

During the years ended December 31, 2023 and 2022, we made dividend and distribution payments totaling $640.5 million and $541.4 million, respectively, which were funded by cash flows from operations.

We issued $790.1 million of unsecured notes, net of discount, during the year ended December 31, 2023 compared to $598.4 million of unsecured notes issued and $725.0 million borrowed on a new term loan facility during the year ended December 31, 2022.

During the year ended December 31, 2022, proceeds from financing activity along with cash from operations were used to repay $1,412.2 million of mortgage loans, and issuances and sales of stock under our 2021 ATM Equity Program generated $98.4 million of net proceeds which were used primarily for acquisitions.

Net cash used in financing activities was $1,093.7 million for the year ended December 31, 2024 compared to net cash provided by financing activities of $110.0 million for the year ended December 31, 2023.

The change between periods is primarily due to the following financing transactions.

During the year ended December 31, 2024, we issued $494.3 million of unsecured notes, net of discount, and refinanced the 2020 Credit Facility.

The proceeds were used to repay the existing credit facility and $645.7 million of mortgage loans, including the voluntary prepayment of the IH 2018-4 mortgage loan, and to fund $54.2 million of financing costs.

During the year ended December 31, 2023, we issued $790.1 million of unsecured notes, net of discount, and used the proceeds to fund $7.8 million of financing costs and increase cash reserves for general corporate purposes .

W e also made dividend and distribution payments totaling $692.6 million during the year ended December 31, 2024 compared to $640.5 million during the year ended December 31, 2023, which were funded by cash flows from operations.

Year Ended December 31, 2023 Compared to Year Ended December 31, 2022

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Our contractual obligations as of December 31, 2024, consist of the following:

($ in thousands) Total 2024 2025-2026 2027-2028 Thereafter

($ in thousands) Total 2025

Mortgage loans (1)(2)(3)

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(5) Includes the related unused commitment fee, as applicable.

(6) Includes payments (receipts) related to interest rate swap and interest rate cap obligations calculated using Term SOFR.

(6) Includes payments (receipts) related to interest rate swap obligations calculated using Term SOFR.

As of December 31, 2024, Term SOFR was 4.33%.

(7) Represents commitments, net of previously funded deposits, to acquire 18 single-family rental homes.

The amounts above do not include commitments pursuant to binding purchase agreements with certain homebuilders for the purchase of 1,789 homes over the next four years.

Estimated remaining commitments under these agreements total approximately $630.0 million as of December 31, 2023.

(7) Represents commitments, net of previously funded deposits, to acquire 2,172 homes, including commitments totaling $590.0 million to acquire 2,031 homes pursuant to binding purchase agreements with certain homebuilders as of December 31, 2024.

Additionally, we have commitments, which are not reflected in the table above, to make additional capital contributions to our joint ventures.

As of December 31, 2024, our remaining equity commitments to our joint ventures total $177.0 million.

LIBOR Transition

The Financial Conduct Authority of the United Kingdom, which has statutory powers to require panel banks to contribute to LIBOR, ceased publication of one month USD LIBOR effective June 30, 2023.

Further, on March 15, 2022, the Consolidated Appropriations Act of 2022, which includes the Adjustable Interest Rate (LIBOR) Act, was signed into law in the United States.

This legislation established a uniform benchmark replacement process for financial contracts that matured after June 30, 2023 which did not contain clearly defined or practicable fallback provisions.

The legislation also created a safe harbor that shields lenders from litigation if they choose to utilize a replacement rate recommended by the Board of Governors of the Federal Reserve.

On April 18, 2023, we completed a series of transactions related to certain of our variable rate debt and derivative agreements that were originally indexed to LIBOR to effectuate a transition to Term SOFR.

While the original agreements provided for a prescribed transition to an alternate rate, this series of transactions amended or modified our Credit Facility and all of our LIBOR-indexed interest rate swap agreements such that each agreement is now indexed to Term SOFR.

Effective July 3, 2023, one of our mortgage loans, IH 2018-4, was amended to transition to Term SOFR from LIBOR.

The related interest rate cap agreement was amended effective July 15, 2023 to transition to Term SOFR from LIBOR.

These transactions completed the conversion of all LIBOR-based agreements to Term SOFR.

Furthermore, we made the appropriate elections available within Accounting Standard Update 2020-04, Reference Rate Reform (Topic 848):

Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2022-04”) to ease the impact of transition from LIBOR to comparable or successor rates on hedge accounting.

As more fully described in Part IV.

“Exhibits and Financial Statements — Note 2 of Notes to Consolidated Financial Statements,” we also elected to apply practical expedients related to contract modifications, changes in critical terms, and updates to the designated hedged risk(s) as qualifying changes were made to applicable debt and derivative instruments.

