UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☒						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2023~~March 31, 2024


☐						TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File Number: 001-36013 (American Homes 4 Rent)

Commission File Number: 333-221878-02 (American Homes 4 Rent, L.P.)

AMERICAN HOMES 4 RENT

AMERICAN HOMES 4 RENT, L.P.

(Exact name of registrant as specified in its charter)


American Homes 4 Rent	Maryland	46-1229660
American Homes 4 Rent, L.P.	Delaware	80-0860173
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

280 Pilot Road

Las Vegas, Nevada 89119

(Address of principal executive offices) (Zip Code)

(805) 413-5300

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbols

Name of each exchange on which registered

Class A common shares of beneficial interest, $.01 par value

AMH

New York Stock Exchange

Series G perpetual preferred shares of beneficial interest, $.01 par value

AMH-G

New York Stock Exchange

Series H perpetual preferred shares of beneficial interest, $.01 par value

AMH-H

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

American Homes 4 Rent ☒ Yes ☐ No American Homes 4 Rent, L.P. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

American Homes 4 Rent ☒ Yes ☐ No American Homes 4 Rent, L.P. ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

American Homes 4 Rent

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

American Homes 4 Rent, L.P.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

American Homes 4 Rent ☐ American Homes 4 Rent, L.P. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

American Homes 4 Rent ☐ Yes ☒ No American Homes 4 Rent, L.P. ☐ Yes ☒ No

There were ~~361,420,848~~365,686,971 shares of American Homes 4 Rent’s Class A common shares, $0.01 par value per share, and 635,075 shares of American Homes 4 Rent’s Class B common shares, $0.01 par value per share, outstanding on ~~November~~May 1, ~~2023.~~2024.

EXPLANATORY NOTE

This report combines the quarterly reports on Form 10-Q for the period ended ~~September 30, 2023~~March 31, 2024 of American Homes 4 Rent and American Homes 4 Rent, L.P. Unless stated otherwise or the context otherwise requires, references to “AMH” or the “General Partner” mean American Homes 4 Rent, a Maryland real estate investment trust (“REIT”), and references to the “Operating Partnership” or the “OP” mean American Homes 4 Rent, L.P., a Delaware limited partnership, and its subsidiaries taken as a whole. References to the “Company,” “we,” “our” and “us” mean collectively AMH, the Operating Partnership and those entities/subsidiaries owned or controlled by AMH and/or the Operating Partnership.

The Company believes that combining the quarterly reports on Form 10-Q of the Company and the Operating Partnership into this single report provides the following benefits:

•enhances investors’ understanding of the Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

•eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure applies to both the Company and the Operating Partnership; and

•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

The Company believes it is important to understand the few differences between AMH and the Operating Partnership in the context of how AMH and the Operating Partnership operate as a consolidated company. AMH’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AMH is its partnership interest in the Operating Partnership. As a result, AMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership is $25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AMH. The asset-backed securitization certificates are recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership. AMH contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AMH receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one-for-one basis. Except for net proceeds from equity issuances by AMH, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.

Shareholders’ equity, partners’ capital and noncontrolling interests are the main areas of difference between the condensed consolidated financial statements of the Company and those of the Operating Partnership. The limited partnership interests in the Operating Partnership are accounted for as partners’ capital in the Operating Partnership’s financial statements and as noncontrolling interests in the Company’s financial statements. The differences between shareholders’ equity and partners’ capital result from differences in the equity and capital issued at the Company and Operating Partnership levels.

To help investors understand the differences between the Company and the Operating Partnership, this report provides separate condensed consolidated financial statements for the Company and the Operating Partnership; a single set of notes to such financial statements that includes separate discussions of each entity’s debt, noncontrolling interests and shareholders’ equity or partners’ capital, as applicable; and a combined Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” section that includes discrete information related to each entity.

This report also includes separate Part I, “Item 4. Controls and Procedures” sections and separate Exhibits 31 and 32 certifications for each of the Company and the Operating Partnership in order to establish that the requisite certifications have been made and that the

Company and the Operating Partnership are compliant with Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934 and 18 U.S.C. §1350.

In order to highlight the differences between the Company and the Operating Partnership, the separate sections in this report for the Company and the Operating Partnership specifically refer to the Company and the Operating Partnership. In the sections that combine disclosure of the Company and the Operating Partnership, this report refers to actions or holdings as being actions or holdings of the Company. Although the Operating Partnership is generally the entity that directly or indirectly enters into contracts and joint ventures and holds assets and debt, reference to the Company is appropriate because the Company is one business and the Company operates that business through the Operating Partnership. The separate discussions of the Company and the Operating Partnership in this report should be read in conjunction with each other to understand the results of the Company on a consolidated basis and how management operates the Company.

American Homes 4 Rent

American Homes 4 Rent, L.P.

TABLE OF CONTENTS


		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	1
	American Homes 4 Rent
	Condensed Consolidated Balance Sheets as of ~~September~~ ~~30, 2023~~March 31, 2024 and December 31, ~~2022~~2023	1
	Condensed Consolidated Statements of Operations for the three ~~and~~ ~~nine~~months ended ~~September~~ ~~30,~~March 31, 2024 and 2023 ~~and 2022~~	2
	Condensed Consolidated Statements of Comprehensive Income for the three ~~and~~ ~~nine~~months ended ~~September~~ ~~30,~~March 31, 2024 and 2023 ~~and 2022~~	3
	Condensed Consolidated Statements of Equity for the three ~~and~~ ~~nine~~months ended ~~September~~ ~~30,~~March 31, 2024 and 2023 ~~and 2022~~	4
	Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September~~ ~~30,~~March 31, 2024 and 2023 ~~and 2022~~	86
	American Homes 4 Rent, L.P.
	Condensed Consolidated Balance Sheets as of ~~September~~ ~~30, 2023~~March 31, 2024 and December 31, ~~2022~~2023	108
	Condensed Consolidated Statements of Operations for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~	119
	Condensed Consolidated Statements of Comprehensive Income for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~	1210
	Condensed Consolidated Statements of Capital for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~	1311
	Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~	1513
	American Homes 4 Rent and American Homes 4 Rent, L.P.
	Notes to Unaudited Condensed Consolidated Financial Statements	1715
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3129
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4742
Item 4.	Controls and Procedures	4843

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	4944
Item 1A.	Risk Factors	4944
Item 2.	Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities	4944
Item 3.	Defaults Upon Senior Securities	4944
Item 4.	Mine Safety Disclosures	4944
Item 5.	Other Information	4944
Item 6.	Exhibits	4944

	Signatures	5146

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Various statements contained in this Quarterly Report on Form 10-Q, including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements. These forward-looking statements may relate to beliefs, expectations or intentions and similar statements concerning matters that are not of historical fact and are generally accompanied by words such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “intend,” “potential,” “plan,” “goal,” “outlook,” “guidance” or other words that convey the uncertainty of future events or outcomes. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control and could cause actual results to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.

These and other important factors, including those discussed or incorporated by reference under Part II, “Item 1A. Risk Factors,” Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report and in our Annual Report on Form 10-K for the year ended December 31, ~~2022~~2023 (the ~~“2022~~“2023 Annual Report”) filed with the Securities and Exchange Commission (the “SEC”) may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.

While forward-looking statements reflect our good faith beliefs, assumptions and expectations, they are not guarantees of future performance, and you should not unduly rely on them. The forward-looking statements in this Quarterly Report on Form 10-Q speak only as of the date of this report. We are not obligated to update or revise these statements as a result of new information, future events or otherwise, unless required by applicable law.

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

American Homes 4 Rent

Condensed Consolidated Balance Sheets

(Amounts in thousands, except share data)


		September 30, 2023		December 31, 2022
		(Unaudited)
	March 31, 2024						March 31, 2024	December 31, 2023
	(Unaudited)						(Unaudited)
Assets	Assets					Assets
Single-family properties:	Single-family properties:					Single-family properties:
Land	Land	$	2,225,477	$	2,197,233
Buildings and improvements	Buildings and improvements	10,545,835		10,127,891
Single-family properties in operation	Single-family properties in operation	12,771,312		12,325,124
Less: accumulated depreciation	Less: accumulated depreciation	(2,639,127)		(2,386,452)
Single-family properties in operation, net	Single-family properties in operation, net	10,132,185		9,938,672
Single-family properties under development and development land	Single-family properties under development and development land	1,334,992		1,187,221
Single-family properties and land held for sale, net	Single-family properties and land held for sale, net	160,328		198,716
Total real estate assets, net	Total real estate assets, net	11,627,505		11,324,609
Cash and cash equivalents	Cash and cash equivalents	69,514		69,155
Restricted cash	Restricted cash	173,133		148,805
Rent and other receivables	Rent and other receivables	53,773		47,752
Escrow deposits, prepaid expenses and other assets	Escrow deposits, prepaid expenses and other assets	372,157		331,446
Investments in unconsolidated joint ventures	Investments in unconsolidated joint ventures	117,350		107,347
Asset-backed securitization certificates	Asset-backed securitization certificates	25,666		25,666
Goodwill	Goodwill	120,279		120,279
Total assets	Total assets	$	12,559,377	$	12,175,059

Liabilities	Liabilities
Liabilities
Liabilities
Revolving credit facility	Revolving credit facility	$	—	$	130,000
Asset-backed securitizations, net	Asset-backed securitizations, net	1,876,087		1,890,842
Unsecured senior notes, net	Unsecured senior notes, net	2,498,959		2,495,156
Accounts payable and accrued expenses	Accounts payable and accrued expenses	633,795		484,403

Total liabilities	Total liabilities	5,008,841		5,000,401
Total liabilities
Total liabilities

Commitments and contingencies (see Note 15)
Commitments and contingencies (see Note 15)
Commitments and contingencies (see Note 15)	Commitments and contingencies (see Note 15)

Equity	Equity
Equity
Equity
Shareholders’ equity:	Shareholders’ equity:					Shareholders’ equity:
Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 361,420,848 and 352,881,826 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively)		3,614		3,529
Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at September 30, 2023 and December 31, 2022)		6		6
Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 9,200,000 shares issued and outstanding at September 30, 2023 and December 31, 2022)		92		92
Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 365,686,971 and 364,296,431 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively)
Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at March 31, 2024 and December 31, 2023)
Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 9,200,000 shares issued and outstanding at March 31, 2024 and December 31, 2023)
Additional paid-in capital	Additional paid-in capital	7,251,465		6,931,819
Accumulated deficit	Accumulated deficit	(391,452)		(440,791)
Accumulated other comprehensive income	Accumulated other comprehensive income	965		1,332
Total shareholders’ equity	Total shareholders’ equity	6,864,690		6,495,987
Noncontrolling interest	Noncontrolling interest	685,846		678,671
Total equity	Total equity	7,550,536		7,174,658

Total liabilities and equity	Total liabilities and equity	$	12,559,377	$	12,175,059
Total liabilities and equity
Total liabilities and equity

The accompanying notes are an integral part of these condensed consolidated financial statements.

