What changed in this filing

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Item 9A. Controls and Procedures

2025-02-27 compared with 2024-02-21 · 348 added, 321 removed, 1285 unchanged (34% of the section changed)

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Disclosure Controls and Procedures

We maintain a set of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) designed to ensure that information required to be disclosed in reports we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief

Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

The design of any disclosure controls and procedures is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its goals under all potential future conditions.

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Changes in Internal Control

There has been no change in our internal control over financial reporting during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

There has been no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Management's Annual Report on Internal Control over Financial Reporting

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/s/ Deloitte & Touche LLP

Dallas, Texas

February 27, 2025

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DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

The information required by this Item is incorporated by reference from the Company’s 2024 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, 2023.

As described above, our Code of Conduct is applicable to all of our directors, officers, and associates, including our principal executive officer, principal financial officer, principal accounting officer and controller, or persons performing similar functions.

Our Code of Conduct is posted on our investor website at:

www.invh.com under “Corporate Overview” — “Governance Documents.” Our Code of Conduct is a “code of ethics,” as defined by Item 406 of Regulation S-K of the Exchange Act promulgated by the SEC.

We intend to make any legally required disclosures regarding amendments to, or waivers of, provisions of our Code of Conduct on our website rather than by filing a Current Report on Form 8-K and within the time period required under applicable rules and regulations.

The remaining information required by this Item is incorporated by reference from the Company’s 2025 Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024.

EXECUTIVE COMPENSATION

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3.2 Amended and Restated Bylaws of Invitation Homes Inc., dated as of May 17, 2023 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 18, 2023).

4.1 Description of Securities (incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 10-K (File No.

4.1 Description of Securities (incorporated by reference to Exhibit 4.4 to the Company’s Annual Report on Form 10-K (File No.

1-38004) filed on February 19, 2020).

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Bank National Association, as trustee including the form of 2.000% Senior Notes due 2031 (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on August 6, 2021).

4.7 Second Supplemental Indenture, dated as of November 5, 2021, among the Issuer, the Guarantors and the Trustee, including the form of 2.300% Senior Notes due 2028 (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 5, 2021).

4.8 Third Supplemental Indenture, dated as of November 5, 2021, among the Issuer, the Guarantors and the Trustee, including the form of 2.700% Senior Notes due 2034 (incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 5, 2021).

4.7 Second Supplemental Indenture, dated as of November 5, 2021, among Invitation Homes Operating Partnership LP , the Guarantors and the Trustee, including the form of 2.300% Senior Notes due 2028 (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 5, 2021).

4.8 Third Supplemental Indenture, dated as of November 5, 2021, among Invitation Homes Operating Partnership LP , the Guarantors and the Trustee, including the form of 2.700% Senior Notes due 2034 (incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 5, 2021).

4.9 Fourth Supplemental Indenture, dated as of April 5, 2022, among Invitation Homes Operating Partnership LP, Invitation Homes Inc., Invitation Homes OP GP LLC, IH Merger Sub, LLC, and U.S.

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Bank Trust Company, National Association, as trustee, including the form of the 5.500% Senior Notes due 2033 (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on August 2, 2023).

Seventh Supplemental Indenture, dated as of September 26, 2024, among Invitation Homes Operating Partnership LP, Invitation Homes Inc., Invitation Homes OP GP LLC, IH Merger Sub, LLC, and U.S.

Bank Trust Company, National Association, as trustee, including the form of the 4.875% Senior Notes due 2035 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K of the Company filed on September 26 , 2024).

10.1 Note Purchase Agreement, dated May 25, 2021, among Invitation Homes Operating Partnership LP and the purchasers named therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

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and IH Merger Sub, LLC (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 20, 2017).

Exhibit number

10.9 Amended and Restated Revolving Credit and Term Loan Agreement, dated as of December 8, 2020, by and among Invitation Homes Operating Partnership LP, as borrower, the lenders party thereto, Bank of America, N.A., as administrative agent and the other parties party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

1-38004) filed on December 9, 2020).

Exhibit number

First Amendment to Amended and Restated Revolving Credit and Term Loan Agreement, dated as of April 18, 2023, by and among Invitation Homes Operating Partnership LP, as borrower, the lenders party thereto, Bank of America, N.A., as administrative agent and solely for purposes of Sections 3, 4, 5 and 7 thereof, each of the guarantors party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 24, 2023).

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1-38004) filed on June 22, 2022).

Second Amended and Restated Revolving Credit and Term Loan Agreement, dated as of September 9, 2024, by and among Invitation Homes Operating Partnership LP, as borrower, the lenders party thereto, Bank of America, N.A., as administrative agent and the other parties party thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of the Company filed on September 10, 2024).

First Amendment to Term Loan Agreement, dated as of September 9, 2024, by and among Invitation Homes Operating Partnership LP, as borrower, the lenders party thereto, Capital One, National Association, as administrative agent and the other parties party thereto (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of the Company filed on September 10, 2024).

Loan Agreement, dated as of April 28, 2017, between IH 2017-1 Borrower, LP, as Borrower, and Wells Fargo Bank, National Association, as Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

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1-38004) filed on July 27, 2023).

Exhibit number

Securities Purchase Agreement, dated as of June 5, 2017, between Waypoint/GI Venture, LLC and CSH Property Three, LLC (incorporated by reference to Exhibit 10.1 of the SWH’s Current Report on Form 8-K (File No.

1-36163) filed June 5, 2017).

Form of Director and Officer Indemnification Agreement.

Form of Director and Officer Indemnification Agreement ( incorporated by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K (File No.

1-38004) filed on February 21, 202 4 ) .

Invitation Homes Inc.

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333-215452) filed on January 6, 2017).

Exhibit number

10.23 Employment Agreement with Ernest M.

Freedman, dated September 4, 2015 (incorporated by reference to Exhibit 10.13 to the Company’s Registration Statement on Form S-11 (No.

333-215452) filed on January 6, 2017).

Form of Award Notice and Restricted Stock Unit Agreement for Non-Employee Directors (General Form) (incorporated by reference to Exhibit 10.21 to the Company’s Registration Statement on Form S-11 (No.

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1-38004) filed on February 1, 2023) .

Form of Award Notice and Restricted Stock Unit Agreement (LTIP RSU Award Agreement) under the Invitation Homes Inc.

2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

1-38004) filed on February 25, 2025).

Form of Award Notice and LTIP Unit Agreement (LTIP Unit Award Agreement) under the Invitation Homes Inc.

2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No.

1-38004) filed on February 25, 2025).

Policies and Procedures for Trading in Securities of Invitation Homes Inc.

21.1 Subsidiaries of the Registrant.

Subsidiary Issuer and Guarantors of Guaranteed Securities .

23.1 Consent of Deloitte & Touche LLP.

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Tanner, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit number

31.2 Certification of Jonathan S.

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Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).

97.1 Incentive Compensation Clawback Policy.

97.1 Incentive Compensation Clawback Policy (incorporated by reference to Exhibit 4.4 to the Company’s Annual Report on Form 10-K (File No.

1-38004) filed on February 21, 202 4 ) .

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

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101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Exhibit number

101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document.

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FORM 10-K SUMMARY

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, in Dallas, Texas, on the 21st day of February 2024.

Invitation Homes Inc.

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Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1934, this report has been signed by the following persons in the capacities indicated on the 21st day of February 2024.

Pursuant to the requirements of the Securities Act of 1934, this report has been signed by the following persons in the capacities indicated on the 27th day of February 2025.

Signature Title

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Bronson Director

Wyman Howard III

/s/ Jeffrey E.

Kelter Director

Signature Title

/s/ Joseph D.

Margolis Director

Signature Title

Rhea Director

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Critical Audit Matter Description

The Company owned approximately 85,000 individual single-family residential properties (inclusive of $17.3 billion of Investments in single-family residential properties, net on the balance sheet and $46 million of Held for sale assets disclosed in Note 6 – Other Assets) as of December 31, 2023.

The Company owned approximately 85,000 single-family residential properties with a carrying value of $17.2 billion of investments in single-family residential properties, net on the balance sheet as of December 31, 2024.

The Company capitalizes costs to acquire, stabilize, and prepare single-family residential properties to be leased.

They also capitalize costs that improve or extend the life of the home, a portion of the salaries and benefits of the employees who are directly responsible for such improvements, and for certain furniture and fixtures additions.

The determination of which costs to capitalize requires significant management judgment.

Costs capitalized in connection with single-family residential property acquisitions, stabilization activities, and on an ongoing basis are depreciated over their estimated useful lives on a straight-line basis.

From time to time, the Company

identifies single-family residential properties to be sold.

At the time such properties are identified, the Company evaluates whether or not such properties should be classified as held for sale.

Given the number of homes and the volume and nature of the different transactions affecting the acquisition, disposition, recognition, and classification of investments in single-family residential properties, performing audit procedures to evaluate the accounting for investments in single-family residential properties was challenging and required an increased extent of audit effort.

Given the number of homes and the volume and nature of the costs capitalized, performing audit procedures to evaluate the accounting for costs capitalized was challenging and required an increased extent of audit effort.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to whether the investments in single-family residential properties were accounted for appropriately included the following, among others:

• We tested the effectiveness of relevant controls over investments in single-family residential properties, including management’s controls over the acquisition, cost capitalization, classification, depreciation, and disposition of its properties.

• We selected a sample of properties acquired during the year and evaluated the accuracy of the amounts recorded and appropriate transfer of title.

• We tested the effectiveness of relevant controls over investments in single-family residential properties, including management’s controls over the acquisition and cost capitalization of its properties.

• We selected a sample of properties acquired and evaluated the accuracy of the amounts recorded and appropriate transfer of title.

• We selected a sample of costs capitalized during the year and evaluated the accuracy and classification of recorded amounts.

We also developed an expectation of repairs and maintenance costs that were charged to expense based on the historical amounts recorded, taking into account changes in the portfolio of single-family residential properties and market conditions, and compared our expectation to the recorded balance.

• We developed an expectation of depreciation expense based on the cost basis of investments in single-family residential properties, taking into account the estimated useful life and the percentage of the year the property was in use, and compared our expectation to the recorded balance.

We also evaluated the estimated useful lives used by management by comparing the estimates to external industry sources.

• We selected a sample of properties classified as held for sale and evaluated whether the properties met the criteria to be classified as held for sale as of December 31, 2023.

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

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

• We developed an expectation of capitalized recurring expenditures that improve or extend the life of the home based on the historical amounts recorded, taking into account changes in the portfolio of single-family residential properties and market conditions, and compared our expectation to the recorded balance.