Specifically, in connection with the April 18, 2023 modifications, we elected to apply the optional expedients in ASU 2020-04 that enable us to consider the new swaps a continuation of the existing contracts and to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives.

As a result, the transition from LIBOR for these financial instruments did not impact our hedge accounting or have a material impact on our consolidated financial statements.

Supplemental Guarantor Information

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“Exhibits and Financial Statement Schedules — Note 2 of Notes to Consolidated Financial Statements.”

Critical accounting policies are those accounting estimates that management believes are important to the portrayal of our financial condition and results of operations and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

Investments in Single-Family Residential Properties

The following significant accounting policies affect the acquisition, disposition, recognition, classification, and fair value measurements (on a nonrecurring basis) related to our owned portfolio of approximately 85,000 single-family residentia l properties located primarily in 16 markets across the United States.

For a complete discussion of our accounting policy and other factors related to each category below, see Part IV.

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The capitalized costs are depreciated on a straight-line basis over their estimated useful lives, which are reviewed on an annual basis.

For additions to our single-family residential properties place in service after December 31, 2021, the weighted average useful lives range from 7 to 32 years.

Prior to that date, the weighted average useful lives ranged from 7 to 28.5 years.

If the useful lives for costs capitalized during the year ended December 31, 2023 were

increased or decreased by 10%, our annualized depreciation expense would have changed by approximately $6.0 million.

The weighted average useful lives range from 7 to 32 years.

If the useful lives for costs capitalized during the year ended December 31, 2024 were increased or decreased by 10%, our annualized depreciation expense would have changed by approximately $5.0 million.

• Provisions for Impairment:

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Segment Reporting

Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the CODM in deciding how to allocate resources and in assessing performance.

Our CODM is the Chief Executive Officer.

Under the provisions of ASC 280, Segment Reporting , we have determined that we have one reportable segment related to acquiring, renovating, leasing, and operating single-family homes as rental properties.

The CODM evaluates operating performance and allocates resources on a total portfolio basis.

The CODM utilizes NOI as the primary measure to evaluate performance of the total portfolio.

Our principal business is acquiring, renovating, leasing, operating, and managing single-family residential properties.

Under the provisions of ASC 280, Segment Reporting , we have determined that we currently operate in one reportable segment.

Our Chief Executive Officer is our chief operating decision maker (“CODM”).

We concluded that we have one reportable segment based on the way our CODM regularly reviews internally reported financial information to evaluate performance, make operating decisions, and allocate resources at a consolidated level.

Net income as reported on our consolidated statements of operations is a primary metric utilized by the CODM to analyze the performance of the segment, including budget versus actual performance, and to allocate resources.

Non-GAAP Measures

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and other income and expenses.

Where appropriate, EBITDA, EBITDA re , and Adjusted EBITDA are adjusted for our share of investments in unconsolidated subsidiaries.

EBITDA, EBITDA re , and Adjusted EBITDA re are used as supplemental financial performance measures by management and by external users of our financial statements, such as investors and commercial banks.

Where appropriate, EBITDA, EBITDA re , and Adjusted EBITDA re are adjusted for our share of investments in unconsolidated joint ventures.

Set forth below is additional detail on how management uses EBITDA, EBITDA re , and Adjusted EBITDA re as measures of performance.

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Impairment on depreciated real estate investments 506 427 310

Net gain on sale of investments in unconsolidated joint ventures (1,668) (865) (1,050)

Net (gain) loss on sale of investments in unconsolidated joint ventures

1,215 (1,668) (865)

1,332,642 1,372,715 1,245,170

Share-based compensation expense (1)

27,918 29,503 28,962

Severance 977 314 1,057

Severance expense

Casualty losses, net (2)

82,700 8,200 28,485

(Gains) losses on investments in equity securities, net (350) 3,939 9,420

(Gains) losses on investments in equity and other securities, net

(1,046) (350) 3,939

Other, net (3)

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(2) Includes our share from unconsolidated joint ventures.

The year ended December 31, 2024 includes $55,100 of estimated losses and damages related to Hurricanes Milton, Beryl, Debby, and Helene.

The year ended December 31, 2022 includes $24,000 of net estimated losses and damages related to Hurricanes Ian and Nicole .

(3) Includes interest income and other miscellaneous income and expenses.

(3) Includes settlement and other costs related to certain litigation and regulatory matters, interest income, and other miscellaneous income and expenses.

Net Operating Income

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general and administrative expense;

impairment and other;

casualty losses, impairment, and other;

gain on sale of property, net of tax;

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management fee revenues;

and losses from investments in unconsolidated joint ventures.

and income (losses) from investments in unconsolidated joint ventures.

We consider NOI to be a meaningful supplemental financial measure of our performance when considered with the financial statements determined in accordance with GAAP.