American Homes 4 Rent

Condensed Consolidated Statements of Operations

(Amounts in thousands, except share and per share data)

(Unaudited)


		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,

		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
Rents and other single-family property revenues	Rents and other single-family property revenues	$	421,697	$	391,627	$	1,214,948	$	1,109,608
Rents and other single-family property revenues
Rents and other single-family property revenues

Expenses:

Expenses:

Expenses:	Expenses:
Property operating expenses	Property operating expenses	167,041		152,065		456,662		414,978
Property operating expenses
Property operating expenses
Property management expenses
Property management expenses
Property management expenses	Property management expenses	30,785		29,739		92,251		84,541
General and administrative expense	General and administrative expense	18,336		16,986		56,128		53,115
General and administrative expense
General and administrative expense
Interest expense
Interest expense
Interest expense	Interest expense	34,381		36,254		105,107		98,622
Acquisition and other transaction costs	Acquisition and other transaction costs	3,399		4,482		12,650		18,114
Acquisition and other transaction costs
Acquisition and other transaction costs
Depreciation and amortization	Depreciation and amortization	114,863		109,319		340,779		313,688
Hurricane-related charges, net		—		6,133		—		6,133
Depreciation and amortization
Depreciation and amortization

Total expenses

Total expenses

Total expenses	Total expenses	368,805		354,978		1,063,577		989,191

Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	33,335		24,197		180,752		79,052

Gain on sale and impairment of single-family properties and other, net

Gain on sale and impairment of single-family properties and other, net
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Other income and expense, net
Other income and expense, net
Other income and expense, net	Other income and expense, net	1,865		819		9,082		6,765

Net income	Net income	88,092		61,665		341,205		206,234

Net income

Net income

Noncontrolling interest

Noncontrolling interest

Noncontrolling interest	Noncontrolling interest	10,493		7,464		41,140		24,119
Dividends on preferred shares	Dividends on preferred shares	3,486		3,486		10,458		13,595
Redemption of perpetual preferred shares		—		—		—		5,276
Dividends on preferred shares
Dividends on preferred shares

Net income attributable to common shareholders

Net income attributable to common shareholders

Net income attributable to common shareholders	Net income attributable to common shareholders	$	74,113	$	50,715	$	289,607	$	163,244

Weighted-average common shares outstanding:	Weighted-average common shares outstanding:

Weighted-average common shares outstanding:

Weighted-average common shares outstanding:
Basic	Basic	362,426,273		348,944,055		361,665,436		347,730,579
Basic
Basic
Diluted
Diluted
Diluted	Diluted	362,924,932		349,344,541		362,121,128		348,282,995

Net income attributable to common shareholders per share:	Net income attributable to common shareholders per share:

Net income attributable to common shareholders per share:

Net income attributable to common shareholders per share:
Basic	Basic	$	0.20	$	0.14	$	0.80	$	0.47
Basic
Basic
Diluted
Diluted
Diluted	Diluted	$	0.20	$	0.14	$	0.80	$	0.47

The accompanying notes are an integral part of these condensed consolidated financial statements.

American Homes 4 Rent

Condensed Consolidated Statements of Comprehensive Income

(Amounts in thousands)

(Unaudited)


		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,

		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
Net income	Net income	$	88,092	$	61,665	$	341,205	$	206,234
Net income
Net income
Other comprehensive loss:	Other comprehensive loss:
Other comprehensive loss:
Other comprehensive loss:
Cash flow hedging instruments:
Cash flow hedging instruments:
Cash flow hedging instruments:	Cash flow hedging instruments:

Reclassification adjustment for amortization of interest expense included in net income	Reclassification adjustment for amortization of interest expense included in net income	(142)		(141)		(423)		(423)

Reclassification adjustment for amortization of interest expense included in net income

Reclassification adjustment for amortization of interest expense included in net income
Other comprehensive loss
Other comprehensive loss
Other comprehensive loss	Other comprehensive loss	(142)		(141)		(423)		(423)
Comprehensive income	Comprehensive income	87,950		61,524		340,782		205,811
Comprehensive income
Comprehensive income
Comprehensive income attributable to noncontrolling interests
Comprehensive income attributable to noncontrolling interests
Comprehensive income attributable to noncontrolling interests	Comprehensive income attributable to noncontrolling interests	10,476		7,443		41,084		24,055
Dividends on preferred shares	Dividends on preferred shares	3,486		3,486		10,458		13,595
Redemption of perpetual preferred shares		—		—		—		5,276
Dividends on preferred shares
Dividends on preferred shares

Comprehensive income attributable to common shareholders	Comprehensive income attributable to common shareholders	$	73,988	$	50,595	$	289,240	$	162,885

Comprehensive income attributable to common shareholders

Comprehensive income attributable to common shareholders

The accompanying notes are an integral part of these condensed consolidated financial statements.

American Homes 4 Rent

Condensed Consolidated Statements of Equity

(Amounts in thousands, except share and per share data)

(Unaudited)


																					Class A common shares					Class B common shares		Preferred shares
	Number of shares																							Number of shares	Amount		Number of shares		Amount	Number of shares	Amount	Additional paid-in capital	Accumulated deficit	Accumulated other comprehensive income	Shareholders’ equity	Noncontrolling interest	Total equity
Balances at December 31, 2022
Share-based compensation
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes
Issuance of Class A common shares

Distributions to equity holders:
Distributions to equity holders:
Distributions to equity holders:
Preferred shares (Note 10)
Preferred shares (Note 10)
Preferred shares (Note 10)
Noncontrolling interests
Common shares ($0.22 per share)
Net income
Total other comprehensive loss
Balances at March 31, 2023

		Class A common shares			Class B common shares			Preferred shares
		Number of shares	Amount		Number of shares	Amount		Number of shares	Amount		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income		Shareholders’ equity		Noncontrolling interest			Total equity
Balances at December 31, 2021		337,362,716	$	3,374	635,075	$	6	15,400,000	$	154	$	6,492,933	$	(438,710)	$	1,814	$	6,059,571	$	678,858		$	6,738,429
Share-based compensation		—	—		—	—		—	—		7,405		—		—		7,405		—			7,405
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes		280,172	2		—	—		—	—		(2,621)		—		—		(2,619)		—			(2,619)
Issuance of Class A common shares, net of offering costs of $200		10,000,000	100		—	—		—	—		375,540		—		—		375,640		—			375,640

Distributions to equity holders:
Preferred shares (Note 10)		—	—		—	—		—	—		—		(5,763)		—		(5,763)		—			(5,763)
Noncontrolling interests		—	—		—	—		—	—		—		—		—		—		(9,248)			(9,248)
Common shares ($0.18 per share)		—	—		—	—		—	—		—		(62,938)		—		(62,938)		—			(62,938)
Net income		—	—		—	—		—	—		—		61,702		—		61,702		8,312			70,014
Total other comprehensive loss		—	—		—	—		—	—		—		—		(116)		(116)		(25)			(141)
Balances at March 31, 2022		347,642,888	$	3,476	635,075	$	6	15,400,000	$	154	$	6,873,257	$	(445,709)	$	1,698	$	6,432,882	$	677,897		$	7,110,779
Share-based compensation		—	—		—	—		—	—		10,643		—		—		10,643		—			10,643
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes		53,606	1		—	—		—	—		54		—		—		55		—			55

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

Distributions to equity holders:
Preferred shares (Note 10)		—	—		—	—		—	—		—		(4,346)		—		(4,346)		—			(4,346)
Noncontrolling interests		—	—		—	—		—	—		—		—		—		—		(9,248)			(9,248)
Common shares ($0.18 per share)		—	—		—	—		—	—		—		(63,036)		—		(63,036)		—			(63,036)
Net income		—	—		—	—		—	—		—		66,212		—		66,212		8,343			74,555
Total other comprehensive loss		—	—		—	—		—	—		—		—		(123)		(123)		(18)			(141)
Balances at June 30, 2022		347,696,494	$	3,477	635,075	$	6	9,200,000	$	92	$	6,734,292	$	(452,155)	$	1,575	$	6,287,287	$	676,974		$	6,964,261

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

(Amounts in thousands, except share and per share data)

(Unaudited)


		Class A common shares			Class B common shares			Preferred shares
		Number of shares	Amount		Number of shares	Amount		Number of shares	Amount		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income		Shareholders’ equity		Noncontrolling interest		Total equity
Balances at June 30, 2022		347,696,494	$	3,477	635,075	$	6	9,200,000	$	92	$	6,734,292	$	(452,155)	$	1,575	$	6,287,287	$	676,974	$	6,964,261

		Number of shares
		Number of shares
		Number of shares
Balances at December 31, 2023
Balances at December 31, 2023
Balances at December 31, 2023
Share-based compensation
Share-based compensation
Share-based compensation	Share-based compensation	—	—		—	—		—	—		5,680		—		—		5,680		—		5,680
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes	Common stock issued under share-based compensation plans, net of shares withheld for employee taxes	112,966	1		—	—		—	—		1,075		—		—		1,076		—		1,076
Issuance of Class A common shares		5,000,000	50		—	—		—	—		185,582		—		—		185,632		—		185,632
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes
Issuance of Class A common shares, net of offering costs of $34
Issuance of Class A common shares, net of offering costs of $34
Issuance of Class A common shares, net of offering costs of $34

Distributions to equity holders:

Distributions to equity holders:

Distributions to equity holders:	Distributions to equity holders:
Preferred shares (Note 10)	Preferred shares (Note 10)	—	—		—	—		—	—		—		(3,486)		—		(3,486)		—		(3,486)
Preferred shares (Note 10)
Preferred shares (Note 10)
Noncontrolling interests	Noncontrolling interests	—	—		—	—		—	—		—		—		—		—		(9,248)		(9,248)
Common shares ($0.18 per share)		—	—		—	—		—	—		—		(63,004)		—		(63,004)		—		(63,004)
Noncontrolling interests
Noncontrolling interests
Common shares ($0.26 per share)
Common shares ($0.26 per share)
Common shares ($0.26 per share)

Net income

Net income

Net income	Net income	—	—		—	—		—	—		—		54,201		—		54,201		7,464		61,665
Total other comprehensive loss	Total other comprehensive loss	—	—		—	—		—	—		—		—		(120)		(120)		(21)		(141)
Balances at September 30, 2022		352,809,460	$	3,528	635,075	$	6	9,200,000	$	92	$	6,926,629	$	(464,444)	$	1,455	$	6,467,266	$	675,169	$	7,142,435
Total other comprehensive loss
Total other comprehensive loss
Balances at March 31, 2024
Balances at March 31, 2024
Balances at March 31, 2024

The accompanying notes are an integral part of these condensed consolidated financial statements.