/s/ Deloitte & Touche LLP

Dallas, Texas

February 27, 2025

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(in thousands, except shares and per share data)

2023 December 31, 2022

Investments in single-family residential properties:

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Total stockholders’ equity

9,756,764 10,155,971

Non-controlling interests 35,745 34,464

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Depreciation and amortization 714,326 674,287 638,114

Impairment and other 8,596 28,697 8,676

Casualty losses, impairment, and other 82,925 8,596 28,697

Total expenses 2,326,696 2,074,828 1,919,215

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 ( 54,032 ) ( 2,435 ) ( 11,261 )

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Balance as of December 31, 2021

601,045,438 $ 6,010 $ 10,873,539 $ ( 794,869 ) $ ( 286,938 ) $ 9,797,742 $ 41,062 $ 9,838,804

Capital distributions — — — — — — ( 2,397 ) ( 2,397 )

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Balance as of December 31, 2022

611,411,382 6,114 11,138,463 ( 951,220 ) 97,985 10,291,342 32,289 10,323,631

Capital distributions — — — — — — ( 2,374 ) ( 2,374 )

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Issuance of common stock — settlement of RSUs, net of tax 546,857 6 ( 8,155 ) — — ( 8,149 ) — ( 8,149 )

Issuance of common stock — settlement of 2022 Convertible Notes 6,216,261 62 141,157 — — 141,219 — 141,219

Issuance of common stock, net 2,438,927 25 98,342 — — 98,367 — 98,367

Share-based compensation expense — — 26,428 — — 26,428 3,075 29,503

Total other comprehensive income — — — — 384,850 384,850 1,576 386,426

Redemption of OP Units for common stock 1,050,000 10 13,351 — 73 13,434 ( 13,434 ) —

Total other comprehensive loss

— — — — ( 34,284 ) ( 34,284 ) ( 84 ) ( 34,368 )

Balance as of December 31, 2023

611,958,239 6,120 11,156,736 ( 1,070,586 ) 63,701 10,155,971 34,464 10,190,435

Capital distributions — — — — — — ( 3,326 ) ( 3,326 )

Net income — — — 453,917 — 453,917 1,448 455,365

Dividends and dividend equivalents paid ($ 1.04 per share)

Dividends and dividend equivalents declared ($ 1.41 per share)

— — — ( 864,259 ) — ( 864,259 ) — ( 864,259 )

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— — — — ( 2,733 ) ( 2,733 ) 3 ( 2,730 )

Redemption of OP Units for common stock 7,500 — 80 — 1 81 ( 81 ) —

Balance as of December 31, 2024

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Provisions for impairment 506 427 310

(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

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

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Proceeds from unsecured notes 494,275 790,144 598,434

Proceeds from term loan facility — 725,000 —

INVITATION HOMES INC.

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2024 2023 2022

Proceeds from term loan facility 1,750,000 — 725,000

Payments on term loan facility ( 2,500,000 ) — —

Proceeds from revolving facility 750,000 150,000 130,000

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ROU assets obtained in exchange for finance lease liabilities 8,739 3,255 340

Dividends declared but not paid 176,952 — —

Net settlement of 2022 Convertible Notes in shares of common stock — — 141,219

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Significant Risks and Uncertainties

Our financial condition and results of operations are subject to risks related to overall 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.

These factors 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.

Our financial condition and results of operations are subject to risks related to overall fluctuating global and United States economic conditions (including inflation, elevated interest rates, political dissension, and labor shortfalls), uncertainty in financial markets (including as a result of events affecting financial institutions, such as bank failures), ongoing geopolitical tensions, and a general decline in business activity and/or consumer confidence.

These factors 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.

Use of Estimates

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These estimates are inherently subjective in nature and actual results could differ materially from those estimates.

Reclassifications

We reclassified $ 15,832 and $ 8,477 of investments in equity securities for the years ended December 31, 2022 and 2021, respectively, from other investing activities on the consolidated statement of cash flows to a separate cash flow line item to conform to our current presentation.

This reclassification had no effect on the total reported investing activities on the consolidated statement of cash flows for the years ended December 31, 2022 and 2021.

INVITATION HOMES INC.

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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 as of December 31, 2023:

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 core markets across the United States as of December 31, 2024:

• Acquisition of Real Estate Assets:

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Based on a periodic review of the useful lives of the components of our buildings and improvements, we extended the weighted average useful lives range for depreciation thereof from 7 to 28.5 years to 7 to 32 years.

This change was implemented for additions to our single-family residential properties placed in service after December 31, 2021.

The depreciation period commences upon the completion of stabilization-related activities or upon the completion of improvements made on an ongoing basis.

For those costs capitalized in connection with residential property acquisitions and stabilization activities and those capitalized on an ongoing basis, the weighted average useful lives range from 7 to 32 years.

• Provisions for Impairment:

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To the extent an event or change in circumstance is identified, a residential property is considered to be impaired only if its carrying value cannot be recovered through estimated future undiscounted cash flows from the use and eventual disposition of the property.

Cash flow projections are prepared using internal analyses based on current rental, renewal, and occupancy rates, operating expenses, and inputs from our annual planning process that give

Cash flow projections are prepared using internal analyses based on current rental, renewal, and occupancy rates, operating expenses, and inputs from our annual planning process that give consideration to each property’s historical results, current operating trends, and current market conditions.

INVITATION HOMES INC.

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(dollar amounts in thousands)

consideration to each property’s historical results, current operating trends, and current market conditions.

To the extent an impairment has occurred, the carrying amount of our investment in a property is adjusted to its estimated fair value.

extent an impairment has occurred, the carrying amount of our investment in a property is adjusted to its estimated fair value.

To determine the estimated fair value, we utilize home price appreciation (“HPA”) indices, local broker price opinions (“BPOs”), and automated valuation model (“AVM”) data, each of which are important components of our process with no one information source being necessarily determinative.

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Restricted Cash

Restricted cash represents cash deposited in accounts related to certain rent deposits and collections, security deposits, property taxes, insurance premiums and deductibles, and capital expenditures (see Note 4).

Restricted cash represents cash deposited in accounts related to certain rent deposits and collections, tax deferred property exchange deposits, security deposits, property taxes, insurance premiums and deductibles, and capital expenditures (see Note 4).

Amounts deposited in the reserve accounts associated with the mortgage loans and the secured term loan can only be used as provided for in the respective loan agreements (see Note 7), and security deposits held pursuant to lease agreements are required to be segregated.

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Deferred Financing Costs

Costs incurred that are directly attributable to procuring external financing are deferred and amortized over the term of the related financing agreement as interest expense in the consolidated statements of operations, and we accelerate amortization if the debt is retired before the maturity date.

Costs that are deferred for the procurement of such financing are presented either as an asset in other assets, net when associated with a revolving debt instrument and prior to funding of a loan or as a component of the liability for the related financing agreement.

Convertible Senior Notes

ASC 470-20, Debt with Conversion and Other Options , requires that the liability and equity components of convertible debt instruments that may be settled in cash upon conversion, including partial cash settlement, be separately accounted for in a manner that reflects the issuer’s nonconvertible debt borrowing rate.

Accounting Standards Codification (“ASC”) 470-20, Debt with Conversion and Other Options , requires that the liability and equity components of convertible debt instruments that may be settled in cash upon conversion, including partial cash settlement, be separately accounted for in a manner that reflects the issuer’s nonconvertible debt borrowing rate.

The initial proceeds from the issuance of convertible notes are allocated between a liability component and an equity component in a manner that reflects interest expense at the rate of similar nonconvertible debt that could have been issued at such time.

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We measure the fair value of the debt component of our convertible senior notes as of the issuance date based on our nonconvertible debt borrowing rate.

In connection with the SWH merger, we assumed convertible senior notes that were recorded at their estimated fair value based on our nonconvertible debt borrowing rate (see Note 7), and all remaining amounts outstanding pursuant to these debt instruments were fully converted into shares of our common stock during the year ended December 31, 2022.

In connection with the SWH merger, we assumed convertible senior notes that were recorded at their estimated fair value based on our nonconvertible debt borrowing rate, and all remaining amounts outstanding pursuant to these debt instruments were fully converted into shares of our common stock in January 2022.

The resulting discount from the outstanding principal balance of the convertible senior notes was amortized using the effective interest rate method over the periods to maturity.

Amortization of this discount was recorded as interest expense in the consolidated statement of operations for the years ended December 31, 2022 and 2021.

Amortization of this discount was recorded as interest expense in the consolidated statement of operations for the year ended December 31, 2022 .

Revenue Recognition and Resident Receivables

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Management fee revenues consist of fees from property and asset management services provided to portfolio owners of single-family homes for lease, including investments in our unconsolidated joint ventures.

Management fee revenues are recognized as performance obligations are satisfied in accordance with the underlying agreements.

O ur services include resident support, maintenance, marketing, administrative, and asset management functions.

Management fee revenues are recognized as performance obligations are satisfied in accordance with the underlying agreements, and the performance obligation is the management of the homes, entities, or other defined tasks.

While the performance obligations associated with base management fees can vary from day to day, the nature of the overall performance obligation to provide management services is the same and considered by us to be a series of services that have the same pattern of transfer to the customer and the same method to measure progress toward satisfaction of the performance obligation.

Leases Entered Into as a Lessee

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Our share-based awards consist of restricted stock units (“RSUs”), including certain RSUs that contain performance and market based vesting conditions (“PRSUs”), and Outperformance Awards (as defined in Note 10) (see Share-Based Compensation Expense below).

Diluted EPS reflects the maximum potential dilution that could occur from non-vested share-based awards and the convertible senior notes using the “if-converted” method.

Diluted EPS reflects the maximum potential dilution that could occur from non-vested share-based awards.

For diluted EPS, the numerator is adjusted for any changes in net income (loss) that would result from the assumed conversion of these potential shares of common stock.

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Non-designated hedges are derivatives that do not meet the criteria for hedge accounting or that we have not elected to designate as hedges.

Pursuant to the terms of certain of our mortgage loans, we are required to maintain interest rate caps.

Pursuant to the terms of certain of our mortgage loans, we were required to maintain interest rate caps.

Additionally, in certain instances, in order to minimize the cash impact of purchasing required interest rate caps, we simultaneously sell interest rate caps (which have identical terms and notional amounts) such that the purchase price and sale proceeds of the related interest rate caps are intended to offset each other.

We have elected not to designate these interest cap agreements for hedge accounting (collectively, the “Non-Designated Hedges”).

We elected not to designate these interest cap agreements for hedge accounting (collectively, the “Non-Designated Hedges”).

We enter into interest rate swap agreements to hedge the risk arising from changes in our interest payments on variable-rate debt due to changes in the one month Secured Overnight Financing Rate (“SOFR”), which replaced the London Interbank Offer Rate (“LIBOR”) beginning in July 2023.

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Compensation expense for share-based awards with performance conditions is adjusted based on the probable outcome of the performance conditions as of each reporting period.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Additional compensation expense is recognized if modifications to existing share-based award agreements result in an increase in the post-modification fair value of the units that exceeds their pre-modification fair value.

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See Note 10 for further discussion of share-based compensation expense.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

We have elected to be treated as a REIT pursuant to Section 856(c) of the Internal Revenue Code of 1986, as amended (the “Code”).

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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 chief operating decision maker (“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 net operating income 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.

For more information about our single reportable segment, see Note 15.

Recently Adopted Accounting Standards

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848):

Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”).

In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848):

Scope , which refines the scope of Topic 848 and clarifies some of its guidance.