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($ in thousands)

2024 2023 2022

Net income available to common stockholders $ 453,164 $ 518,774 $ 382,668

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90,612 82,344 74,025

Impairment and other (3)

Casualty losses, impairment, and other (3)

82,925 8,596 28,697

Gain on sale of property, net of tax (244,550) (183,540) (90,699)

(Gains) losses on investments in equity securities, net (350) 3,939 9,420

(Gains) losses on investments in equity and other securities, net

(1,046) (350) 3,939

Other, net (4)

2 unchanged sentences

Losses from investments in unconsolidated joint ventures

28,445 17,877 9,606

NOI (total portfolio)

1,613,691 1,538,296 $ 1,440,290

Non-Same Store NOI (113,290) (104,116)

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(2) Includes $22,088, $22,540, and $22,469 of share-based compensation expense for the years ended December 31, 2024, 2023, and 2022, respectively.

(3) Includes our share from unconsolidated joint ventures.

The year ended December 31, 2024 includes $55,100 of estimated losses and damages related to Hurricanes Milton, Beryl, Debby, and Helene.

The year ended December 31, 2022 includes $24,000 of net estimated losses and damages related to Hurricanes Ian and Nicole .

(4) Includes interest income and other miscellaneous income and expenses.

(4) Includes settlement and other costs related to certain litigation and regulatory matters, interest income, and other miscellaneous income and expenses.

(5) The Same Store portfolio totaled 76,601 homes for the years ended December 31, 2024 and 2023.

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Funds From Operations (“FFO”), Core FFO, and Adjusted FFO are supplemental, non-GAAP measures often utilized to evaluate the performance of real estate companies.

FFO is defined by Nareit as net income or loss (computed in accordance with GAAP) excluding gains or losses from sales of previously depreciated real estate assets, plus depreciation, amortization and impairment of real estate assets.

We believe that FFO is a meaningful supplemental measure of the operating performance of our business because historical cost accounting for real estate assets in accordance with GAAP assumes that the value of real estate assets diminishes predictably over time, as reflected through depreciation and amortization.

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By excluding depreciation and amortization and gains or losses on sales of real estate, management uses FFO to measure returns on its investments in homes.

However, because FFO excludes depreciation and amortization and captures neither the changes in the value of the homes that result from use or market conditions nor the level of capital expenditures to maintain the operating performance of the homes, all of which have real economic effects and could materially affect our results from operations, the utility of FFO as a measure of our performance is limited.

However, because FFO excludes depreciation and amortization and captures neither the changes in the value of the homes that result from use or market conditions nor the level of capital expenditures to maintain the operating performance of the homes, all of which have real economic effect and could materially affect our results from operations, the utility of FFO as a measure of our performance is limited.

Management also believes that FFO, combined with the required GAAP presentations, is useful to investors in providing more meaningful comparisons of the operating performance of a company’s real estate between periods or as compared to other companies.

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We believe that Core FFO and Adjusted FFO are also meaningful supplemental measures of our operating performance for the same reasons as FFO and are further helpful to investors as they provide a more consistent measurement of our performance across reporting periods by removing the impact of certain items that are not comparable from period to period.

We define Core FFO as FFO adjusted for the following:

We define Core FFO as FFO adjusted for the following (including adjustments for unconsolidated joint ventures, as applicable):

non-cash interest expense related to amortization of deferred financing costs, loan discounts, and non-cash interest expense from derivatives;

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casualty (gains) losses, net;

and (gains) losses on investments in equity securities, net, as applicable.

We define Adjusted FFO as Core FFO less recurring capital expenditures that are necessary to help preserve the value, and maintain the functionality, of our homes.

Where appropriate, FFO, Core FFO, and Adjusted FFO are adjusted for our share of investments in unconsolidated joint ventures.

and (gains) losses on investments in equity and other securities, net, as applicable.

We define Adjusted FFO as Core FFO less recurring capital expenditures, including adjustments for unconsolidated joint ventures, that are necessary to help preserve the value, and maintain the functionality, of our homes.

The GAAP measure most directly comparable to Core FFO and Adjusted FFO is net income or loss.

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Our Core FFO and Adjusted FFO may not be comparable to the Core FFO and Adjusted FFO of other companies due to the fact that not all companies use the same definition of Core FFO and Adjusted FFO.

No adjustments were made to the Core FFO and Adjusted FFO per common share — diluted computations for potential shares of common stock related to the Convertible Senior Notes during the periods the notes were outstanding.

Accordingly, there can be no assurance that our basis for computing this non-GAAP measures is comparable with that of other companies.