American Homes 4 Rent

Condensed Consolidated Statements of ~~Equity (continued)~~Cash Flows

(Amounts in ~~thousands, except share and per share data)~~thousands)

(Unaudited)

Class A common shares Class B common shares Preferred shares
Number
of shares Amount Number
of shares Amount Number
of shares Amount Additional
paid-in
capital Accumulated
deficit Accumulated other comprehensive income Shareholders’
equity Noncontrolling
interest Total
equity
Balances at December 31, 2022 352,881,826 $ 3,529 635,075 $ 6 9,200,000 $ 92 $ 6,931,819 $ (440,791) $ 1,332 $ 6,495,987 $ 678,671 $ 7,174,658
Share-based compensation — — — — — — 5,824 — — 5,824 — 5,824
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 264,466 2 — — — — (3,744) — — (3,742) — (3,742)
Issuance of Class A common shares 8,000,000 80 — — — — 298,292 — — 298,372 — 298,372
Distributions to equity holders:
Preferred shares (Note 10) — — — — — — — (3,486) — (3,486) — (3,486)
Noncontrolling interests — — — — — — — — — — (11,303) (11,303)
Common shares ($0.22 per share) — — — — — — — (79,977) — (79,977) — (79,977)
Net income — — — — — — — 120,951 — 120,951 16,748 137,699
Total other comprehensive loss — — — — — — — — (120) (120) (21) (141)
Balances at March 31, 2023 361,146,292 $ 3,611 635,075 $ 6 9,200,000 $ 92 $ 7,232,191 $ (403,303) $ 1,212 $ 6,833,809 $ 684,095 $ 7,517,904
Share-based compensation — — — — — — 8,508 — — 8,508 — 8,508
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 219,400 3 — — — — 3,505 — — 3,508 — 3,508
Distributions to equity holders:
Preferred shares (Note 10) — — — — — — — (3,486) — (3,486) — (3,486)
Noncontrolling interests — — — — — — — — — — (11,303) (11,303)
Common shares ($0.22 per share) — — — — — — — (80,160) — (80,160) — (80,160)
Net income — — — — — — — 101,515 — 101,515 13,899 115,414
Total other comprehensive loss — — — — — — — — (122) (122) (18) (140)
Balances at June 30, 2023 361,365,692 $ 3,614 635,075 $ 6 9,200,000 $ 92 $ 7,244,204 $ (385,434) $ 1,090 $ 6,863,572 $ 686,673 $ 7,550,245


	For the Three Months Ended March 31,
	2024		2023
Operating activities
Net income	$	128,095	$	137,699
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	115,726		112,717
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments	3,056		3,043
Noncash share-based compensation	9,925		5,824

Loss on early extinguishment of debt	954		—
Equity in net loss (income) of unconsolidated joint ventures	884		(1,340)

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

Other changes in operating assets and liabilities:
Rent and other receivables	(1,929)		(1,672)
Prepaid expenses and other assets	(7,325)		4,309
Deferred leasing costs	(795)		(808)
Accounts payable and accrued expenses	22,918		23,926
Amounts due from related parties	(828)		1,428
Net cash provided by operating activities	201,780		200,467

Investing activities
Cash paid for single-family properties	(4,483)		(2,923)
Change in escrow deposits for purchase of single-family properties	5,684		988
Net proceeds received from sales of single-family properties and other	156,102		184,510

Proceeds from notes receivable related to the sale of properties	130		24
Investment in unconsolidated joint ventures	(1,116)		—
Distributions from joint ventures	113		10,943
Renovations to single-family properties	(10,804)		(8,735)
Recurring and other capital expenditures for single-family properties	(23,804)		(31,705)
Cash paid for development activity	(209,477)		(213,598)
Proceeds from asset-backed securitization certificates	25,666		—
Other investing activities	(6,157)		(12,416)
Net cash used for investing activities	(68,146)		(72,912)

Financing activities
Proceeds from issuance of Class A common shares	33,249		298,372
Payments of Class A common share issuance costs	(34)		—




Proceeds from issuances under share-based compensation plans	1,423		31
Payments related to tax withholding for share-based compensation	(7,936)		(3,773)

Payments on asset-backed securitizations	(466,145)		(6,765)

Payments on revolving credit facility	(90,000)		(130,000)
Proceeds from unsecured senior notes, net of discount	599,358		—


Payments related to liabilities to repurchase consolidated land not owned	(24,182)		—
Distributions to noncontrolling interests	(13,318)		(11,248)
Distributions to common shareholders	(95,914)		(79,831)
Distributions to preferred shareholders	(3,486)		(3,486)
Deferred financing costs paid	(5,219)		—
Net cash (used for) provided by financing activities	(72,204)		63,300

Net increase in cash, cash equivalents and restricted cash	61,430		190,855
Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	221,861		217,960
Cash, cash equivalents and restricted cash, end of period (see Note 3)	$	283,291	$	408,815

American Homes 4 Rent

Condensed Consolidated Statements of ~~Equity~~Cash Flows (continued)

(Amounts in ~~thousands, except share and per share data)~~thousands)

(Unaudited)


	For the Three Months Ended March 31,
	2024		2023
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	$	(38,389)	$	(39,770)

Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures	$	75,819	$	71,110
Transfers of completed homebuilding deliveries to properties	185,123		108,792
Property and land contributions to unconsolidated joint ventures	—		(11,609)



Accrued distributions to affiliates	1,223		551
Accrued distributions to non-affiliates	164		128

The accompanying notes are an integral part of these condensed consolidated financial statements.

American Homes 4 Rent, L.P.

Condensed Consolidated ~~Statements of Cash Flows~~Balance Sheets

(Amounts in ~~thousands)~~

~~(Unaudited)~~

For the Nine Months Ended
September 30,
2023 2022
Operating activities
Net income $ 341,205 $ 206,234
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 340,779 313,688
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments 9,193 8,588
Noncash share-based compensation 20,748 23,728
Equity in net income of unconsolidated joint ventures (1,581) (3,135)
Return on investment from unconsolidated joint ventures 1,788 4,777
Gain on sale and impairment of single-family properties and other, net (180,752) (79,052)
Other changes in operating assets and liabilities:
Rent and other receivables (8,206) (10,789)
Prepaid expenses and other assets (3,606) 3,572
Deferred leasing costs (2,368) (1,868)
Accounts payable and accrued expenses 104,670 134,237
Amounts due from related parties 1,504 (3,192)
Net cash provided by operating activities 623,374 596,788
Investing activities
Cash paid for single-family properties (5,862) (582,442)
Change in escrow deposits for purchase of single-family properties 2,808 8,492
Net proceeds received from sales of single-family properties and other 384,343 163,295
Proceeds received from storm-related insurance claims 2,185 1,981
Proceeds from notes receivable related to the sale of properties 663 34,014
Investment in unconsolidated joint ventures (12,519) (17,308)
Distributions from joint ventures 34,352 58,160
Renovations to single-family properties (23,886) (80,612)
Recurring and other capital expenditures for single-family properties (106,372) (98,763)
Cash paid for development activity (708,823) (707,764)
Cash paid for deposits on land option contracts (1,142) (10,686)
Other investing activities (31,063) (36,021)
Net cash used for investing activities (465,316) (1,267,654)
Financing activities
Proceeds from issuance of Class A common shares 298,372 561,472
Payments of Class A common share issuance costs — (200)
Redemption of perpetual preferred shares — (155,000)
Proceeds from issuances under share-based compensation plans 4,453 3,323
Payments related to tax withholding for share-based compensation (3,842) (4,811)
Payments on asset-backed securitizations (18,533) (16,884)
Proceeds from revolving credit facility — 490,000
Payments on revolving credit facility (130,000) (840,000)
Proceeds from unsecured senior notes, net of discount — 876,813
Proceeds from liabilities related to consolidated land not owned — 60,217
Distributions to noncontrolling interests (33,774) (27,612)
Distributions to common shareholders (239,589) (188,689)
Distributions to preferred shareholders (10,458) (13,595)
Deferred financing costs paid — (8,215)
Net cash (used for) provided by financing activities (133,371) 736,819
Net increase in cash, cash equivalents and restricted cash 24,687 65,953
Cash, cash equivalents and restricted cash, beginning of period (see Note 3) 217,960 191,767
Cash, cash equivalents and restricted cash, end of period (see Note 3) $ 242,647 $ 257,720

thousands, except unit data)

~~American Homes 4 Rent~~

~~Condensed Consolidated Statements of Cash Flows (continued)~~

~~(Amounts in thousands)~~

~~(Unaudited)~~

For the Nine Months Ended
September 30,
2023 2022
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized $ (102,920) $ (89,400)
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures $ 84,224 $ 65,586
Transfers of completed homebuilding deliveries to properties 514,180 335,684
Property and land contributions to unconsolidated joint ventures (33,385) (35,849)
Property and land distributions from unconsolidated joint ventures — 8,397
Noncash right-of-use assets obtained in exchange for operating lease liabilities 551 3,885
Accrued distributions to affiliates 1,083 337
Accrued distributions to non-affiliates 138 114


	March 31, 2024		December 31, 2023
	(Unaudited)
Assets
Single-family properties:
Land	$	2,248,041	$	2,234,301
Buildings and improvements	10,775,882		10,651,388
Single-family properties in operation	13,023,923		12,885,689
Less: accumulated depreciation	(2,806,637)		(2,719,970)
Single-family properties in operation, net	10,217,286		10,165,719
Single-family properties under development and development land	1,359,339		1,409,424
Single-family properties and land held for sale, net	229,431		182,082
Total real estate assets, net	11,806,056		11,757,225
Cash and cash equivalents	124,826		59,385
Restricted cash	158,465		162,476
Rent and other receivables	44,752		42,823
Escrow deposits, prepaid expenses and other assets	392,147		406,138
Investments in unconsolidated joint ventures	114,567		114,198
Amounts due from affiliates	—		25,666
Goodwill	120,279		120,279
Total assets	$	12,761,092	$	12,688,190

Liabilities
Revolving credit facility	$	—	$	90,000
Asset-backed securitizations, net	1,407,380		1,871,421
Unsecured senior notes, net	3,095,733		2,500,226
Accounts payable and accrued expenses	553,248		573,660

Total liabilities	5,056,361		5,035,307

Commitments and contingencies (see Note 15)

Capital
Partners’ capital:
General partner:
Common units (366,322,046 and 364,931,506 units issued and outstanding at March 31, 2024 and December 31, 2023, respectively)	6,794,868		6,744,841
Preferred units (9,200,000 units issued and outstanding at March 31, 2024 and December 31, 2023)	221,840		221,840
Limited partner:
Common units (51,376,980 units issued and outstanding at March 31, 2024 and December 31, 2023)	687,202		685,240
Accumulated other comprehensive income	821		962
Total capital	7,704,731		7,652,883

Total liabilities and capital	$	12,761,092	$	12,688,190

The accompanying notes are an integral part of these condensed consolidated financial statements.