ASU 2020-04 provides temporary optional guidance that provides transition relief for reference rate reform, including optional expedients and exceptions for applying GAAP to contract modifications, hedging relationships, and other transactions that reference the LIBOR or a reference rate that is expected to be discontinued as a result of reference rate reform if certain criteria are met.

ASU 2020-04 is effective upon issuance, and the provisions generally can be applied prospectively as of January 1, 2020 through December 31, 2024 (as extended by the FASB in December 2022).

In certain cases, we have elected to apply the hedge accounting expedients related

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

Improvements to Reportable Segment Disclosures, which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses.

The updated standard is effective for annual reporting periods beginning after December 15, 2023 and interim periods beginning after December 15, 2024.

We have applied this updated standard within our consolidated financial statements and have updated our segment disclosures accordingly (see Note 15).

Recent Accounting Pronouncements

In August 2023, the FASB issued Accounting Standards Update ASU 2023-05, Business Combinations (Subtopic 805-60):

Joint Venture Formations, which clarifies the business combination accounting for joint venture formations.

The ASU is intended to reduce diversity in practice that has resulted from a lack of authoritative guidance regarding the accounting for the formation of joint ventures in separate financial statements.

The ASU also seeks to clarify the initial measurement of joint venture net assets, including businesses contributed to a joint venture.

The updated standard is effective for all joint venture formations with a formation date on or after January 1, 2025.

Retrospective application of the amendments is permitted.

We will apply the guidance in this ASU to any joint ventures formed after January 1, 2025.

INVITATION HOMES INC.

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to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives.

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.

Application of these expedients preserves the presentation of derivatives contracts consistent with past presentation.

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 S OFR.

While the original agreements provided for a prescribed transition to an alternate rate, this series of transactions amended or modified our Credit Facility (as defined in Note 7) and all of our LIBOR-indexed interest rate swap agreements such that each agreement is now indexed to a rate determined by reference to a published forward-looking SOFR rate for the interest period relevant to such borrowing (“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.

As a result of these transactions, all of our debt and derivative instrument agreements are now indexed to Term SOFR.

Please refer to Notes 7 and 8 for additional information about these modifications.

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

The updated standard is effective for annual reporting periods beginning after December 15, 2023 and interim periods beginning after December 15, 2024, with early adoption permitted.

We are currently evaluating the impact of this ASU on our consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

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We are currently evaluating the impact of this ASU on our consolidated financial statements and disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement — Reporting Comprehensive Income (Subtopic 220-40):

Expense Disaggregation Disclosures, which requires public business entities to provide detailed disclosures in the notes to the consolidated financial statements disaggregating specific expense categories, including employee compensation, depreciation, and intangible asset amortization, as well as certain other disclosures to provide enhanced transparency into the nature and function of expenses.

This new guidance is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

We are currently evaluating the impact of this ASU on our consolidated financial statements and disclosures.

Recent SEC Rules

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.

Note 3— Investments in Single-Family Residential Properties

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These amounts are included in depreciation and amortization in the consolidated statements of operations.

Further, during the years ended December 31, 2023, 2022, and 2021, impairments totaling $ 427 , $ 310 , and $ 650 , respectively, have been recognized and are included in

Further, during the years ended December 31, 2024, 2023, and 2022, impairments totaling $ 506 , $ 427 , and $ 310 , respectively, have been recognized and are included in casualty losses, impairment, and other in the consolidated statements of operations.

See Note 11 for additional information regarding these impairments.

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impairment and other in the consolidated statements of operations.

See Note 11 for additional information regarding these impairments.

Note 4— Cash, Cash Equivalents, and Restricted Cash

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Additionally, we hold security deposits pursuant to resident lease agreements that we are required to segregate.

We are also required to hold letters of credit by certain of our insurance policies.

We also hold deposits for certain tax deferred property exchange transactions and letters of credit required by certain of our insurance policies, for which the use of each are restricted.

Accordingly, amounts funded to these reserve accounts, security deposit accounts, and other restricted accounts have been classified on our consolidated balance sheets as restricted cash.

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To the extent that an event of default were to occur, the loan servicer has discretion to use such funds to either settle the applicable operating expenses to which such reserves relate or reduce the allocated loan amount associated with a residential property of ours.

The balances of our restricted cash accounts, as of December 31, 2023 and 2022, are set forth in the table below.

The balances of our restricted cash accounts are set forth in the table below.

As of December 31, 2024 and 2023, no amounts were funded to the insurance accounts as the conditions specified in the mortgage loan and Secured Term Loan agreements that require such funding did not exist.

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Resident security deposits $ 181,549 $ 181,097

Tax deferred property exchange deposits 47,551 —

Property taxes 4,343 2,014

Collections 7,365 8,278

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Capital expenditures 1,623 2,297

Property taxes 2,014 2,717

Special and other reserves 276 691

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20.0 % 2,606 2,609 44,846 62,578

Upward America JV (2)

7.2 % 3,720 N/A 37,809 —

10.0 % 387 426 22,072 32,303

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16.7 % 319 309 10,426 10,638

2024 Peregrine JV (5)

30.0 % N/A N/A 3,226 —

Total $ 241,605 $ 247,166

(1) Owns homes in markets within the Western United States, Southeast United States, Florida, and Texas.

(2) Owns homes in markets within the Southeast United States, Florida, Minnesota, Tennessee, and Texas.

(3) Owns homes within the Western United States.

(4) Represents an investment in an operating company that provides a technology platform and asset management services.

In November 2021, we entered into agreements with Pathway Homes and its affiliates, among others, to form a joint venture that will provide unique opportunities for customers to identify a home whereby they are able to first lease and then, if they choose, purchase the home in the future.

We have fully funded our capital commitment to the operating company (“Pathway Operating Company”) which provides the technology platform and asset management services for the entity that owns and leases the homes (“Pathway Property Company”).

Pathway Homes and its affiliates are responsible for the operations and management of Pathway Operating Company, and we do not have a controlling interest in Pathway Operating Company.

As of December 31, 2023, we have funded $ 136,700 to Pathway Property Company, and our remaining equity commitment is $ 88,300 .

A wholly owned subsidiary of INVH LP provides property management and renovation oversight services for and earns fees from Pathway Property Company.

As the asset manager, Pathway Operating Company is responsible for the operations and management of Pathway Property Company, and we do not have a controlling interest in Pathway Property Company.

In October 2020, we entered into an agreement with Rockpoint Group, L.L.C.

(“Rockpoint”) to form a joint venture that will acquire homes in markets where we already own homes (the “2020 Rockpoint JV”).

The joint venture is funded with a combination of debt and equity, and we have guaranteed the funding of certain tax, insurance, and non-conforming property reserves related to the joint venture’s financing.

We have fully funded our capital commitment to the 2020 Rockpoint JV.

The administrative member of the 2020 Rockpoint JV is a wholly owned subsidiary of INVH LP and is responsible for the operations and management of the properties, subject to Rockpoint’s approval of major decisions.

We earn property and asset management fees from the 2020 Rockpoint JV.

We acquired our interest in the joint venture with the Federal National Mortgage Association (“FNMA”) via the SWH merger.

The managing member of the FNMA joint venture is a wholly owned subsidiary of INVH LP and is responsible for the operations and management of the properties, subject to FNMA’s approval of major decisions.

We earn property and asset management fees from the FNMA joint venture.

In March 2022, we entered into a second agreement with Rockpoint to form a joint venture that will acquire homes in premium locations and at higher price points relative to our other investments in single-family residential properties (the “2022 Rockpoint JV”).

As of December 31, 2023, we have funded $ 10,442 to the 2022 Rockpoint JV, and our remaining equity commitment is $ 39,558 .

The administrative member of the 2022 Rockpoint JV is a wholly owned subsidiary of INVH LP and is responsible for the operations and management of the properties, subject to Rockpoint’s approval of major decisions.

We earn property and asset management fees from the 2022 Rockpoint JV.

(5) Represents an investment in a joint venture that will invest in newly-constructed homes and communities.

Each joint venture was initially capitalized with equity investments.

Certain of the joint ventures subsequently entered into financing arrangements, and we have guaranteed the funding of certain, tax, insurance, and non-conforming property reserves related to the financing of one of the joint ventures.

Total remaining equity commitments for our investments in unconsolidated joint ventures are $ 176,950 as of December 31, 2024.

In some cases, responsibility for management and operations of the individual joint venture is vested with our joint venture partner or their affiliates.

For other joint ventures, a wholly owned subsidiary of INVH LP functions as an administrative member responsible for management and operations of the individual joint venture, subject to the joint venture partner’s approval of major decisions.

Accordingly, we do not have a controlling interest in any of our joint ventures, and they are accounted for using the equity method of accounting.

We recorded net losses from these investments for the years ended December 31, 2024, 2023, and 2022, totaling $ 28,445 , $ 17,877 , and $ 9,606 , respectively, which are included in losses from investments in unconsolidated joint ventures in the consolidated statements of operations.

We earn property and/or asset management fees from each of the joint ventures (except the Pathway Operating Company investment), and these fees are related party transactions.

For the years ended December 31, 2024, 2023, and 2022, we earned $ 18,222 , $ 13,647 , and $ 11,480 , respectively, of management fees from these related parties which are included in management fee revenues in the consolidated statements of operations.

As of December 31, 2024 and 2023, management fee receivables from our related parties totaled $ 1,952 and $ 1,159 , respectively.

(See Note 6 for additional information regarding total management fee revenues.)

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We recorded net losses from these investments for the years ended December 31, 2023, 2022, and 2021, totaling $ 17,877 , $ 9,606 , and $ 1,546 , respectively, which are included in losses from investments in unconsolidated joint ventures in the consolidated statements of operations.

The fees earned from our joint ventures (as described above) are related party transactions.

For the years ended December 31, 2023, 2022, and 2021, we earned $ 13,647 , $ 11,480 , and $ 4,893 , respectively, of management fees which are included in management fee revenues in the consolidated statements of operations.

Note 6— Other Assets

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2024 December 31, 2023

Amounts deposited and held by others (Note 14) $ 92,151 $ 97,709

Investments in debt securities, net 86,471 86,980

Amounts deposited and held by others $ 93,965 $ 92,151

Derivative instruments (Note 8) 61,479 75,488

Rent and other receivables, net 61,235 60,810

Investments in equity securities 55,991 22,413

Investments in equity and other securities 60,120 55,991

Investments in debt securities, net 54,619 86,471

Prepaid expenses 49,877 47,770

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(1) As of December 31, 2024 and 2023, 237 and 189 properties, respectively, are classified as held for sale.

Investments in Debt Securities, net

In connection with certain of our Securitizations (as defined in Note 7), we have retained and purchased certificates totaling $ 86,471 , net of unamortized discounts of $ 1,232 as of December 31, 2023.

These investments in debt securities are classified as held to maturity investments.

As of December 31, 2023, we have not recognized any credit losses with respect to these investments in debt securities, and our retained certificates are scheduled to mature over the next one month to three years .