2 unchanged sentences

(in thousands, except shares and per share data)

2024 2023 2022

Net income available to common stockholders $ 453,164 $ 518,774 $ 382,668

2 unchanged sentences

Non-controlling interests

1,448 1,558 1,470

Depreciation and amortization on real estate assets

699,474 663,398 629,301

Impairment on depreciated real estate investments

1 unchanged sentence

Depreciation and net gain on sale of investments in unconsolidated joint ventures 14,479 8,704 4,907

FFO 1,010,017 928,618 788,773

925,274 1,010,017 928,618

Non-cash interest expense related to amortization of deferred financing costs, loan discounts, and non-cash interest expense from derivatives (1)

3 unchanged sentences

Legal settlements (3)

77,000 2,000 7,400

Severance expense 637 977 314

1 unchanged sentence

82,700 8,200 28,485

(Gains) losses on investments in equity securities, net (350) 3,939 9,420

Core FFO 1,086,416 1,022,044 868,966

(Gains) losses on investments in equity and other securities, net

(1,046) (350) 3,939

1,157,164 1,086,416 1,022,044

Recurring capital expenditures (1)

(170,927) (163,051) (156,147)

Adjusted FFO $ 923,365 $ 865,897 $ 745,561

$ 986,237 $ 923,365 $ 865,897

Net income available to common stockholders

3 unchanged sentences

$ 0.74 $ 0.85 $ 0.63

Numerator for FFO per common share — diluted (4)

$ 1,010,017 $ 928,618 $ 803,137

FFO, Core FFO, and Adjusted FFO

Weighted average common shares and OP Units outstanding — diluted (5)(6)(7)

2 unchanged sentences

$ 1.50 $ 1.64 $ 1.51

Core FFO and Adjusted FFO

Weighted average common shares and OP Units outstanding — diluted (4)(5)(6)

615,367,734 613,669,133 582,442,466

Core FFO per common share — diluted (5)(6)(7)

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(2) For the years ended December 31, 2024, 2023, and 2022, $5,830, $6,963, and $6,493, was recorded in property management expense, respectively, and $22,088, $22,540, and $22,469, was recorded in general and administrative expense, respectively.

(3) The year ended December 31, 2024, includes $77,000 of settlement costs that resolved an inquiry from the FTC and the legal dispute entitled City of San Diego et al v.

Invitation Homes, Inc., inclusive of associated costs.

The year ended December 31, 2022, includes the estimated cost of a global settlement of a multistate putative class action regarding resident late fees.

(4) The year ended December 31, 2024 includes $55,100 of estimated losses and damages related to Hurricanes Milton, Beryl, Debby, and Helene.

The year ended December 31, 2022 includes $24,000 of net estimated losses and damages related to Hurricanes Ian and Nicole .

(5) In connection with the Starwood Waypoint Homes (“SWH”) merger, we assumed certain convertible senior notes including $345,000 in aggregate principal amount of 3.50% convertible senior notes due 2022 issued by SWH in January 2017 (the “2022 Convertible Notes”).

On January 18, 2022, we settled the $141,490 outstanding principal balance of the 2022 Convertible Notes with the issuance of 6,216,261 shares of our common stock.

For the year ended December 31, 2022, the shares of common stock issued with respect to this settlement are included within all net income, FFO, Core FFO, and AFFO per common share calculations subsequent to the conversion date.

With respect to the 2022 Convertible Notes, during the year ended December 31, 2021, at the election of the note holders, we settled $203,510 of principal outstanding for the 2022 Convertible Notes with the issuance of 8,943,374 shares of common stock.

These issued shares of common stock are included within all net income, FFO, Core FFO, and AFFO per common share calculations subsequent to the conversion date.

For the year ended December 31, 2021, the numerator for FFO per common share — diluted is adjusted for interest expense on the 2022 Convertible Notes, including non-cash amortization of discounts, totaling $14,364, and the denominator is adjusted for 11,293,203 potential shares of common stock issuable upon the conversion of the 2022 Convertible Notes.

No such adjustments were made to Core FFO and AFFO per common share —diluted.

(5) Incremental shares attributed to non-vested share-based awards 1,394,924, 1,341,786, and 1,528,453 for the years ended December 31, 2023, 2022, and 2021, respectively, are included in weighted average common shares outstanding in the calculation of net income per common share — diluted.

(6) Incremental shares attributed to non-vested share-based awards totaling 1,080,300, 1,394,924, and 1,341,786 for the years ended December 31, 2024, 2023, and 2022, respectively, are included in weighted average common shares outstanding in the calculation of net income per common share — diluted.

For the computations of FFO, Core FFO, and AFFO per common share — diluted, common share equivalents of 1,376,141, 1,638,264, and 1,559,524 for the years ended December 31, 2024, 2023, and 2022, respectively, related to incremental shares attributed to non-vested share-based awards are included in the denominator.

2 unchanged sentences

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

What changed 10-K

Item 7. Management’s Discussion and Analysis