~~American Homes 4 Rent, L.P.~~

~~Condensed Consolidated Balance Sheets~~

~~(Amounts in thousands, except unit data)~~

September 30, 2023 December 31, 2022
(Unaudited)
Assets
Single-family properties:
Land $ 2,225,477 $ 2,197,233
Buildings and improvements 10,545,835 10,127,891
Single-family properties in operation 12,771,312 12,325,124
Less: accumulated depreciation (2,639,127) (2,386,452)
Single-family properties in operation, net 10,132,185 9,938,672
Single-family properties under development and development land 1,334,992 1,187,221
Single-family properties and land held for sale, net 160,328 198,716
Total real estate assets, net 11,627,505 11,324,609
Cash and cash equivalents 69,514 69,155
Restricted cash 173,133 148,805
Rent and other receivables 53,773 47,752
Escrow deposits, prepaid expenses and other assets 372,157 331,446
Investments in unconsolidated joint ventures 117,350 107,347
Amounts due from affiliates 25,666 25,666
Goodwill 120,279 120,279
Total assets $ 12,559,377 $ 12,175,059
Liabilities
Revolving credit facility $ — $ 130,000
Asset-backed securitizations, net 1,876,087 1,890,842
Unsecured senior notes, net 2,498,959 2,495,156
Accounts payable and accrued expenses 633,795 484,403
Total liabilities 5,008,841 5,000,401
Commitments and contingencies (see Note 15)
Capital
Partners’ capital:
General partner:
Common units (362,055,923 and 353,516,901 units issued and outstanding at September 30, 2023 and December 31, 2022, respectively) 6,641,885 6,272,815
Preferred units (9,200,000 units issued and outstanding at September 30, 2023 and December 31, 2022) 221,840 221,840
Limited partner:
Common units (51,376,980 units issued and outstanding at September 30, 2023 and December 31, 2022) 685,708 678,477
Accumulated other comprehensive income 1,103 1,526
Total capital 7,550,536 7,174,658
Total liabilities and capital $ 12,559,377 $ 12,175,059

~~The accompanying notes are an integral part of these condensed consolidated financial statements.~~

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Operations

(Amounts in thousands, except unit and per unit data)

(Unaudited)


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		2024
		2024
		2024
Rents and other single-family property revenues
Rents and other single-family property revenues
Rents and other single-family property revenues	Rents and other single-family property revenues	$	421,697	$	391,627	$	1,214,948	$	1,109,608

Expenses:	Expenses:

Expenses:

Expenses:
Property operating expenses
Property operating expenses
Property operating expenses	Property operating expenses	167,041		152,065		456,662		414,978
Property management expenses	Property management expenses	30,785		29,739		92,251		84,541
Property management expenses
Property management expenses
General and administrative expense
General and administrative expense
General and administrative expense	General and administrative expense	18,336		16,986		56,128		53,115
Interest expense	Interest expense	34,381		36,254		105,107		98,622
Interest expense
Interest expense
Acquisition and other transaction costs
Acquisition and other transaction costs
Acquisition and other transaction costs	Acquisition and other transaction costs	3,399		4,482		12,650		18,114
Depreciation and amortization	Depreciation and amortization	114,863		109,319		340,779		313,688
Hurricane-related charges, net		—		6,133		—		6,133
Depreciation and amortization
Depreciation and amortization

Total expenses

Total expenses

Total expenses	Total expenses	368,805		354,978		1,063,577		989,191

Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	33,335		24,197		180,752		79,052

Gain on sale and impairment of single-family properties and other, net

Gain on sale and impairment of single-family properties and other, net
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Other income and expense, net	Other income and expense, net	1,865		819		9,082		6,765
Other income and expense, net
Other income and expense, net

Net income

Net income

Net income	Net income	88,092		61,665		341,205		206,234

Preferred distributions	Preferred distributions	3,486		3,486		10,458		13,595
Redemption of perpetual preferred units		—		—		—		5,276

Preferred distributions

Preferred distributions

Net income attributable to common unitholders

Net income attributable to common unitholders

Net income attributable to common unitholders	Net income attributable to common unitholders	$	84,606	$	58,179	$	330,747	$	187,363

Weighted-average common units outstanding:	Weighted-average common units outstanding:

Weighted-average common units outstanding:

Weighted-average common units outstanding:
Basic	Basic	413,803,253		400,321,035		413,042,416		399,107,559
Basic
Basic
Diluted
Diluted
Diluted	Diluted	414,301,912		400,721,521		413,498,108		399,659,975

Net income attributable to common unitholders per unit:	Net income attributable to common unitholders per unit:

Net income attributable to common unitholders per unit:

Net income attributable to common unitholders per unit:
Basic
Basic
Basic	Basic	$	0.20	$	0.14	$	0.80	$	0.47
Diluted	Diluted	$	0.20	$	0.14	$	0.80	$	0.47
Diluted
Diluted

The accompanying notes are an integral part of these condensed consolidated financial statements.

119

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Comprehensive Income

(Amounts in thousands)

(Unaudited)


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		2024
		2024
		2024
Net income
Net income
Net income	Net income	$	88,092	$	61,665	$	341,205	$	206,234
Other comprehensive loss:	Other comprehensive loss:
Other comprehensive loss:
Other comprehensive loss:
Cash flow hedging instruments:
Cash flow hedging instruments:
Cash flow hedging instruments:	Cash flow hedging instruments:

Reclassification adjustment for amortization of interest expense included in net income	Reclassification adjustment for amortization of interest expense included in net income	(142)		(141)		(423)		(423)

Reclassification adjustment for amortization of interest expense included in net income

Reclassification adjustment for amortization of interest expense included in net income
Other comprehensive loss
Other comprehensive loss
Other comprehensive loss	Other comprehensive loss	(142)		(141)		(423)		(423)
Comprehensive income	Comprehensive income	87,950		61,524		340,782		205,811
Comprehensive income
Comprehensive income
Preferred distributions	Preferred distributions	3,486		3,486		10,458		13,595
Redemption of perpetual preferred units		—		—		—		5,276
Preferred distributions
Preferred distributions

Comprehensive income attributable to common unitholders	Comprehensive income attributable to common unitholders	$	84,464	$	58,038	$	330,324	$	186,940

Comprehensive income attributable to common unitholders

Comprehensive income attributable to common unitholders

The accompanying notes are an integral part of these condensed consolidated financial statements.

1210

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Capital

(Amounts in thousands, except unit and per unit data)

(Unaudited)


	General Partner																							General Partner	Limited Partners	Accumulated other comprehensive income	Total capital
	Common capital
		Number of units
		Number of units
		Number of units
Balances at December 31, 2022
Balances at December 31, 2022
Balances at December 31, 2022
Share-based compensation
Common units issued under share-based compensation plans, net of units withheld for employee taxes
Issuance of Class A common units

Distributions to capital holders:
Distributions to capital holders:
Distributions to capital holders:
Preferred units (Note 10)
Preferred units (Note 10)
Preferred units (Note 10)
Common units ($0.22 per unit)

Net income
Net income
Net income
Total other comprehensive loss
Balances at March 31, 2023

		General Partner							Limited Partners					Accumulated other comprehensive income				Total capital
		Common capital			Preferred capital amount				Common capital
		Number of units	Amount				Number of units			Amount			Accumulated other comprehensive income
Balances at December 31, 2021		337,997,791	$	5,686,193			$	371,564		51,376,980						$	678,582			$	2,090	$	6,738,429
Share-based compensation		—	7,405		—				—		—					—		7,405
Common units issued under share-based compensation plans, net of units withheld for employee taxes		280,172	(2,619)		—				—		—			—				(2,619)
Issuance of Class A common units, net of offering costs of $200		10,000,000	375,640		—				—		—			—				375,640

Distributions to capital holders:
Preferred units (Note 10)		—	—		(5,763)				—		��			—				(5,763)
Common units ($0.18 per unit)		—	(62,938)		—				—		(9,248)			—				(72,186)

Net income		—	55,939		5,763				—		8,312			—				70,014
Total other comprehensive loss		—	—		—				—		—			(141)				(141)
Balances at March 31, 2022		348,277,963	$	6,059,620	$	371,564			51,376,980		$	677,646		$	1,949			$	7,110,779
Share-based compensation		—	10,643		—				—		—			—				10,643
Common units issued under share-based compensation plans, net of units withheld for employee taxes		53,606	55		—				—		—			—				55

Redemption of Series F perpetual preferred units		—	(5,276)		(149,724)				—		—			—				(155,000)
Distributions to capital holders:
Preferred units (Note 10)		—	—		(4,346)				—		—			—				(4,346)
Common units ($0.18 per unit)		—	(63,036)		—				—		(9,248)			—				(72,284)
Net income		—	61,866		4,346				—		8,343			—				74,555
Total other comprehensive loss		—	—		—				—		—			(141)				(141)
Balances at June 30, 2022		348,331,569	$	6,063,872	$	221,840			51,376,980		$	676,741		$	1,808			$	6,964,261
Share-based compensation		—	5,680		—				—		—			—				5,680
Common units issued under share-based compensation plans, net of units withheld for employee taxes		112,966	1,076		—				—		—			—				1,076
Issuance of Class A common units		5,000,000	185,632		—				—		—			—				185,632
Distributions to capital holders:
Preferred units (Note 10)		—	—		(3,486)				—		—			—				(3,486)
Common units ($0.18 per unit)		—	(63,004)		—				—		(9,248)			—				(72,252)
Net income		—	50,715		3,486				—		7,464			—				61,665
Total other comprehensive loss		—	—		—				—		—			(141)				(141)
Balances at September 30, 2022		353,444,535	$	6,243,971	$	221,840			51,376,980		$	674,957		$	1,667			$	7,142,435

1311

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Capital (continued)

(Amounts in thousands, except unit and per unit data)

(Unaudited)


	General Partner
	General Partner
	General Partner
	Common capital
	Common capital
	Common capital
	Number of units
	Number of units
	Number of units
Balances at December 31, 2023
Balances at December 31, 2023
Balances at December 31, 2023
Share-based compensation
Share-based compensation
Share-based compensation
Common units issued under share-based compensation plans, net of units withheld for employee taxes
Common units issued under share-based compensation plans, net of units withheld for employee taxes
Common units issued under share-based compensation plans, net of units withheld for employee taxes
Issuance of Class A common units, net of offering costs of $34
Issuance of Class A common units, net of offering costs of $34
Issuance of Class A common units, net of offering costs of $34

Distributions to capital holders:

Distributions to capital holders:

Distributions to capital holders:
Preferred units (Note 10)
Preferred units (Note 10)
Preferred units (Note 10)
Common units ($0.26 per unit)
Common units ($0.26 per unit)
Common units ($0.26 per unit)
Net income
Net income
Net income
Total other comprehensive loss
Total other comprehensive loss
Total other comprehensive loss
Balances at March 31, 2024
Balances at March 31, 2024
Balances at March 31, 2024

	General Partner							Limited Partners					Accumulated other comprehensive income			Total capital
	Common capital			Preferred capital amount				Common capital
	Number of units	Amount				Number of units			Amount			Accumulated other comprehensive income			Total capital
Balances at December 31, 2022	353,516,901	$	6,272,815			$	221,840		51,376,980									$	678,477	$	1,526	$	7,174,658
Share-based compensation	—	5,824		—				—		—						—		5,824
Common units issued under share-based compensation plans, net of units withheld for employee taxes	264,466	(3,742)		—				—		—			—			(3,742)
Issuance of Class A common units	8,000,000	298,372		—				—		—			—			298,372

Distributions to capital holders:
Preferred units (Note 10)	—	—		(3,486)				—		—			—			(3,486)
Common units ($0.22 per unit)	—	(79,977)		—				—		(11,303)			—			(91,280)
Net income	—	117,465		3,486				—		16,748			—			137,699
Total other comprehensive loss	—	—		—				—		—			(141)			(141)
Balances at March 31, 2023	361,781,367	$	6,610,757	$	221,840			51,376,980		$	683,922		$	1,385		$	7,517,904
Share-based compensation	—	8,508		—				—		—			—			8,508
Common units issued under share-based compensation plans, net of units withheld for employee taxes	219,400	3,508		—				—		—			—			3,508

Distributions to capital holders:
Preferred units (Note 10)	—	—		(3,486)				—		—			—			(3,486)
Common units ($0.22 per unit)	—	(80,160)		—				—		(11,303)			—			(91,463)
Net income	—	98,029		3,486				—		13,899			—			115,414
Total other comprehensive loss	—	—		—				—		—			(140)			(140)
Balances at June 30, 2023	362,000,767	$	6,640,642	$	221,840			51,376,980		$	686,518		$	1,245		$	7,550,245
Share-based compensation	—	6,416		—				—		—			—			6,416
Common units issued under share-based compensation plans, net of units withheld for employee taxes	55,156	845		—				—		—			—			845

Distributions to capital holders:
Preferred units (Note 10)	—	—		(3,486)				—		—			—			(3,486)
Common units ($0.22 per unit)	—	(80,131)		—				—		(11,303)			—			(91,434)
Net income	—	74,113		3,486				—		10,493			—			88,092
Total other comprehensive loss	—	—		—				—		—			(142)			(142)
Balances at September 30, 2023	362,055,923	$	6,641,885	$	221,840			51,376,980		$	685,708		$	1,103		$	7,550,536

The accompanying notes are an integral part of these condensed consolidated financial statements.