Rent and Other Receivables, net

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For th e years ended December 31, 2024, 2023, and 2022 , rental revenues and other property income includes $ 163,700 , $ 153,016 , and $ 139,829 of variable lease payments, respectively.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Future minimum rental revenues and other property income under leases on our single-family residential properties in place as of December 31, 2024 are as follows:

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Total $ 1,736,683

Investments in Equity Securities

We hold investments in equity securities both with and without a readily determinable fair value.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Management fee revenues and the corresponding receivables are related to property and asset management services provided to portfolio owners of single-family homes for lease, including investments in our unconsolidated joint ventures (see Note 5).

As of December 31, 2024, 2023, and 2022, we provided property and asset management services for 25,300 , 3,848 , and 3,570 homes, respectively, of which 7,622 , 3,848 , and 3,570 homes, respectively, were owned by our unconsolidated joint ventures.

For the years ended December 31, 2024, 2023, and 2022, we earned management fees totaling $ 69,978 , $ 13,647 , and $ 11,480 , respectively.

These revenues are included in management fee revenues in the consolidated statements of operations.

Investments in Equity and Other Securities

We hold investments in equity and other securities both with and without a readily determinable fair value.

Investments with a readily determinable fair value are measured at fair value, and those without a readily determinable fair value are measured at cost, less any impairment, plus or minus changes resulting from observable price changes for identical or similar investments in the same issuer.

As of December 31, 2023 and 2022, the values of our investments in equity securities are as follows:

As of December 31, 2024 and 2023, the values of our investments in equity and other securities are as follows:

2024 December 31, 2023

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Total $ 60,120 $ 55,991

The components of gains (losses) on investments in equity securities, net as of years ended December 31, 2023, 2022, and 2021 are as follows:

The components of gains (losses) on investments in equity and other securities, net for the years ended December 31, 2024, 2023, and 2022 are as follows:

For the Years Ended December 31,

2024 2023 2022

Net losses recognized on investments sold during the reporting period — with a readily determinable value $ — $ ( 1,452 ) $ ( 5,483 )

Net gains (losses) recognized on investments sold during the reporting period

$ 1,635 $ — $ ( 1,452 )

Net unrealized gains (losses) on investments still held at the reporting date — with a readily determinable fair value ( 589 ) 350 ( 2,487 )

Total $ 1,046 $ 350 $ ( 3,939 )

Investments in Debt Securities, net

In connection with certain of our Securitizations (as defined in Note 7), we have retained and purchased certificates totaling $ 54,619 , net of unamortized discounts of $ 880 as of December 31, 2024.

These investments in debt securities are classified as held to maturity investments.

As of December 31, 2024, we have not recognized any credit losses with respect to these investments in debt securities, and our retained certificates are scheduled to mature in two years .

ROU Lease Assets — Operating and Finance, net

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Deferred Financing Costs, net

In connection with the amended and restated Revolving Facility (see Note 7), we incurred $ 11,846 of financing costs, which have been deferred as other assets, net on our consolidated balance sheets.

We amortize deferred financing costs as interest expense on a straight-line basis over the term of the Revolving Facility and accelerate amortization if debt is retired before the maturity date.

In connection with the new Revolving Facility (as defined in Note 7), we incurred $ 25,567 of financing costs, which have been deferred as other assets, net on our consolidated balance sheets.

We amortize deferred financing costs as interest expense on a straight-line basis over the term of the Revolving Facility and accelerate amortization if debt is retired before the maturity date, as appropriate.

The deferred financing costs as of December 31, 2023 were incurred in connection with a previous revolving facility that was replaced by the new Revolving Facility during the third quarter of 2024 (see Note 7).

As of December 31, 2024 and 2023, the unamortized balances of these deferred financing costs are $ 23,579 and $ 2,972 , respectively.

Other is primarily comprised of deferred costs related to property and asset management contracts that are being amortized over the estimated lives of the underlying contracts and other deferred costs, including those that will be capitalized as corporate fixed assets upon deployment of the software.

Mortgage Loans

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Date Maturity

Maturity Date

if Fully Extended (3)

Range of Spreads (5)

2024 December 31, 2023

IH 2017-1 (3)

2027 4.23 % N/A $ 990,555 $ 992,695

IH 2018-4 (7)(8)

2018 January 9,

2024 January 9,

2026 6.70 % 115 - 145 bps

2027 4.23 % $ 988,271 $ 990,555

IH 2018-4 (4)

2018 November 8,

Total Securitizations 988,271 1,633,585

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(1) Outstanding principal balance is net of discounts and does not include deferred financing costs, net.

(2) Represents the maturity dates for all extension options that have been exercised for the mortgage loans.

(3) Represents the maturity date if we exercise each of the remaining one year extension options available, which are subject to certain conditions being met.

(2) 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.

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) Range of spreads is based on outstanding principal balances as of December 31, 2023.

The interest rate for IH 2018-4 was based on a weighted average spread over a published forward-looking SOFR for the interest period relevant to such borrowing (“Term SOFR”) adjusted for an 0.11 % credit spread adjustment.

(3) Net of unamortized discount of $ 880 and $ 1,232 as of December 31, 2024 and 2023, respectively.

(7) The initial maturity term of IH 2018-4 is two years , subject to five , one year extension options at the Borrower Entity’s discretion (provided that there is no continuing event of default under the mortgage loan agreement and the Borrower Entity obtains and delivers to the lender a replacement interest rate cap agreement from an approved counterparty within the required timeframe).

Our IH 2018-4 mortgage loan has exercised the third extension option.

The maturity date above reflects all extensions that have been exercised.

(8) On January 8, 2024, the extension of the maturity date of the IH 2018-4 mortgage loan from January 9, 2024 to January 9, 2025 was confirmed by the lender (see Note 15).

(4) Maturity date represents repayment date.

Securitization Transactions

IH 2017-1 is a 10 year, fixed rate mortgage loan comprised of two components, and Component A of IH 2017-1 benefits from the Federal National Mortgage Association’s guaranty of timely payment of principal and interest.

Each mortgage loan is secured by a pledge of the equity in the assets of the respective Borrower Entities, as well as first-priority mortgages on the underlying properties and a grant of security interests in all of the related personal property.

As of December 31, 2024 and 2023, a total of 5,592 and 10,581 homes, respectively, with a gross book value of $ 1,054,239 and $ 2,348,044 , respectively, and a net book value of $ 687,487 and $ 1,779,169 , respectively, are pledged pursuant to the

INVITATION HOMES INC.

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Securitization Transactions

The Borrower Entity for IH 2018-4 executed a loan agreement with a third-party lender.

IH 2018-4 originally consisted of six floating rate components.

The two year initial term is subject to five , one year extension options at the Borrower Entity’s discretion.

Such extensions are available provided there is no continuing event of default under the respective mortgage loan agreement and the Borrower Entity obtains and delivers a replacement interest rate cap agreement from an approved counterparty within the required timeframe to the lender.

IH 2017-1 is a 10 year, fixed rate mortgage loan comprised of two components, and Component A of IH 2017-1 benefits from FNMA’s guaranty of timely payment of principal and interest.

As of December 31, 2023 and 2022, a total of 10,581 and 10,712 homes, respectively, with a gross book value of $ 2,348,044 and $ 2,355,083 , respectively, and a net book value of $ 1,779,169 and $ 1,859,614 , respectively, are pledged pursuant to the mortgage loans.

mortgage loans.

Each Borrower Entity has the right, subject to certain requirements and limitations outlined in the respective loan agreements, to substitute properties.

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Accordingly, we have retained the restricted Class B Certificates issued by IH 2017-1, which bear a stated annual interest rate of 4.23 % (including applicable servicing fees), that were made available exclusively to INVH LP to comply with the Risk Retention Rules.

For IH 2018-4, we retain 5 % of each class of certificates to meet the Risk Retention Rules.

These retained certificates accrue interest at a floating rate of Term SOFR plus a spread ranging from 1.15 % to 1.45 %.

For IH 2018-4, we retained 5 % of each class of certificates to meet the Risk Retention Rules.

These retained certificates accrued interest at a floating rate of Term SOFR plus a spread ranging from 1.15 % to 1.45 %.

The retained certificates, net of discount, total $ 54,619 and $ 86,471 as of December 31, 2024 and 2023, respectively, and are classified as held to maturity investments and recorded in other assets, net on the consolidated balance sheets (see Note 6).

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Loan Covenants

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Negative covenants include each Borrower Entity’s, and certain of their affiliates’, compliance with limitations surrounding (i) the amount of each Borrower Entity’s indebtedness and the nature of their investments, (ii) the execution of transactions with affiliates, (iii) the Manager, (iv) the nature of each Borrower Entity’s business activities, and (v) the required maintenance of specified cash reserves.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

For the mortgage loans, prepayments of amounts owed by us are generally not permitted under the terms of the respective mortgage loan agreements unless such prepayments are made pursuant to the voluntary election or mandatory provisions specified in such agreements.

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For the years ended December 31, 2024, 2023, and 2022, we made voluntary and mandatory prepayments of $ 645,666 , $ 20,491 , and $ 1,412,249 , respectively, under the terms of the mortgage loan agreements.

For the year ended December 31, 2024, prepayments included the full repayment of the IH 2018-4 mortgage loan.

For the year ended December 31, 2022, prepayments included the full repayment of the IH 2018-1, IH 2018-2, and IH 2018-3 mortgage loans.

For the year ended December 31, 2021, prepayments included the full repayment of the IH 2017-2 IH mortgage loan.

Secured Term Loan

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and (iv) general corporate purposes.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

The following table sets forth a summary of our Secured Term Loan indebtedness as of December 31, 2024 and 2023:

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Any such special release of collateral would not change the then-outstanding principal balance of the Secured Term Loan, but rather would reduce the number of single-family rental homes included in the collateral pool.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Loan Covenants

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To the extent either a voluntary election is made, or a mandatory prepayment condition exists, in addition to paying all interest and principal, we must also pay certain breakage costs as determined by the loan servicer and a yield maintenance premium if prepayment occurs before June 9, 2030.

During the year ended December 31, 2023, we made mandatory prepayments of $ 234 under the terms of the Secured Term Loan agreement.

No such prepayments were made during the years ended December 31, 2022 and 2021.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

For the years ended December 31, 2024 and 2023, we made mandatory prepayments of $ 83 and $ 234 , respectively, under the terms of the Secured Term Loan agreement.

No such prepayments were made during the year ended December 31, 2022.

Unsecured Notes

Our unsecured notes are issued in connection with either an underwritten public offering pursuant to our existing shelf registration statement that automatically became effective upon filing with the SEC in July 2021 and expires in July 2024 or in connection with a private placement transaction with certain institutional investors (collectively, the “Unsecured Notes”).

Our unsecured notes are issued in connection with either an underwritten public offering pursuant to our shelf registration statement or in connection with a private placement transaction with certain institutional investors (collectively, the “Unsecured Notes”).

Our current shelf registration statement automatically became effective upon filing with the SEC in June 2024 and expires in June 2027.

We utilize proceeds from the Unsecured Notes to fund:

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(1) Represents the range of contractual rates in place as of December 31, 2024.

(2) Net of unamortized discount of $ 20,144 and $ 11,934 as of December 31, 2023 and 2022.