1412

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)


		For the Nine Months Ended September 30,
		2023		2022
	For the Three Months Ended March 31,						For the Three Months Ended March 31,
	2024					2024		2023
Operating activities	Operating activities
Net income	Net income	$	341,205	$	206,234
Net income
Net income
Adjustments to reconcile net income to net cash provided by operating activities:	Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
Depreciation and amortization
Depreciation and amortization	Depreciation and amortization	340,779		313,688
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments	Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments	9,193		8,588
Noncash share-based compensation	Noncash share-based compensation	20,748		23,728

Loss on early extinguishment of debt
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Equity in net loss (income) of unconsolidated joint ventures

Equity in net income of unconsolidated joint ventures		(1,581)		(3,135)
Return on investment from unconsolidated joint ventures		1,788		4,777
Gain on sale and impairment of single-family properties and other, net
Gain on sale and impairment of single-family properties and other, net
Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	(180,752)		(79,052)
Other changes in operating assets and liabilities:	Other changes in operating assets and liabilities:
Rent and other receivables
Rent and other receivables
Rent and other receivables	Rent and other receivables	(8,206)		(10,789)
Prepaid expenses and other assets	Prepaid expenses and other assets	(3,606)		3,572
Deferred leasing costs	Deferred leasing costs	(2,368)		(1,868)
Accounts payable and accrued expenses	Accounts payable and accrued expenses	104,670		134,237
Amounts due from related parties	Amounts due from related parties	1,504		(3,192)
Net cash provided by operating activities	Net cash provided by operating activities	623,374		596,788

Investing activities	Investing activities
Investing activities
Investing activities
Cash paid for single-family properties
Cash paid for single-family properties
Cash paid for single-family properties	Cash paid for single-family properties	(5,862)		(582,442)
Change in escrow deposits for purchase of single-family properties	Change in escrow deposits for purchase of single-family properties	2,808		8,492
Net proceeds received from sales of single-family properties and other	Net proceeds received from sales of single-family properties and other	384,343		163,295
Proceeds received from storm-related insurance claims		2,185		1,981

Proceeds from notes receivable related to the sale of properties
Proceeds from notes receivable related to the sale of properties
Proceeds from notes receivable related to the sale of properties	Proceeds from notes receivable related to the sale of properties	663		34,014
Investment in unconsolidated joint ventures	Investment in unconsolidated joint ventures	(12,519)		(17,308)
Distributions from joint ventures	Distributions from joint ventures	34,352		58,160
Renovations to single-family properties	Renovations to single-family properties	(23,886)		(80,612)
Recurring and other capital expenditures for single-family properties	Recurring and other capital expenditures for single-family properties	(106,372)		(98,763)
Cash paid for development activity	Cash paid for development activity	(708,823)		(707,764)
Cash paid for deposits on land option contracts		(1,142)		(10,686)
Proceeds from repayment of loan from affiliate
Other investing activities	Other investing activities	(31,063)		(36,021)
Net cash used for investing activities	Net cash used for investing activities	(465,316)		(1,267,654)

Financing activities	Financing activities
Financing activities
Financing activities
Proceeds from issuance of Class A common units
Proceeds from issuance of Class A common units
Proceeds from issuance of Class A common units	Proceeds from issuance of Class A common units	298,372		561,472
Payments of Class A common unit issuance costs	Payments of Class A common unit issuance costs	—		(200)
Redemption of perpetual preferred units		—		(155,000)

Proceeds from issuances under share-based compensation plans

Proceeds from issuances under share-based compensation plans

Proceeds from issuances under share-based compensation plans	Proceeds from issuances under share-based compensation plans	4,453		3,323
Payments related to tax withholding for share-based compensation	Payments related to tax withholding for share-based compensation	(3,842)		(4,811)

Payments on asset-backed securitizations	Payments on asset-backed securitizations	(18,533)		(16,884)
Proceeds from revolving credit facility		—		490,000
Payments on asset-backed securitizations
Payments on asset-backed securitizations

Payments on revolving credit facility
Payments on revolving credit facility
Payments on revolving credit facility	Payments on revolving credit facility	(130,000)		(840,000)
Proceeds from unsecured senior notes, net of discount	Proceeds from unsecured senior notes, net of discount	—		876,813

Proceeds from liabilities related to consolidated land not owned		—		60,217
Payments related to liabilities to repurchase consolidated land not owned
Payments related to liabilities to repurchase consolidated land not owned
Payments related to liabilities to repurchase consolidated land not owned
Distributions to common unitholders	Distributions to common unitholders	(273,363)		(216,301)
Distributions to preferred unitholders	Distributions to preferred unitholders	(10,458)		(13,595)
Deferred financing costs paid	Deferred financing costs paid	—		(8,215)
Net cash (used for) provided by financing activities	Net cash (used for) provided by financing activities	(133,371)		736,819

Net increase in cash, cash equivalents and restricted cash	Net increase in cash, cash equivalents and restricted cash	24,687		65,953
Net increase in cash, cash equivalents and restricted cash
Net increase in cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	217,960		191,767
Cash, cash equivalents and restricted cash, end of period (see Note 3)	Cash, cash equivalents and restricted cash, end of period (see Note 3)	$	242,647	$	257,720

1513

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Cash Flows (continued)

(Amounts in thousands)

(Unaudited)


	For the Three Months Ended March 31,						For the Three Months Ended March 31,
	2024					2024		2023
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized
Cash payments for interest, net of amounts capitalized
Cash payments for interest, net of amounts capitalized

Supplemental schedule of noncash investing and financing activities
Supplemental schedule of noncash investing and financing activities
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures
Accrued property renovations and development expenditures
Accrued property renovations and development expenditures
Transfers of completed homebuilding deliveries to properties
Property and land contributions to unconsolidated joint ventures

		For the Nine Months Ended September 30,
		2023		2022
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized		$	(102,920)	$	(89,400)
Accrued distributions to affiliates

Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures		$	84,224	$	65,586
Transfers of completed homebuilding deliveries to properties		514,180		335,684
Property and land contributions to unconsolidated joint ventures		(33,385)		(35,849)
Property and land distributions from unconsolidated joint ventures		—		8,397

Noncash right-of-use assets obtained in exchange for operating lease liabilities		551		3,885
Accrued distributions to affiliates

Accrued distributions to affiliates	Accrued distributions to affiliates	1,083		337
Accrued distributions to non-affiliates	Accrued distributions to non-affiliates	138		114

The accompanying notes are an integral part of these condensed consolidated financial statements.

1614

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Unaudited Condensed Consolidated Financial Statements

Note 1. Organization and Operations

American Homes 4 Rent (“AMH” or the “General Partner”) is an internally managed Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and managing single-family homes as rental properties. American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of its business and owns, directly or through subsidiaries, substantially all of its assets. References to the “Company,” “we,” “our” and “us” mean collectively AMH, the Operating Partnership and those entities/subsidiaries owned or controlled by AMH and/or the Operating Partnership. As of ~~September 30, 2023,~~March 31, 2024, the Company held ~~59,092~~59,343 single-family properties in 21 states, including ~~700~~728 properties classified as held for sale.

AMH is the general partner of, and as of ~~September 30, 2023~~March 31, 2024 owned approximately ~~87.6%~~87.7% of the common partnership interest in, the Operating Partnership. The remaining ~~12.4%~~12.3% of the common partnership interest was owned by limited partners. As the sole general partner of the Operating Partnership, AMH has exclusive control of the Operating Partnership’s day-to-day management. The Company’s management operates AMH and the Operating Partnership as one business, and the management of AMH consists of the same members as the management of the Operating Partnership. AMH’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AMH is its partnership interest in the Operating Partnership. As a result, AMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership iswas $25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by ~~AMH.~~AMH in connection with the Operating Partnership’s AMH 2014-SFR2 securitization debt offering. The asset-backed securitization certificates ~~are~~were recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating ~~Partnership.~~Partnership prior to the Operating Partnership’s payoff of the AMH 2014-SFR2 securitization during the three months ended March 31, 2024 (see Note 8. Debt). AMH contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AMH receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one-for-one basis. Except for net proceeds from equity issuances by AMH, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.

Note 2. Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to SEC rules and regulations. Accordingly, the condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2022.~~2023. Any references in this report to the number of properties is outside the scope of our independent registered public accounting firm’s review of our financial statements, in accordance with the standards of the Public Company Accounting Oversight Board. In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair statement of the condensed consolidated financial statements for the interim periods have been made. The operating results for interim periods are not necessarily indicative of results for other interim periods or the full year. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

1715

Principles of Consolidation

The condensed consolidated financial statements present the accounts of both (i) the Company, which include AMH, the Operating Partnership and their consolidated subsidiaries, and (ii) the Operating Partnership, which include the Operating Partnership and its consolidated subsidiaries. Intercompany accounts and transactions have been eliminated.

The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) in accordance with Accounting Standards Codification (“ASC”) 810, Consolidation (“ASC 810”), when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. Entities that are not VIEs and for which the Company owns an interest and has the ability to exercise significant influence but does not control are accounted for under the equity method of accounting as an investment in an unconsolidated entity and are included in investments in unconsolidated joint ventures within the condensed consolidated balance sheets.

The Company consolidates VIEs in accordance with ASC 810 if it is the primary beneficiary of the VIE as determined by its power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE. The Company holds investments in venture capital funds and deposits with land banking entities that we determined are VIEs. As the Company does not control the activities that most significantly impact the economic performance of these entities, the Company was deemed not to be the primary beneficiary and therefore did not consolidate the entities.

The investments in the unconsolidated venture capital funds are accounted for under the equity method of accounting and included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. As of ~~September 30,~~March 31, 2024 and December 31, 2023, the carrying value of the investments in these venture capital funds was ~~$13.3~~$12.7 million and $13.0 million, respectively, and the Company’s maximum exposure to loss was ~~$16.1~~$15.4 million and $15.6 million, respectively, which includes all future capital funding requirements.

The deposits with land banking entities are held at cost and included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. As of ~~September 30,~~both March 31, 2024 and December 31, 2023, the carrying value of the deposits with land banking entities and the Company’s maximum exposure to loss was $15.7 million.

Recent Accounting Pronouncements Not Yet Effective

In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU will require public entities to disclose significant segment expenses and other segment items and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Public entities with a single reportable segment will also be required to provide the new disclosures and all the disclosures required under ASC 280. The guidance is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments in this ASU should be applied retrospectively to all periods presented unless it is impracticable to do so. The Company is currently assessing the impact of the guidance on its financial statements.

Note 3. Cash, Cash Equivalents and Restricted Cash

Restricted cash primarily consists of funds held related to resident security deposits, cash reserves in accordance with certain loan agreements and funds held in the custody of our transfer agent for the payment of distributions. Funds held related to resident security deposits are restricted during the term of the related lease agreement, which is generally one year. Cash reserved in connection with lender requirements is restricted during the term of the related debt instrument.

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


		September 30,				December 31,
		2023		2022		2022		2021
	March 31,										March 31,			December 31,
	2024									2024		2023	2023		2022
Cash and cash equivalents	Cash and cash equivalents	$	69,514	$	97,244	$	69,155	$	48,198
Restricted cash	Restricted cash	173,133		160,476		148,805		143,569
Total cash, cash equivalents and restricted cash	Total cash, cash equivalents and restricted cash	$	242,647	$	257,720	$	217,960	$	191,767

1816

Note 4. Real Estate Assets, Net

The net book values of real estate assets consisted of the following as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands):


		September 30, 2023		December 31, 2022
	March 31, 2024					March 31, 2024	December 31, 2023
Occupied single-family properties	Occupied single-family properties	$	9,627,171	$	9,419,098
Single-family properties leased, not yet occupied	Single-family properties leased, not yet occupied	60,392		52,325
Single-family properties in turnover process	Single-family properties in turnover process	320,204		281,356
Single-family properties recently renovated or developed	Single-family properties recently renovated or developed	121,775		182,336
Single-family properties newly acquired and under renovation	Single-family properties newly acquired and under renovation	2,643		3,557
Single-family properties in operation, net	Single-family properties in operation, net	10,132,185		9,938,672
Development land	Development land	575,514		631,539
Single-family properties under development	Single-family properties under development	759,478		555,682
Single-family properties and land held for sale, net	Single-family properties and land held for sale, net	160,328		198,716
Total real estate assets, net	Total real estate assets, net	$	11,627,505	$	11,324,609

Depreciation expense related to single-family properties was ~~$109.6~~$110.3 million and ~~$105.1~~$107.8 million for the three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022, respectively, and $325.7 million and $301.9 million for the nine months ended September 30, 2023 and 2022,~~ respectively.

~~The following table summarizes~~During the ~~Company’s dispositions~~three months ended March 31, 2024 and 2023, the Company disposed of single-family properties and land for ~~the three~~aggregate net proceeds of $156.1 million and ~~nine months ended September 30, 2023~~$184.5 million, respectively, which resulted in an aggregate net gain on sale of $69.8 million and ~~2022 (amounts in thousands, except property data):~~

For the Three Months Ended
September 30, For the Nine Months Ended
September 30,
2023 2022 2023 2022
Single-family properties:
Properties sold 224 164 1,305 530
Net proceeds (1)
$ 71,664 $ 49,096 $ 382,043 $ 160,156
Net gain on sale $ 35,453 $ 24,501 $ 183,778 $ 82,193
Land:
Net proceeds $ 801 $ 1,197 $ 2,300 $ 3,139
Net gain on sale $ 195 $ 70 $ 364 $ 496

~~(1)Net proceeds are net~~$85.7 million, respectively, as a result of ~~deductions for working capital prorations.~~submarket analysis, as well as individual asset-level review.

Note 5. Rent and Other Receivables

Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties. Variable lease payments for tenant charge-backs were ~~$65.8~~$57.3 million and ~~$62.0~~$55.4 million for the three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022, respectively, and $167.0 million and $157.4 million for the nine months ended September 30, 2023 and 2022,~~ respectively. Variable lease payments for fees from single-family properties were $8.0 million and ~~$7.0~~$7.4 million for the three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022, respectively, and $22.9 million and $20.0 million for the nine months ended September 30, 2023 and 2022,~~ respectively.

The Company generally rents its single-family properties under non-cancelable lease agreements with a term of one year. The following table summarizes future minimum rental revenues under existing leases on our properties as of ~~September 30, 2023~~March 31, 2024 (amounts in thousands):


		September 30, 2023
Remaining 2023		$	310,113
2024		491,374
	March 31, 2024			March 31, 2024
Remaining 2024
2025	2025	12,764
2026	2026	26
2027	2027	26
2028
Thereafter	Thereafter	19
Total	Total	$	814,322

1917

As of September 30, 2023 and December 31, 2022, rent and other receivables included $1.9 million and $5.0 million, respectively, of insurance claims receivables related to Hurricane Ian and Winter Storm Elliott.

Note 6. Escrow Deposits, Prepaid Expenses and Other Assets

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands):


		September 30, 2023		December 31, 2022
	March 31, 2024					March 31, 2024	December 31, 2023
Escrow deposits, prepaid expenses and other
Consolidated land not owned	Consolidated land not owned	$	132,892	$	108,114
Escrow deposits, prepaid expenses and other		116,355		105,811
Commercial real estate, software, vehicles and FF&E, net	Commercial real estate, software, vehicles and FF&E, net	95,676		85,772
Operating lease right-of-use assets	Operating lease right-of-use assets	17,145		19,129
Deferred costs and other intangibles, net	Deferred costs and other intangibles, net	8,369		10,237
Notes receivable, net	Notes receivable, net	1,720		2,383
Total	Total	$	372,157	$	331,446

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was ~~$4.5~~$4.6 million and ~~$3.5~~$4.2 million for the three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022, respectively, and $12.9 million and $9.6 million for the nine months ended September 30, 2023 and 2022,~~ respectively.

Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net consisted of the following as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands):


		September 30, 2023		December 31, 2022		March 31, 2024	December 31, 2023
Deferred leasing costs	Deferred leasing costs	$	3,072	$	2,375
Deferred financing costs	Deferred financing costs	22,491		22,491

		25,563		24,866


Less: accumulated amortization	Less: accumulated amortization	(17,194)		(14,629)
Total	Total	$	8,369	$	10,237

Amortization expense related to deferred leasing costs was $0.8 million and $0.7 million for the three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022,~~ respectively, ~~and $2.2 million for both the nine months ended September 30, 2023 and 2022,~~ and is included in depreciation and amortization within the condensed consolidated statements of operations. Amortization of deferred financing costs related to our revolving credit facility was $0.7 million for both the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022, and $2.0 million and $2.1 million for the nine months ended September 30, 2023 and 2022, respectively,~~ and is included in gross interest, prior to interest capitalization (see Note 8. Debt).

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of ~~September 30, 2023~~March 31, 2024 for future periods (amounts in thousands):


		Deferred Leasing Costs		Deferred Financing Costs		Total
Remaining 2023		$	583	$	686	$	1,269
2024		864		2,730		3,594
		Deferred Leasing Costs
		Deferred Leasing Costs
		Deferred Leasing Costs						Deferred Financing Costs	Total
Remaining 2024
2025	2025	—		2,722		2,722
2026	2026	—		784		784

Total	Total	$	1,447	$	6,922	$	8,369

Total

Total

Note 7. Investments in Unconsolidated Joint Ventures

As of ~~September 30, 2023,~~March 31, 2024, the Company held 20% ownership interests in four unconsolidated joint ventures. In evaluating the Company’s 20% ownership interests in these joint ventures, we concluded that the joint ventures are not VIEs after applying the variable interest model and, therefore, we account for our interests in the joint ventures as investments in unconsolidated subsidiaries after applying the voting interest model using the equity method of accounting. Equity in net income (losses) of unconsolidated joint ventures is included in other income and expense, net within the condensed consolidated statements of operations.

The Company entered into a joint venture with (i) the Alaska Permanent Fund Corporation (the “Alaska JV”) during the second quarter of 2014 to invest in homes acquired through traditional acquisition channels, (ii) another leading institutional investor (the “Institutional Investor JV”) during the third quarter of 2018 to invest in newly constructed single-family rental homes and (iii) institutional investors advised by J.P. Morgan Asset Management ~~(“J.P. Morgan JV I”) during the first quarter of 2020~~ focused on constructing and operating newly built rental ~~homes. During~~homes during the first quarter of ~~2023, the parties to~~ 2020 (“J.P. Morgan JV ~~I agreed to reinvest proceeds from debt financing obtained in the first~~I”) and third quarter of ~~2022 (see below) to increase the size of the joint venture up to approximately $900.0 million. The changes do not impact the accounting treatment of the joint venture.~~

~~In July~~ 2023 ~~the Company entered into a $625 million second strategic joint venture with institutional investors advised by J.P. Morgan Asset Management~~ (“J.P. Morgan JV II”) focused on constructing and operating newly built rental homes. The Company holds a 20% ownership interest in the joint venture, which has an evergreen term. Additionally, the Company will earn fees for development and management services provided to the joint venture and have an opportunity to earn a promoted interest after construction and initial operation of the joint venture’s properties..

The following table summarizes our investments in unconsolidated joint ventures as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands, except percentages and property data):

Joint Venture Description % Ownership at
September 30, 2023 Completed Homes at
September 30, 2023 Balances at
September 30, 2023 Balances at
December 31, 2022
Alaska JV 20 % 223 $ 17,683 $ 18,890
Institutional Investor JV 20 % 1,015 15,655 16,567
J.P. Morgan JV I 20 % 1,698 75,776 71,890
J.P. Morgan JV II 20 % — 8,236 —
2,936 $ 117,350 $ 107,347


Joint Venture Description	% Ownership at March 31, 2024		Completed Homes at March 31, 2024	Balances at March 31, 2024		Balances at December 31, 2023
Alaska JV	20	%	216	$	15,243	$	14,973
Institutional Investor JV	20	%	1,015	14,587		15,163
J.P. Morgan JV I	20	%	1,773	75,304		75,735
J.P. Morgan JV II	20	%	—	9,433		8,327
			3,004	$	114,567	$	114,198

The Company provides various services to these joint ventures, which are considered to be related parties, including property management and development services and has opportunities to earn promoted interests. Management fee and development fee income from unconsolidated joint ventures was ~~$1.5~~$3.0 million and ~~$3.8~~$3.3 million for the three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022, respectively, and $7.7 million and $10.2 million for the nine months ended September 30, 2023 and 2022,~~ respectively, and is included in other income and expense, net within the condensed consolidated statements of operations. As a result of the Company’s management of these joint ventures, certain related party receivables and payables arise in the ordinary course of business and are included in escrow deposits, prepaid expenses and other assets or amounts payable to affiliates in the condensed consolidated balance sheets.

During the first quarter of 2022, the Company acquired 200 properties in a bulk transaction from the Institutional Investor JV for total consideration of $74.6 million, of which (i) $66.2 million was paid in cash and included in cash paid for single-family properties in the condensed consolidated statements of cash flows and (ii) $8.4 million was recorded as a noncash distribution resulting in a reduction to our equity method investment. The transaction was accounted for as an asset acquisition and resulted in a gain on sale at the Institutional Investor JV. Recognition of our pro rata portion of the gain on sale has been deferred by reducing the carrying value of the acquired properties in our condensed consolidated balance sheets.