See “Debt Maturities Schedule” for information about maturity dates for the Unsecured Notes.

(2) Net of unamortized discount of $ 23,456 and $ 20,144 as of December 31, 2024 and 2023, respectively.

Maturity dates for the Unsecured Notes range from May 2028 through May 2036 (see “Debt Maturities Schedule” for additional information).

Debt Issuances

The following activity occurred during the years ended December 31, 2024, 2023, and 2022 with respect to the Unsecured Notes:

• On May 25, 2021, in a private placement transaction, we issued (1) $ 150,000 aggregate principal amount of 2.46 % Senior Notes, Series A due May 25, 2028 and (2) $ 150,000 aggregate principal amount of 3.18 % Senior Notes, Series B which mature on May 25, 2036.

• On August 6, 2021, in a public offering under our existing shelf registration statement, we issued $ 650,000 aggregate principal amount of 2.00 % Senior Notes which mature on August 15, 2031.

• On November 5, 2021, in a public offering under our existing shelf registration statement, we issued (1) $ 600,000 aggregate principal amount of 2.30 % Senior Notes which mature on November 15, 2028 and (2) $ 400,000 aggregate principal amount of 2.70 % Senior Notes which mature on January 15, 2034.

• On April 5, 2022, in a public offering under our existing shelf registration statement, we issued $ 600,000 aggregate principal amount of 4.15 % Senior Notes which mature on April 15, 2032.

• On September 26, 2024, in a public offering under our shelf registration statement, we issued $ 500,000 aggregate principal amount of 4.88 % Senior Notes which mature on February 1, 2035.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

• 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.

• On April 5, 2022, in a public offering under our existing shelf registration statement, we issued $ 600,000 aggregate principal amount of 4.15 % Senior Notes which mature on April 15, 2032.

The Unsecured Notes are redeemable in whole at any time or in part from time to time, at our option, at a redemption price equal to (i) 100 % of the principal amount to be redeemed plus accrued and unpaid interest and (ii) a make-whole premium calculated in accordance with the respective loan agreements if the redemption occurs in certain amounts or in certain periods that range from one to three months prior to the maturity date.

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The Unsecured Notes are fully and unconditionally guaranteed, jointly and severally, by INVH and two of its wholly owned subsidiaries, the General Partner, and IH Merger Sub, LLC (“IH Merger Sub”).

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Loan Covenants

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Term Loan Facilities and Revolving Facility

On December 8, 2020, we entered into an Amended and Restated Revolving Credit and Term Loan Agreement with a syndicate of banks, financial institutions, and institutional lenders for a new credit facility (the “Credit Facility”).

The Credit Facility provides $ 3,500,000 of borrowing capacity and consists of a $ 1,000,000 revolving facility (the “Revolving Facility”) and a $ 2,500,000 term loan facility (the “2020 Term Loan Facility”), both of which mature on January 31, 2025, with two six month extension options available.

On September 9, 2024, we entered into the Second Amended and Restated Revolving Credit and Term Loan Agreement with a syndicate of banks, financial institutions, and institutional lenders for a new credit facility (the “Credit Facility”).

The Credit Facility provides $ 3,500,000 of borrowing capacity and consists of a $ 1,750,000 revolving facility (the “Revolving Facility”) and a $ 1,750,000 term loan facility (the “2024 Term Loan Facility”), both of which mature on September 9, 2028, with two six month extension options available.

The Revolving Facility also includes borrowing capacity for letters of credit.

The Credit Facility provides us with the option to enter into additional incremental credit facilities (including an uncommitted incremental facility that provides us with the option to increase the size of the Revolving Facility and/or the 2024 Term Loan Facility such that the aggregate amount does not exceed $ 4,000,000 at any time), subject to certain limitations.

On April 18, 2023, we amended the Credit Facility to convert the applicable interest rate from a LIBOR-based index to a Term SOFR-based index.

On June 22, 2022, we entered into a Term Loan Agreement with a syndicate of banks for new senior unsecured term loans (the “2022 Term Loan Facility”;

and together with the 2020 Term Loan Facility, the “Term Loan Facilities”).

The Credit Facility replaced a credit facility that consisted of a $ 1,000,000 revolving credit facility (the “2020 Revolving Facility”) and a $ 2,500,000 term loan facility (the “2020 Term Loan Facility,” and together with the 2020 Revolving Facility, the “2020 Credit Facility”).

The terms and conditions of the Credit Facility are consistent with those of the 2020 Credit Facility except as otherwise noted below.

Proceeds from the 2024 Term Loan Facility, a $ 750,000 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.

Future proceeds from the Revolving Facility are expected to be used for general corporate purposes.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

On June 22, 2022, we entered into a Term Loan Agreement with a syndicate of banks for new senior unsecured term loans (as amended on September 9, 2024, the “2022 Term Loan Facility,” and together with the 2024 Term Loan Facility and the 2020 Term Loan Facility, the “Term Loan Facilities”).

The 2022 Term Loan Facility provided $ 725,000 of borrowing capacity, consisting of a $ 150,000 initial term loan (the “Initial Term Loan”) and delayed draw term loans totaling $ 575,000 (the “Delayed Draw Term Loans”) which were fully drawn on December 8, 2022.

6 unchanged sentences

2020 Term Loan Facility (1)

January 31, 2025 6.45 % $ 2,500,000 $ 2,500,000

September 9, 2024 N/A $ — $ 2,500,000

2024 Term Loan Facility (2)(3)

September 9, 2028 5.28 % 1,750,000 —

2022 Term Loan Facility (4)

June 22, 2029 5.58 % 725,000 725,000

3 unchanged sentences

Revolving Facility (2)(3)

January 31, 2025 6.35 % $ — $ —

September 9, 2028 5.21 % $ 570,000 $ —

(1) Maturity date represents repayment date.

(2) Interest rates for the 2024 Term Loan Facility and the Revolving Facility are based on Term SOFR adjusted for a 0.10 % credit spread adjustment, plus an applicable margin.

As of December 31, 2024, the applicable margins were 0.85 % and 0.78 % for the 2024 Term Loan Facility and the Revolving Facility, respectively, and Term SOFR was 4.33 %.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

(2) If we exercise the two six month extension options, the maturity date will be January 31, 2026.

(3) If we exercise the two six month extension options, the maturity date will be September 9, 2029.

(4) Interest rate for the 2022 Term Loan Facility is based on Term SOFR adjusted for a 0.10 % credit spread adjustment, plus the applicable margin.

1 unchanged sentence

Interest Rate and Fees

As a result of the April 18, 2023 amendment to the Credit Facility, borrowings thereunder bear interest, at our option, at a rate equal to (a) a Term SOFR rate determined by reference to the forward-looking SOFR rate published by Reuters (or a comparable or successor rate as provided for in our loan agreement) for the interest period relevant to such borrowing plus 0.10 % credit spread adjustment or (b) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.50 %, (3) the Term SOFR rate that would be payable on such day for a Term SOFR rate loan with a one month interest period plus 1.00 %, and (4) 1.00 %.

Borrowings under the Credit Facility bear interest, at our option, at a rate equal to a margin over either (a) Term SOFR for the interest period relevant to such borrowing, (b) a daily SOFR rate calculated without considering accrued interest, or (c) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.50 %, (3) the Term SOFR rate that would be payable on such day for a Term SOFR loan with a one-month interest period plus 1.00 %, and (4) 1.00 %.

As a result of an April 18, 2023 amendment to the 2020 Credit Facility, borrowings thereunder bore interest, at our option, at a rate equal to (a) a Term SOFR rate determined by reference to the forward-looking SOFR rate published by Reuters (or a comparable or successor rate as provided for in our loan agreement) for the interest period relevant to such borrowing plus 0.10 % credit spread adjustment or (b) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.50 %, (3) the Term SOFR rate that would be payable on such day for a Term SOFR rate loan with a one month interest period plus 1.00 %, and (4) 1.00 %.

Prior to the April 18, 2023 amendment to the 2020 Credit Facility, borrowings thereunder bore interest, at our option, at a rate equal to a margin over either (a) a LIBOR rate determined by reference to the Bloomberg LIBOR rate (or a comparable or successor rate as provided for in our loan agreement) for the interest period relevant to such borrowing or (b) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.50 %, and (3) the LIBOR rate that would be payable on such day for a LIBOR rate loan with a one month interest period plus 1.00 %.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Borrowings under the 2022 Term Loan Facility bear interest, at our option, at a rate equal to a margin over either (a) Term SOFR adjusted for an applicable credit spread adjustment (“Adjusted SOFR”) for the interest period relevant to such borrowing or (b) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.50 %, and (3) Adjusted SOFR for a one month interest period plus 1.00 %.

The margins for the Term Loan Facilities and the Revolving Facility as of December 31, 2023 are as follows:

The margins for the Term Loan Facilities, the Revolving Facility, and the 2020 Revolving Facility are as follows:

Base Rate Loans Adjusted SOFR Rate Loans

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2020 Term Loan Facility 0.00 % — 0.65 % 0.80 % — 1.65 %

2022 Term Loan Facility 0.15 % — 1.20 % 1.15 % — 2.20 %

Revolving Facility 0.00 % — 0.40 % 0.70 % — 1.40 %

The Revolving Facility and the 2022 Term Loan Facility include a sustainability component whereby pricing can improve upon our achievement of certain sustainability ratings, determined via an independent third-party evaluation.

2020 Revolving Facility 0.00 % — 0.45 % 0.75 % — 1.45 %

The 2022 Term Loan Facility includes a sustainability component whereby pricing can improve upon our achievement of certain sustainability ratings, determined via an independent third-party evaluation.

In addition to paying interest on outstanding principal, we are required to pay certain facility and unused commitment fees.

1 unchanged sentence

We are also required to pay customary letter of credit fees.

Under the 2022 Term Loan Facility, we were required to pay an unused commitment fee to the lenders equal to the daily unused balance of the Delayed Draw Term Loan commitments at a rate of 0.20 % per annum prior to December 8, 2022 when the commitments were fully funded.

Prepayments and Amortization

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We are permitted to voluntarily repay amounts outstanding under the 2024 Term Loan Facility at any time without premium or penalty, subject to certain minimum amounts and the payment of customary “breakage” costs with respect to Term SOFR loans.

We are also permitted to voluntarily repay amounts outstanding under the 2022 Term Loan Facility (a) on or prior to the first anniversary of the closing subject to a 2.0 % prepayment fee, (b) on or prior to the second anniversary of the closing subject to a 1.0 % prepayment fee, and (c) at any time thereafter without premium or penalty.

After June 22, 2024, we are also permitted to voluntarily repay amounts outstanding under the 2022 Term Loan Facility without premium or penalty.

Once repaid, no further borrowings will be permitted under the Term Loan Facilities.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Loan Covenants

The Credit Facility and the 2022 Term Loan Facility contain certain customary affirmative and negative covenants and events of default.

Such covenants will, among other things, restrict, subject to certain exceptions, our ability and that of our subsidiaries to (i) engage in certain mergers, consolidations, or liquidations, (ii) sell, lease, or transfer all or substantially all of their respective assets, (iii) engage in certain transactions with affiliates, (iv) make changes to our fiscal year, (v) make changes in the nature of our business and our subsidiaries, and (vi) enter into certain burdensome agreements.