~~During the first quarter of 2022,~~ J.P. Morgan JV I entered into a loan agreement to borrow up to a $375.0 million aggregate commitment. During the initial three-year term, the loan bears interest at the Secured Overnight Financing Rate (“SOFR”) plus a ~~1.5%~~1.50% margin and matures on January 28, 2025. The loan agreement provides for one one-year extension option that includes additional fees and interest. As of ~~September 30, 2023, the joint venture’s~~March 31, 2024, J.P. Morgan JV I’s loan had a $324.0 million outstanding principal balance.

During the third quarter of 2022, the Institutional Investor JV amended its existing loan agreement to increase borrowing capacity to $250.0 million. During the initial two-year term, the loan bears interest at SOFR plus a ~~2.4%~~2.40% margin and matures on July 1, 2024. The loan agreement provides for two one-year extension options that include additional fees and interest. As of ~~September 30, 2023,~~March 31, 2024, the ~~joint venture’s~~Institutional Investor JV’s loan had a $232.7 million outstanding principal balance.

The Company has provided customary non-recourse guarantees for the J.P. Morgan JV I and Institutional Investor JV loans that may become a liability for us upon a voluntary bankruptcy filing by the joint ventures or the occurrence of other actions such as fraud or a material misrepresentation by us or the joint ventures. To date, the guarantees have not been invoked, and we believe that the actions that would trigger a guarantee would generally be disadvantageous to the joint ventures and us and therefore are unlikely to occur. However, there can be no assurances that actions that could trigger the guarantee will not occur.

2119

Note 8. Debt

All of the Company’s indebtedness is debt of the Operating Partnership. AMH is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The following table presents the Company’s debt as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands):


				Outstanding Principal Balance						Outstanding Principal Balance
		Interest Rate (1)	Maturity Date	September 30, 2023		December 31, 2022		Interest Rate (1)	Maturity Date	March 31, 2024	December 31, 2023
AMH 2014-SFR2 securitization	AMH 2014-SFR2 securitization	4.42%	October 9, 2024	$	463,199	$	468,138
AMH 2014-SFR3 securitization	AMH 2014-SFR3 securitization	4.40%	December 9, 2024	478,612		482,964
AMH 2015-SFR1 securitization (2)	AMH 2015-SFR1 securitization (2)	4.14%	April 9, 2045	503,681		508,672
AMH 2015-SFR2 securitization (3)	AMH 2015-SFR2 securitization (3)	4.36%	October 9, 2045	437,603		441,854
Total asset-backed securitizations	Total asset-backed securitizations			1,883,095		1,901,628
2028 unsecured senior notes (4)	2028 unsecured senior notes (4)	4.08%	February 15, 2028	500,000		500,000
2029 unsecured senior notes	2029 unsecured senior notes	4.90%	February 15, 2029	400,000		400,000
2031 unsecured senior notes (5)	2031 unsecured senior notes (5)	2.46%	July 15, 2031	450,000		450,000
2032 unsecured senior notes	2032 unsecured senior notes	3.63%	April 15, 2032	600,000		600,000
2034 unsecured senior notes
2051 unsecured senior notes	2051 unsecured senior notes	3.38%	July 15, 2051	300,000		300,000
2052 unsecured senior notes	2052 unsecured senior notes	4.30%	April 15, 2052	300,000		300,000
Revolving credit facility (6)	Revolving credit facility (6)	6.31%	April 15, 2026	—		130,000
Total debt	Total debt			4,433,095		4,581,628
Unamortized discounts on unsecured senior notes	Unamortized discounts on unsecured senior notes			(33,759)		(36,099)
Deferred financing costs, net (7)	Deferred financing costs, net (7)			(24,290)		(29,531)
Total debt per balance sheet	Total debt per balance sheet			$	4,375,046	$	4,515,998

(1)Interest rates are rounded and as of ~~September 30, 2023.~~March 31, 2024. Unless otherwise stated, interest rates are fixed percentages.

(2)The AMH 2015-SFR1 securitization has an anticipated repayment date of April 9, 2025. If the securitization is not repaid by this date, the duration-adjusted weighted-average interest rate will increase by a minimum of 3.00%.

(3)The AMH 2015-SFR2 securitization has an anticipated repayment date of October 9, 2025. If the securitization is not repaid by this date, the duration-adjusted weighted-average interest rate will increase by a minimum of 3.00%.

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

(5)The stated interest rate on the 2031 unsecured senior notes is 2.38%, which was hedged to yield an interest rate of 2.46%.

(6)The revolving credit facility provides for a borrowing capacity of up to $1.25 billion and the maturity date includes two six-month extension periods. The Company had approximately $2.7 ~~million and $4.0~~ million committed to outstanding letters of credit that reduced our borrowing capacity as of ~~September 30, 2023~~both March 31, 2024 and December 31, ~~2022, respectively. During the second quarter of 2023, the Company amended its revolving credit facility in connection with the transition from the London Inter-Bank Offered Rate to the SOFR.~~2023. The revolving credit facility bears interest at SOFR, as adjusted for the Company’s SOFR spread, plus 0.90% as of ~~September 30, 2023.~~March 31, 2024.

(7)Deferred financing costs relate to our asset-backed securitizations and unsecured senior notes. Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $1.7 million ~~and $1.8 million~~ for both the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022, respectively, and $5.2 million and $5.1 million for the nine months ended September 30, 2023 and 2022, respectively,~~ and is included in gross interest, prior to interest capitalization.

Early Extinguishment of Debt

During the first quarter of 2024, the Operating Partnership paid off the $460.6 millionoutstanding principal on the AMH 2014-SFR2 securitization, which resulted in $1.0 million of charges related to the write-off of unamortized deferred financing costs and related legal fees and included in loss on early extinguishment of debt within the condensed consolidated statements of operations. The payoff of the AMH 2014-SFR2 securitization also resulted in the release of the 4,516 homes pledged as collateral and $10.3 million of cash restricted for lender requirements. The Company received $25.7 million from the payoff for its investment in the AMH 2014-SFR2 Class F asset-backed securitization certificates that were issued by the Operating Partnership and acquired by the Company in 2014 as part of the AMH 2014-SFR2 securitization debt offering. The Class F certificates were recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership prior to the payoff. See Note 14. Related Party Transactions.

Unsecured Senior Notes

During the first quarter of 2024, the Operating Partnership issued $600.0 million of 5.500% unsecured senior notes with a maturity date of February 1, 2034 (the “2034 Notes”), which carry a green bond designation and were issued under the Company’s green finance framework. Interest on the 2034 Notes is payable semi-annually in arrears on February 1 and August 1 of each year, commencing on August 1, 2024. The Operating Partnership received aggregate net proceeds of $595.5 million from this offering, after underwriting fees of $3.9 million and a $0.6 million discount, and before offering costs of $1.3 million. Pending full allocation of an amount equal to the net proceeds to finance new or existing projects meeting the eligibility criteria described in the prospectus

supplement related to the offering, the Operating Partnership used the net proceeds primarily to repay outstanding indebtedness, including the payoff of the AMH 2014-SFR2 securitization.

The 2034 Notes are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The indenture requires that we maintain certain financial covenants. The Operating Partnership may redeem the 2034 Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indenture. If the 2034 Notes are redeemed on or after November 1, 2033 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2034 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

Debt Maturities

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of ~~September 30, 2023~~March 31, 2024 (amounts in thousands):


		Debt Maturities
Remaining 2023		$	5,179
2024		949,510
	Debt Maturities			Debt Maturities
Remaining 2024
2025	2025	10,302
2026	2026	10,302
2027	2027	10,302
2028
Thereafter	Thereafter	3,447,500
Total debt	Total debt	$	4,433,095

Interest Expense

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes, and (ii) capitalized interest for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):






		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
Gross interest cost	Gross interest cost	$	48,551	$	49,115	$	146,098	$	138,037
Gross interest cost
Gross interest cost
Capitalized interest
Capitalized interest
Capitalized interest	Capitalized interest	(14,170)		(12,861)		(40,991)		(39,415)
Interest expense	Interest expense	$	34,381	$	36,254	$	105,107	$	98,622
Interest expense
Interest expense

Note 9. Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands):


		September 30, 2023		December 31, 2022
	March 31, 2024					March 31, 2024	December 31, 2023
Resident security deposits
Accrued property taxes	Accrued property taxes	$	165,391	$	51,586
Resident security deposits		121,796		119,386
Liability for consolidated land not owned
Accrued construction and maintenance liabilities	Accrued construction and maintenance liabilities	109,413		86,775
Liability for consolidated land not owned		94,251		69,434
Accrued interest	Accrued interest	33,120		40,126
Prepaid rent	Prepaid rent	24,050		26,922
Operating lease liabilities	Operating lease liabilities	18,815		20,755
Accounts payable	Accounts payable	6,068		5,719
Other accrued liabilities	Other accrued liabilities	60,891		63,700
Total	Total	$	633,795	$	484,403

Note 10. Shareholders’ Equity / Partners’ Capital

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

~~Class A Common Share Offering~~

During the first quarter of 2022, the Company completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, of which 10,000,000 shares were issued directly by the Company and 13,000,000 shares were offered on a forward basis at the request of the Company by the forward sellers. In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “January 2022 Forward Sale Agreements”) for these 13,000,000 shares which were accounted for in equity. The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis. During the third quarter of 2022, the Company issued and physically settled 5,000,000 Class A common shares under the January 2022 Forward Sale Agreements, receiving net proceeds of $185.6 million. During the first quarter of 2023, the Company issued and physically settled the remaining 8,000,000 Class A common shares under the January 2022 Forward Sale Agreements, receiving net proceeds of $298.4 million, which it used to repay indebtedness under its revolving credit facility and for general corporate purposes.21

At-the-Market Common Share Offering Program

improvement of properties in the Company’s portfolio. The ~~June~~ 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the three months ended March 31, 2024, the Company issued 932,746 Class A common shares under its 2023 At-the-Market Program, raising $33.7 million in gross proceeds before commissions and other expenses of approximately $0.5 million. As of ~~September 30, 2023, no~~March 31, 2024, 3,732,429 shares have been issued under the ~~June~~ 2023 At-the-Market Program and ~~$1.0 billion~~$864.3 million remained available for future share issuances.

During the first quarter of 2024, the Company entered into a forward sale agreement with the forward purchaser (the “March 2024 Forward Sale Agreement”), which is accounted for in equity, to offer 2,987,024 Class A common shares on a forward basis under its 2023 At-the-Market Program at the request of the Company by the forward seller. The Company expects to physically settle the March 2024 Forward Sale Agreement by the delivery of the Class A common shares and receive proceeds by February 28, 2025, although the Company has the right to elect settlement prior to that time subject to certain conditions. Although the Company expects to physically settle, the March 2024 Forward Sale Agreement allows the Company to cash or net-share settle all or a portion of its obligations. If the Company elects to cash or net share settle the March 2024 Forward Sale Agreement, the Company may not receive any proceeds, and may owe cash or Class A common shares to the forward purchaser in certain circumstances. The March 2024 Forward Sale Agreement is subject to early termination or settlement under certain circumstances. As of March 31, 2024, the Company has estimated net proceeds of approximately $108.6 million available from future settlement under the March 2024 Forward Sale Agreement, subject to adjustment in accordance with the forward sale transaction.