The Credit Facility and the 2022 Term Loan Facility also require us, on a consolidated basis with our subsidiaries, to maintain a (i) maximum total leverage ratio, (ii) maximum secured leverage ratio, (iii) maximum unencumbered leverage ratio, (iv) minimum fixed charge coverage ratio, (v) minimum unsecured interest coverage ratio, and (vi) maximum secured recourse.

If at any time we do not have an Investment Grade Rating (defined below), we will also be required to maintain a maximum secured recourse leverage ratio.

Such covenants will, among other things, restrict, subject to certain exceptions, our ability and that of our subsidiaries to (i) engage in certain mergers, consolidations, or liquidations, (ii) sell, lease, or transfer all or substantially all of our respective assets, (iii) engage in certain transactions with affiliates, (iv) make changes to our fiscal year, (v) make changes in the nature of our business and our subsidiaries, and (vi) enter into certain burdensome agreements.

If an event of default occurs, the lenders under the Credit Facility and the 2022 Term Loan Facility are entitled to take various actions, including the acceleration of amounts due thereunder.

After obtaining the requisite rating on our non-credit enhanced, senior unsecured long term debt as defined in the Credit Facility agreement (the “Investment Grade Rating”), our direct and indirect wholly owned subsidiaries that directly own unencumbered assets (the “Subsidiary Guarantors”) were released from their previous guarantee requirements under the Credit Facility (the “Investment Grade Release”) effective May 5, 2021.

Prior to the Investment Grade Release, the obligations under the Credit Facility were guaranteed on a joint and several basis by each Subsidiary Guarantor, subject to certain exceptions.

On September 17, 2021, as a result of the execution of a parent guaranty agreement, the obligations under the Credit Facility became guaranteed on a joint and several basis by INVH and two of its wholly owned subsidiaries, the General Partner and IH Merger Sub.

In connection with the 2022 Term Loan Facility, we entered into a similar parent guaranty agreement with INVH, the General Partner, and IH Merger Sub.

Convertible Senior Notes

In connection with the 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”).

Interest on the 2022 Convertible Notes was payable semiannually in arrears on January 15th and July 15th of each year, and the 2022 Convertible Notes had an effective interest rate of 5.12 % which included the effect of an adjustment to the fair value of the debt in connection with the SWH merger.

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 and a cash payment of $ 271 .

On September 9, 2024, we amended the 2022 Term Loan Facility to change the definition of “Total Asset Value” to conform with the new Credit Facility and to remove the “Maximum Secured Leverage Ratio” financial covenant.

The obligations under the Credit Facility and the 2022 Term Loan Facility are guaranteed on a joint and several basis by INVH and two of its wholly owned subsidiaries, the General Partner, and IH Merger Sub.

On September 17, 2021, the obligations under the 2020 Credit Facility became guaranteed pursuant to a similar parent guaranty agreement with INVH, the General Partner, and IH Merger Sub.

INVITATION HOMES INC.

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Total $ 983,924 $ 401,649 $ 3,800,688 $ 2,446,041 $ 570,000 $ 8,202,302

(1) The maturity dates of the obligations are reflective of all extensions that have been exercised as of December 31, 2023.

If fully extended, we would have no mortgage loans maturing before 2026.

Such extensions are available provided there is no continuing event of default under the respective mortgage loan agreement and the Borrower Entity obtains and delivers to the lender a replacement interest rate cap agreement from an approved counterparty within the required timeframe.

(2) On January 8, 2024, the extension of the maturity date of the IH 2018-4 mortgage loan from January 9, 2024 to January 9, 2025 was confirmed by the lender (see Note 15).

(3) If we exercise the two six month extension options, the maturity date for the 2020 Term Loan Facility and the Revolving Facility will be January 31, 2026.

(1) If we exercise the two six month extension options, the maturity date for the 2024 Term Loan Facility and the Revolving Facility will be September 9, 2029.

(2) Deferred financing costs related to the Revolving Facility are classified in other assets, net (see Note 6).

Note 8— Derivative Instruments

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Each of our swap agreements is designated for hedge accounting purposes and is currently indexed to one month 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.

See Note 2 for additional information about reference rate reform and our transition from LIBOR.

Changes in the fair value of these swaps are recorded in other comprehensive income and are subsequently reclassified into earnings in the period in which the hedged forecasted transactions affect earnings.

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April 18, 2023 March 31, 2023 January 31, 2025 2.80 % One month Term SOFR $ 400,000

April 18, 2023 March 31, 2023 November 30, 2024 2.83 % One month Term SOFR 400,000

April 18, 2023 April 15, 2023 November 30, 2024 2.78 % One month Term SOFR 400,000

April 18, 2023 April 15, 2023 February 28, 2025 2.79 % One month Term SOFR 400,000

April 18, 2023 April 15, 2023 June 9, 2025 2.94 % One month Term SOFR 325,000

April 18, 2023 April 15, 2023 June 9, 2025 2.95 % One month Term SOFR 595,000

April 18, 2023 April 15, 2023 July 31, 2025 3.08 % One month Term SOFR 200,000

September 20, 2024 December 31, 2024 May 31, 2028 3.13 % One month Term SOFR 200,000

September 20, 2024 December 31, 2024 May 31, 2028 3.14 % One month Term SOFR 200,000

September 23, 2024 December 31, 2024 May 31, 2028 3.13 % One month Term SOFR 200,000

September 24, 2024 December 31, 2024 May 31, 2028 3.08 % One month Term SOFR 200,000

September 25, 2024 December 31, 2024 May 31, 2028 1.93 % One month Term SOFR 200,000

September 25, 2024 December 31, 2024 May 31, 2029 3.12 % One month Term SOFR 200,000

March 22, 2023 July 9, 2025 May 31, 2029 2.99 % One month Term SOFR 300,000

During the years ended December 31, 2022 and 2021, we terminated interest rate swaps or portions thereof and paid the counterparties $ 13,292 , and $ 20,798 , respectively, in connection with these terminations.

There were no such terminations during the year ended December 31, 2023.

During the year ended December 31, 2024, we entered into certain new interest rate swap agreements and terminated others resulting in a net payment to the counterparties of $ 1,140 .

There were no such terminations during the year ended December 31, 2023, and during the year ended December 31, 2022, we terminated interest rate swaps or portions thereof and paid counterparties $ 13,292 in connection with those terminations.

During the years ended December 31, 2024, 2023, and 2022, interest rate swap instruments were used to hedge the variable cash flows associated with existing variable-rate interest payments.

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Non-Designated Hedges

Concurrent with entering into certain of the mortgage loan agreements, we entered into or acquired and maintain interest rate cap agreements with terms and notional amounts equivalent to the terms and amounts of the mortgage loans made by the third-party lenders.

To the extent that the maturity date of a mortgage loan is extended through an exercise of one or more extension options, a replacement or extension interest rate cap agreement must be executed with terms similar to those associated with the initial interest rate cap agreement and strike prices equal to the greater of the interest rate cap strike price and the interest rate at which the debt service coverage ratio (as defined) is not less than 1.2 to 1.0.

The interest rate cap agreement, including all of our rights to payments owed by the counterparties and all other rights, has been pledged as additional collateral for the mortgage loan.

Additionally, in certain instances, in order to minimize the cash impact of purchasing required interest rate caps, we simultaneously sell interest rate caps (which have identical terms and notional amounts) such that the purchase price and sales proceeds of the related interest rate caps are intended to offset each other.

As of December 31, 2023, the remaining interest rate cap has a strike price of 8.46 %.

Concurrent with entering into certain of the mortgage loan agreements, we entered into or acquired and maintained interest rate cap agreements with terms and notional amounts equivalent to the terms and amounts of the mortgage loans made by the third-party lenders.

Any such interest rate cap agreement, including all of our rights to payments owed by the counterparties and all other rights, was pledged as additional collateral for the mortgage loan.

Additionally, in certain instances, in order to minimize the cash impact of purchasing required interest rate caps, we simultaneously sold interest rate caps (which have identical terms and notional amounts) such that the purchase price and sales proceeds of the related interest rate caps were intended to offset each other.

As of December 31, 2024, we did not have any interest rate caps.

INVITATION HOMES INC.

55 unchanged sentences

During the years ended December 31, 2024, 2023, and 2022, we issued 647,239 , 546,857 , and 10,365,944 , shares of common stock, respectively.

2021 Public Offering

During the year ended December 31, 2021, we completed an underwritten public offering of 14,375,000 shares of our common stock, including 1,875,000 shares sold pursuant to the underwriters’ full exercise of the option to purchase additional shares.

This offering generated net proceeds of $ 571,201 , after giving effect to commissions and other costs totaling $ 3,799 .

At the Market Equity Program

On December 20, 2021, we entered into distribution agreements with a syndicate of banks (the “Agents” and the “Forward Sellers”), and on June 14, 2024, we entered into distribution agreements with additional Agents and Forward Sellers.

Pursuant to these agreements, we may sell, from time to time, up to an aggregate sales price of $ 1,250,000 of our common stock through the Agents and the Forward Sellers (the “ATM Equity Program”).

In addition to the issuance of shares of our common stock, the distribution agreements permit us to enter into separate forward sale transactions with

INVITATION HOMES INC.

1 unchanged sentence

(dollar amounts in thousands)

At the Market Equity Program

On December 20, 2021, we entered into distribution agreements with a syndicate of banks (the “Agents” and the “Forward Sellers”), pursuant to which we may sell, from time to time, up to an aggregate sales price of $ 1,250,000 of our common stock through the Agents and the Forward Sellers (the “2021 ATM Equity Program”).

In addition to the issuance of shares of our common stock, the distribution agreements permit us to enter into separate forward sale transactions with certain forward purchasers who may borrow shares from third parties and, through affiliated Forward Sellers, offer a number of shares of our common stock equal to the number of shares of our common stock underlying the particular forward transaction.

certain forward purchasers who may borrow shares from third parties and, through affiliated Forward Sellers, offer a number of shares of our common stock equal to the number of shares of our common stock underlying the particular forward transaction.

During the years ended December 31, 2024 and 2023, we did not sell any shares of common stock under the ATM Equity Program.

During the year ended December 31, 2022, we sold 2,438,927 shares of our common stock under our ATM Equity Program, generating net proceeds of $ 98,367 , after giving effect to Agent commissions and other costs totaling $ 1,633 .

We did not sell any shares of common stock under the 2021 ATM Equity Program during the year ended December 31, 2023 and 2021.

As of December 31, 2024, $ 1,150,000 remains available for future offerings under the ATM Equity Program.

On August 22, 2019, we entered into distribution agreements with a syndicate of banks, pursuant to which we sold, from time to time, up to an aggregate sales price of $ 800,000 of our common stock (the “2019 ATM Equity Program”).

During the year ended December 31, 2021, we sold 9,008,528 shares of our common stock under our 2019 ATM Equity Program, generating net proceeds of $ 362,589 , after giving effect to agent commissions and other costs totaling $ 6,225 .

We terminated the 2019 ATM Equity Program immediately after entering into the 2021 ATM Equity Program.

To qualify as a REIT, we are required to distribute annually to our stockholders at least 90% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our net taxable income.

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per Share Pay Date Total Amount Paid

Q4-2023 November 7, 2023 $ 0.26 November 22, 2023 $ 160,350

Q3-2023 August 8, 2023 0.26 August 25, 2023 160,540

Q2-2023 May 10, 2023 0.26 May 26, 2023 159,493

Q1-2023 February 14, 2023 0.26 February 28, 2023 158,453

September 26, 2024 $ 0.28 October 18, 2024 $ 171,485

Q3-2024 June 27, 2024 0.28 July 19, 2024 172,389

Q2-2024 March 28, 2024 0.28 April 19, 2024 171,712

Q1-2024 December 27, 2023 0.28 January 19, 2024 171,721

Q4-2023 November 7, 2023 0.26 November 22, 2023 160,350

2 unchanged sentences

Q1-2023 February 14, 2023 0.26 February 28, 2023 158,453

On December 8, 2023, our board of directors declared a dividend of $ 0.28 per share to stockholders of record on December 27, 2023, which was paid on January 19, 2024.

On December 11, 2024, our board of directors declared a dividend of $ 0.29 (actual $) per share to stockholders of record on December 26, 2024, resulting in a $ 176,952 dividend payment on January 17, 2025 (see Note 16).

This dividend payment is accrued in other liabilities on our December 31, 2024 consolidated balance sheet.

Note 10— Share-Based Compensation

2 unchanged sentences

Under the Omnibus Incentive Plan, we may issue up to 16,000,000 shares of common stock.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Our share-based awards consist of RSUs, which may be time vesting, performance based vesting, or market based vesting, and Outperformance Awards (defined below).

6 unchanged sentences

Each award includes components which vest based on time-vesting conditions, market based vesting conditions, and performance based vesting conditions, each of which is subject to continued employment through the applicable vesting date.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

LTIP time-vesting RSUs vest in three equal annual installments based on an anniversary date of March 1st.

6 unchanged sentences

Such awards are reflected as an increase in the number of awards granted and vested in the table below.

Certain other LTIP PRSUs did not achieve performance criteria, resulting in the cancellation of 47,145 awards during the year ended December 31, 2021.

Such awards are reflected as an increase in the number of awards forfeited/canceled in the table below.

Other Award Activity

• Other Awards:

During the year ended December 31, 2023, we granted 50,895 time-vesting RSUs to members of our board of directors, which will fully vest on the date of INVH’s 2024 annual stockholders meeting, s ubject to continued service on the board of directors through such date.

During the years ended December 31, 2022 and 2021, INVH issued 36,912 and 43,767 time-vesting RSUs, which awards fully vested on the dates of INVH’s 2023 and 2022 annual stockholders meetings, respectively.

During the year ended December 31, 2023, we granted 56,562 employment awards in the form of time-vesting RSUs that vest in three equal annual installments based on an anniversary date of the grant date.

During the year ended December 31, 2024, we granted 51,372 time-vesting RSUs to members of our board of directors, which will fully vest on the date of INVH’s 2025 annual stockholders meeting, subject to continued service on the board of directors through such date.

During the years ended December 31, 2023 and 2022, INVH issued 50,895 and 36,912 time-vesting RSUs, which fully vested on the dates of INVH’s 2024 and 2023 annual stockholders meetings, respectively.

During the year ended December 31, 2023 , we granted 56,562 employment awards, respectively, in the form of time-vesting RSUs that vest in three equal annual installments based on an anniversary date of the grant date.

• Modifications:

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The number of earned 2019 Outperformance Awards was then determined based on the earned dollar value of the awards (at maximum) and the stock price at the performance certification date, resulting in 311,425 earned PRSUs and 498,224 earned OP Units.

Earned awards vested 50 % on the certification date in April 2022, 25 % vested on March 31, 2023, and the remaining 25 % will vest on March 31, 2024, subject to continued employment.

The estimated fair value of 2019 Outperformance Awards that fully vested during the year ended December 31,

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

2023 was an aggregate $ 3,164 .

Earned awards vested 50 % on the certification date in April 2022, 25 % vested on March 31, 2023, and the remaining 25 % vested on March 31, 2024.

The estimated fair values of 2019 Outperformance Awards that fully vested during the years ended December 31, 2024, 2023, and 2022 were an aggregate $ 2,808 , $ 3,164 , and $ 6,134 , respectively.

The aggregate $ 12,160 grant-date fair value of the 2019 Outperformance Awards that were earned was determined based on Monte-Carlo option pricing models which estimated the probability of achievement of the TSR thresholds.

The grant-date fair value is amortized ratably over each vesting period.

The grant-date fair value was amortized ratably over each vesting period.

On April 1, 2022, the Compensation Committee granted equity based awards with market based vesting conditions in the form of PRSUs and OP Units (the “2022 Outperformance Awards” and together with the 2019 Outperformance Awards, the “Outperformance Awards”).

The 2022 Outperformance Awards may be earned based on the achievement of rigorous absolute TSR and relative TSR return thresholds over a three year performance period ending March 31, 2025.

The 2022 Outperformance Awards provide that upon completion of 75 % of the performance period, or June 30, 2024 (the “Interim Measurement Date”), performance achieved as of the Interim Measurement Date will be calculated consistent with the award terms.

To the extent performance through the Interim Measurement Date would result in a payout if the performance period had ended on that date, a minimum of 50 % of such hypothetical payout amounts will be guaranteed as a minimum level payout for the full performance period, so long as certain minimum levels of relative TSR are achieved for the full performance period.

To the extent performance through the Interim Measurement Date resulted in a payout if the performance period had ended on that date, a minimum of 50 % of such hypothetical payout amount is guaranteed as a minimum level payout for the full performance period, so long as certain minimum levels of relative TSR are achieved for the full performance period.

As of the Interim Measurement Date, the relative TSR component of the 2022 Outperformance Awards was calculated at maximum achievement, while the absolute TSR component was below threshold.

As such, overall performance as of the

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Interim Measurement Date results in a 50 % payout of the 2022 Outperformance Awards, or a guaranteed minimum payout of 25 %, provided that certain minimum levels of relative TSR are achieved for the full performance period.

The final award achievement will be equal to the greater of the payouts determined based on the Interim Measurement Date and performance through March 31, 2025.

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The estimated aggregate fair value of share-based awards that fully vested during the years ended December 31, 2024, 2023, and 2022 was $ 28,207 , $ 23,265 , and $ 21,154 , respectively.

During the years ended December 31, 2023, 2022, and 2021, 5,306 , 3,084 , 1,033 RSUs, respectively, were accelerated pursuant to the terms and conditions of the Omnibus Incentive Plan and related award agreements.

During the years ended December 31, 2024, 2023, and 2022, 112 , 5,306 , and 3,084 RSUs, respectively, were accelerated pursuant to the terms and conditions of the Omnibus Incentive Plan and related award agreements.

INVITATION HOMES INC.

6 unchanged sentences

For the Years Ended December 31,

2023 2022 2021

Expected volatility (1)

1 unchanged sentence

20.5 % — 30.0 %

28.9 % — 33.6 %

Risk-free rate 4.25 %

4.31 % — 4.62 %

1.72 % — 2.59 %

Expected holding period (years) 2.83

10 unchanged sentences

The carrying amounts of restricted cash, certain components of other assets, accounts payable and accrued expenses, resident security deposits, and certain components of other liabilities approximate fair value due to the short maturity of these amounts.

Our interest rate swap agreements, interest rate cap agreements, and investments in equity securities with a readily determinable fair value are recorded at fair value on a recurring basis within our consolidated financial statements.

The fair values of our interest rate caps and swaps, which are classified as Level 2 in the fair value hierarchy, are estimated using market values of instruments with similar attributes and maturities.

See Note 8 for the details of the consolidated balance sheet classification and the fair values for the interest rate caps and swaps.

Our interest rate swap agreements, interest rate cap agreements, if any, and investments in equity securities with a readily determinable fair value are recorded at fair value on a recurring basis within our consolidated financial statements.

The fair values of interest rate swaps and caps, which are classified as Level 2 in the fair value hierarchy, are estimated using market values of instruments with similar attributes and maturities.

See Note 8 for the details of the consolidated balance sheet classification and the fair values for the interest rate swaps and caps.

The fair values of our investments in equity securities with a readily determinable fair value are classified as Level 1 in the fair value hierarchy.

For additional information related to our investments in equity securities as of December 31, 2023 and 2022, refer to Note 6.

For additional information related to our investments in equity and other securities as of December 31, 2024 and 2023, refer to Note 6.

INVITATION HOMES INC.

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(dollar amounts in thousands)

Recurring Fair Value Measurements

Financial Instrument Fair Value Disclosures

The following table displays the carrying values and fair values of financial instruments as of December 31, 2024 and 2023:

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Level 3 2,475,000 2,478,006 3,225,000 3,230,747

Revolving Facility (7)

Level 3 570,000 570,702 — —

(1) The carrying values of investments in debt securities are shown net of discount.

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(6) The carrying values of the Term Loan Facilities exclude $ 28,959 and $ 13,186 of deferred financing costs as of December 31, 2024 and 2023, respectively.

(7) The carrying value of the Revolving Facility excludes deferred financing costs which are classified in other assets, net (see Note 6).

We value our Unsecured Notes — public offering using quoted market prices for each underlying issuance, a Level 1 price within the fair value hierarchy.

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Availability of secondary market activity and consistency of pricing from third-party sources impacts our ability to classify securities as Level 2 or Level 3.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

The following table displays the significant unobservable inputs used to develop our Level 3 fair value measurements as of December 31, 2024:

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Term Loan Facilities 2,478,006 Discounted Cash Flow Effective Rate 4.90 % — 5.56 %

Revolving Facility 570,702 Discounted Cash Flow Effective Rate 4.82 % — 5.18 %

(1) Our Level 3 fair value instruments require interest only payments.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Nonrecurring Fair Value Measurements

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For additional information related to our single-family residential properties as of December 31, 2024 and 2023, refer to Note 3.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Note 12— Earnings per Share

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Incremental shares attributed to non-vested share-based awards are excluded from the computation of diluted EPS when they are anti-dilutive.

For the years ended December 31, 2023, 2022, and 2021, 3,125 , 57,278 , and 16,939 , incremental shares attributed to non-vested share-based awards, respectively, are excluded from the denominator because they are anti-dilutive.

Because their inclusion would have been anti-dilutive, incremental shares attributed to non-vested share-based awards are excluded from the denominator.

Anti-dilutive shares total 133,464 , 3,125 , and 57,278 for the years ended December 31, 2024, 2023, and 2022, respectively.

For the years ended December 31, 2024, 2023, and 2022, vested OP Units have been excluded from the computation of EPS because all income attributable to such vested OP Units has been recorded as non-controlling interest and thus excluded from net income available to common stockholders.

The outstanding balance of the 2022 Convertible Notes was settled in January 2022.

As such, they had no effect on potential dilution for the year ended December 31, 2023.

For the years ended December 31, 2022 and 2021, using the “if-converted” method, 290,079 and 11,293,203 potential shares of common stock issuable upon the conversion of the 2022 Convertible Notes, respectively, are excluded from the computation of diluted EPS as they are anti-dilutive.

Additionally, no adjustment to the numerator was required for interest expense related to the 2022 Convertible Notes for the years ended December 31, 2022 and 2021.

See Note 7 for further discussion about the 2022 Convertible Notes.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

As such, they had no effect on potential dilution for the years ended December 31, 2024 and 2023.

For the year ended December 31, 2022, using the “if-converted” method, 290,079 potential shares of common stock issuable upon the conversion of the 2022 Convertible Notes are excluded from the computation of diluted EPS as they are anti-dilutive.

Additionally, no adjustment to the numerator was required for interest expense related to the 2022 Convertible Notes for the year ended December 31, 2022 or any period subsequent thereto.

Note 13— Income Tax

We account for income taxes under the asset and liability method.

For our taxable REIT subsidiaries (“TRSs”), deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carry forwards.

For our taxable REIT subsidiaries, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carry forwards.

Deferred tax assets and liabilities are measured using the enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled.

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

We have sold assets that were either subject to state and local income taxes or Section 337(d) of the Code, as amended, or were held by TRSs.

These transactions resulted in $ 253 , $ 150 , and $ 551 of current income tax expense for the years ended December 31, 2023, 2022, and 2021, respectively.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Note 14— Commitments and Contingencies

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$ 4,402 $ 3,147

2025 3,228 877

2026 1,916 908

2027 1,341 638

Thereafter 10,698 —

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Total finance lease cost $ 4,587 $ 3,165 $ 2,910

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

New-Build Commitments

We have entered into 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 $ 630,000 as of December 31, 2023.

We have entered into binding purchase agreements with certain homebuilders for the purchase of 2,031 homes over the next three years .

Remaining commitments under these agreements total approximately $ 590,000 as of December 31, 2024.

Insurance Policies

Pursuant to the terms of certain of our loan agreements (see Note 7), laws and regulations of the jurisdictions in which our properties are located, and general business practices, we are required to procure insurance on our properties.

As of December 31, 2023, there are no material contingent liabilities related to uninsured losses with respect to our properties.

Legal Matters

As of December 31, 2024, there are no material contingent liabilities related to uninsured losses with respect to our properties, except as noted below.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Hurricane-Related Losses

During the year ended December 31, 2024, Hurricanes Milton, Beryl, Debby, and Helene damaged certain of our properties in Texas, Florida, Atlanta, and the Carolinas.

We estimate that our homes incurred approximately $ 55,100 of hurricane damage, net of estimated insurance recoveries, which has been expensed as casualty losses, impairment, and other on our consolidated statement of operations for the year ended December 31, 2024.

Remaining unpaid estimated costs totaling $ 36,400 are reflected in accounts payable and accrued expenses on our consolidated balance sheet as of December 31, 2024.

As of December 31, 2024, we have recorded $ 6,400 of receivables for the portion of the related damages we believe will be recoverable through our property and casualty insurance policies which provide coverage for wind and flood damage, as well as business interruption costs during the period of remediation and repairs, subject to specified deductibles and limits.

Legal and Other Matters

We are subject to various legal proceedings and claims that arise in the ordinary course of our business as well as congressional and regulatory inquiries and engagements.

We accrue a liability when we believe that it is both probable that a liability has been incurred and that we can reasonably estimate the amount of the loss.

We do not believe that the final outcome of these proceedings or matters will have a material adverse effect on our consolidated financial statements.

We do not believe that the final outcome of these proceedings or matters will have a material adverse effect on our consolidated financial statements, except as noted below.

In August 2021, the Federal Trade Commission (“FTC”) began investigating certain of our business practices.

The inquiry related primarily to how we conduct our business generally and how business was conducted during the COVID-19 pandemic specifically.

After fully cooperating with the inquiry and extensive negotiations with the FTC, we entered into a stipulated proposed order with the FTC, resolving all aspects of the inquiry without any admission of liability, which became final on September 27, 2024.

Pursuant to the stipulated order, we paid $ 48,000 of monetary relief, with no civil penalties, to the FTC during the year ended December 31, 2024.

The full amount of the monetary relief and other costs associated therewith are included in other, net on our consolidated statements of operations.

In July 2024, we entered into an agreement which completely resolved the legal dispute entitled City of San Diego et al v.

Invitation Homes, Inc ., fully releasing INVH without any admission of liability.

Pursuant to the settlement agreement, we paid $ 19,993 during the year ended December 31, 2024.

The full settlement amount and other costs associated therewith are included in other, net on our consolidated statements of operations.

Note 15— Segment Reporting

Our principal business is investment in and management of single-family residential properties for lease.

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.

We have determined that these properties are managed on a consolidated basis and represent 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.

The assets of our single reportable segment are reported as total assets on our consolidated balance sheets as our CODM does not use this measure to assess segment performance or to make resource allocation decisions.

The accounting policies for the reportable segment are the same as those described in Note 2.

INVITATION HOMES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands)

Significant Segment Expenses

Our operating expenses are regularly reviewed by our CODM.

All expenses are reviewed, but our CODM is regularly provided additional detail regarding the direct costs of operating our properties included in property operating and maintenance expense on our consolidated statements of operations.

Other expense categories such as property management expense, general and administrative, depreciation and amortization, and interest expense are included on our consolidated statements of operations.

The following table sets forth the significant expenses that comprise property operating and maintenance expense on our consolidated statements of operations for the years ended December 31, 2024, 2023, and 2022:

For the Years Ended December 31,

2024 2023 2022

Fixed expenses (1)

$ 504,025 $ 474,182 $ 421,256

Controllable expenses (2)

431,248 406,153 365,095

Total property operating and maintenance $ 935,273 $ 880,335 $ 786,351

(1) Fixed expenses include the following:

property taxes;

insurance expense;

and HOA expenses.

(2) Controllable expenses include the following:

repairs and maintenance;

personnel, leasing, and marketing;

and utilities and property administrative.

Note 16— Subsequent Events

In connection with the preparation of the accompanying consolidated financial statements, we have evaluated events and transactions occurring after December 31, 2024, for potential recognition or disclosure.

Dividend Declaration

On December 8, 2023, our board of directors declared a dividend of $ 0.28 per share to stockholders of record on December 27, 2023, which was paid on January 19, 2024.

Extensions of Existing Mortgage Loans

On January 8, 2024, the extension of the maturity date of the IH 2018-4 mortgage loan from January 9, 2024 to January 9, 2025 was confirmed by the lender.

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 existing markets.

Dividend Payment

INVITATION HOMES INC.

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5,995 529 80,714 225,700 1,061,005 — 160,943 225,700 1,221,948 1,447,648 ( 284,141 ) 1900-2024

2,488 — — 125,730 309,516 — 124,900 125,730 434,416 560,146 ( 144,910 ) 1877-2015 2012-2017 7 - 32 years

2,464 — — 124,418 306,790 — 132,614 124,418 439,404 563,822 ( 162,480 ) 1877-2015

2,581 842 122,585 232,338 636,652 — 93,954 232,338 730,606 962,944 ( 135,473 ) 1885-2021 2017-2022 7 - 32 years

3,148 518 58,749 152,771 582,850 — 76,067 152,771 658,917 811,688 ( 132,158 ) 1952-2024

2,722 449 65,582 266,597 676,860 — 102,432 266,597 779,292 1,045,889 ( 165,266 ) 1885-2023

2023 7 - 32 years

2,334 285 24,097 79,981 364,316 — 48,246 79,981 412,562 492,543 ( 91,994 ) 1954-2024

1 — — 74 164 — — 74 164 238 ( 10 ) 1996 2023 7 - 32 years

2,003 274 41,295 95,267 264,840 — 74,697 95,267 339,537 434,804 ( 121,133 ) 1955-2024

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1 — — 34 211 — — 34 211 245 ( 10 ) 1998 2023 7 - 32 years

1,073 5 619 63,462 131,402 — 62,338 63,462 193,740 257,202 ( 69,589 ) 1886-2015 2013-2015 7 - 32 years

1,055 5 599 62,324 129,219 — 66,783 62,324 196,002 258,326 ( 77,201 ) 1886-2015

2023 7 - 32 years

161 — — 11,183 42,233 — 1,240 11,183 43,473 54,656 ( 799 ) 1990-2024

Northern California

4,298 755 139,584 353,502 797,661 — 165,887 353,502 963,548 1,317,050 ( 264,083 ) 1900-2019 2012-2022 7 - 32 years

4,110 615 118,295 336,151 762,326 — 171,692 336,151 934,018 1,270,169 ( 291,547 ) 1900-2019

6,790 901 125,528 255,317 1,062,867 — 216,635 255,317 1,279,502 1,534,819 ( 356,096 ) 1947-2024

4,038 148 32,721 331,366 746,882 — 201,520 331,366 948,402 1,279,768 ( 235,147 ) 1890-2022 2012-2022 7 - 32 years

9,229 1,214 187,080 433,700 1,380,859 — 276,461 433,700 1,657,320 2,091,020 ( 437,211 ) 1929-2024

3,950 148 33,347 323,763 733,865 — 205,239 323,763 939,104 1,262,867 ( 266,562 ) 1890-2022

South Florida

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Southern California

7,505 1,265 279,865 960,066 1,434,776 — 269,348 960,066 1,704,124 2,664,190 ( 510,300 ) 1900-2014 2012-2021 7 - 32 years

7,269 739 171,759 923,363 1,405,033 — 278,588 923,363 1,683,621 2,606,984 ( 558,439 ) 1900-2024

9,536 1,144 156,212 414,352 1,623,533 — 286,104 414,352 1,909,637 2,323,989 ( 502,010 ) 1923-2024

84,901 8,923 $ 1,392,197 $ 4,901,192 $ 14,313,542 $ — $ 2,866,766 $ 4,901,192 $ 17,180,308 $ 22,081,500 $ ( 4,869,374 )

(1) Number of properties represents 85,138 total properties owned less 237 properties classified as held for sale and recorded in other assets, net on the consolidated balance sheet as of December 31, 2024.

(2) Number of encumbered properties and encumbrances include the number of properties secured by first priority mortgages under the mortgage loans and the Secured Term Loan, as well as the aggregate value of outstanding debt attributable to such properties.

Excluded from this is original issue discount, deferred financing costs, and 13 held for sale properties with an encumbered balance of $ 1,960 .

(2) Number of encumbered properties and encumbrances include the number of properties secured by first priority mortgages under the mortgage loan and the Secured Term Loan, as well as the aggregate value of outstanding debt attributable to such properties.

Excluded from this is original issue discount and deferred financing costs.

(3) The gross aggregate cost of total real estate in the table above for federal income tax purposes was approximately $ 20.3 billion (unaudited) as of December 31, 2024.

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

What changed 10-K

Item 9A. Controls and Procedures