Share Repurchase Program

The Company’s board of trustees authorized the establishment of our share repurchase program for the repurchase of up to $300.0 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions. The program does not have an expiration date, but may be suspended or discontinued at any time without notice. All repurchased shares are constructively retired and returned to an authorized and unissued status. The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units. During the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022,~~ we did not repurchase and retire any of our Class A common shares or preferred shares. As of ~~September 30, 2023,~~March 31, 2024, we had a remaining repurchase authorization of up to $265.1 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares under the program.

Perpetual Preferred Shares

As of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, the Company had the following series of perpetual preferred shares outstanding (amounts in thousands, except share data):

September 30, 2023

December 31, 2022

March 31, 2024

December 31, 2023

Series

Issuance Date

Earliest Redemption Date

Dividend Rate

Outstanding Shares

Current Liquidation Value

Outstanding Shares

Current Liquidation Value

Series

Issuance Date

Earliest Redemption Date

Dividend Rate

Outstanding Shares

Current Liquidation Value

Outstanding Shares

Current Liquidation Value

Series G perpetual preferred shares

July 17, 2017

July 17, 2022

5.875

4,600,000

115,000

4,600,000

115,000

Series G perpetual preferred shares

Series H perpetual preferred shares

September 19, 2018

September 19, 2023

6.250

4,600,000

115,000

4,600,000

115,000

Total preferred shares

9,200,000

230,000

9,200,000

230,000

Distributions

The Company’s board of trustees declared the following distributions during the respective quarters. The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding OP units.

For the Three Months Ended
Security September 30,
2023 June 30,
2023 March 31,
2023 September 30,
2022 June 30,
2022 March 31,
2022
Class A and Class B common shares $ 0.22 $ 0.22 $ 0.22 $ 0.18 $ 0.18 $ 0.18
5.875% Series F perpetual preferred shares (1)
— — — — 0.14 0.37
5.875% Series G perpetual preferred shares 0.37 0.37 0.37 0.37 0.37 0.37
6.250% Series H perpetual preferred shares 0.39 0.39 0.39 0.39 0.39 0.39

~~(1)~~The 5.875% Series F perpetual preferred shares were redeemed on May 5, 2022 and the distributions for the three months ended June 30, 2022 represent the accrued and unpaid dividends paid to shareholders as part of the redemption.


	For the Three Months Ended
Security	March 31, 2024		March 31, 2023
Class A and Class B common shares	$	0.26	$	0.22




5.875% Series G perpetual preferred shares	0.37		0.37
6.250% Series H perpetual preferred shares	0.39		0.39

Noncontrolling Interest

Noncontrolling interest as reflected in the Company’s condensed consolidated balance sheets primarily consists of the interests held by former American Homes 4 Rent, LLC (“AH LLC”) members in units in the Operating Partnership. Former AH LLC members owned 50,779,990, or approximately ~~12.3% and 12.5%~~12.2%, of the total ~~413,432,903~~417,699,026 and ~~404,893,881~~416,308,486 Class A units in the Operating Partnership as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively. Noncontrolling interest also includes interests held by non-affiliates in Class A units in the Operating Partnership. Non-affiliate Class A unitholders owned 596,990, or approximately 0.1% ~~and 0.2%~~, of the total ~~413,432,903~~417,699,026 and ~~404,893,881~~416,308,486 Class A units in the Operating Partnership as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively. The OP units owned by former AH LLC members and non-affiliates are reflected as noncontrolling interest in the Company’s condensed consolidated balance sheets and limited partner capital in the Operating Partnership’s condensed consolidated balance sheets.

Note 11. Share-Based Compensation

2021 Equity Incentive Plan

The Company’s 2021 Equity Incentive Plan (the “2021 Plan”), which replaced the 2012 Equity Incentive Plan (the “2012 Plan”), provides for the issuance of Class A common shares through the grant of a variety of awards including stock options, stock

appreciation rights, restricted share units (“RSUs”), unrestricted shares, dividend equivalent rights and performance-based awards. When the Company issues Class A common shares under the 2012 Plan and 2021 Plan, the Operating Partnership issues an equivalent number of Class A units to AMH.

RSUs granted to employees during the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ generally vest over a three-year service period. ~~RSUs granted to non-management trustees during~~

During the ~~nine~~three months ended ~~September~~March 31, 2024, the Company announced that David P. Singelyn, the Company’s Chief Executive Officer, will retire effective December 31, 2024. In connection with Mr. Singelyn’s retirement, the Company and Mr. Singelyn entered into a Retirement and Award Agreement (the “Retirement Agreement”), which became effective February 21, 2024, pursuant to which Mr. Singelyn agreed to provide transition advisory services from his retirement until June 30, ~~2023~~2025 and ~~2022~~the Company granted him 46,070 RSUs on February 21, 2024 which cliff vest ~~over a one-year service period.~~on June 30, 2025 upon satisfaction of certain vesting conditions, including performance of his obligations under the Retirement Agreement. In addition, the Company granted Christopher C. Lau, the Company’s Chief Financial Officer, 143,968 RSUs on February 21, 2024 which cliff vest five years from the date of grant in connection with his appointment to the elevated role of Senior Executive Vice President.

Performance-based restricted share units (“PSUs”) granted to certain senior employees during the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ cliff vest at the end of a three-year service period based on satisfaction of performance conditions. The performance conditions of the PSUs are measured over the three-year performance period from January 1, 2024 through December 31, 2026 for PSUs granted during the three months ended March 31, 2024 and from January 1, 2023 through December 31, 2025 for PSUs granted during the ~~nine~~three months ended ~~September 30, 2023 and January 1, 2022 through December~~March 31, ~~2024 for PSUs granted during the nine months ended September 30, 2022.~~2023. A portion of the PSUs are based on (i) the achievement of relative total shareholder return compared to a specified peer group (the “TSR Awards”), and a portion are based on (ii) average annual growth in core funds from operations per share (the “Core FFO Awards”). The number of PSUs that may ultimately vest range from zero to 200% of the number of PSUs granted based on the level of achievement of these performance conditions. For the TSR Awards, grant date fair value was determined using a multifactor Monte Carlo model and the resulting compensation cost is amortized over the service period regardless of whether the performance condition is achieved. For the Core FFO Awards, fair value is based on the market value on the date of grant and compensation cost is recognized based on the probable achievement of the performance condition at each reporting period.

The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the ~~nine~~three months ended ~~September 30, 2023~~March 31, 2024 and ~~2022:~~2023:

For the Three Months Ended
March 31,

For the Nine Months Ended
September 30,

2023

2022

Options outstanding at beginning of period

730,550

824,300

Options outstanding at beginning of period

Granted

—

Exercised

(182,875)

(63,750)

Exercised

Forfeited

—

Options outstanding at end of period

547,675

760,550

Options outstanding at end of period

Options exercisable at end of period

547,675

755,550

Options exercisable at end of period

The following table summarizes RSU activity under the 2012 Plan and 2021 Plan for the ~~nine~~three months ended ~~September 30, 2023~~March 31, 2024 and ~~2022:~~2023:


		For the Nine Months Ended September 30,
	For the Three Months Ended March 31,					For the Three Months Ended March 31,
		2023	2022	2024	2023
RSUs outstanding at beginning of period	RSUs outstanding at beginning of period	1,024,722	1,050,599
Awarded		509,730	465,171
Granted
Vested	Vested	(417,616)	(439,331)
Forfeited	Forfeited	(23,998)	(37,045)
RSUs outstanding at end of period	RSUs outstanding at end of period	1,092,838	1,039,394

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023:


	For the Three Months Ended March 31,
	2024	2023
PSUs outstanding at beginning of period (1)	520,219	294,423
Granted (1)	254,157	227,033
Adjustment for performance achievement (2)	75,109	—
Vested	(167,428)	—
Forfeited (1)	—	(693)
PSUs outstanding at end of period (1)	682,057	520,763

(1)Represents target shares at grant date.

(2)Represents the difference between the number of target shares at grant date and the number of actual shares earned for the three-year performance period ended December 31, 2023, which was determined and ~~2022:~~

For the Nine Months Ended
September 30,
2023 2022
PSUs outstanding at beginning of period 294,423 92,319
Awarded 227,033 202,104
Vested — —
Forfeited (1,237) —
PSUs outstanding at end of period 520,219 294,423

settled during the three months ended March 31, 2024.

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


		For the Nine Months Ended September 30,
		2023	2022
	For the Three Months Ended March 31,							For the Three Months Ended March 31,
	2024					2024			2023
Expected term (years)	Expected term (years)	3.0	3.0	Expected term (years)	3.0		3.0
Dividend yield	Dividend yield	2.09%	1.03%	Dividend yield	2.44%		2.09%
Estimated volatility (1)	Estimated volatility (1)	27.45%	27.62%	Estimated volatility (1)	23.83%		27.45%
Risk-free interest rate	Risk-free interest rate	4.16%	1.39%	Risk-free interest rate	4.19%		4.16%

(1)Estimated volatility for the performance period is based on 50% historical volatility and 50% implied volatility.

2021 Employee Stock Purchase Plan

The 2021 Employee Stock Purchase Plan (the “2021 ESPP”) provides for the issuance of up to 3,000,000 Class A common shares and allows employees to acquire the Company’s Class A common shares through payroll deductions, subject to maximum purchase limitations, during six-month purchase periods. The purchase price for Class A common shares may be set at a maximum discount equal to 85% of the lower of the closing price of the Company’s Class A common shares on the first day or the last day of the applicable purchase period. The 2021 ESPP terminates in June 2031 or the date on which there are no longer any Class A common shares available for issuance. When the Company issues Class A common shares under the 2021 ESPP, the Operating Partnership issues an equivalent number of Class A units to AMH.

Share-Based Compensation Expense

The Company’s noncash share-based compensation expense relating to corporate administrative employees is included in general and administrative expense and the noncash share-based compensation expense relating to centralized and field property management employees is included in property management expenses. Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties is included in acquisition and other transaction costs. The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		2024
		2024
		2024
General and administrative expense
General and administrative expense
General and administrative expense	General and administrative expense	$	4,160	$	3,390	$	13,885	$	13,352
Property management expenses	Property management expenses	953		1,015		3,151		3,146
Property management expenses
Property management expenses
Acquisition and other transaction costs
Acquisition and other transaction costs
Acquisition and other transaction costs	Acquisition and other transaction costs	1,303		1,275		3,712		7,230
Total noncash share-based compensation expense	Total noncash share-based compensation expense	$	6,416	$	5,680	$	20,748	$	23,728
Total noncash share-based compensation expense
Total noncash share-based compensation expense

Note 12. Earnings per Share / Unit

American Homes 4 Rent

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands, except share and per share data):


		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,

		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
Numerator:	Numerator:
Numerator:
Numerator:
Net income
Net income
Net income	Net income	$	88,092	$	61,665	$	341,205	$	206,234
Less:	Less:
Less:
Less:
Noncontrolling interest
Noncontrolling interest
Noncontrolling interest	Noncontrolling interest	10,493		7,464		41,140		24,119
Dividends on preferred shares	Dividends on preferred shares	3,486		3,486		10,458		13,595
Redemption of perpetual preferred shares		—		—		—		5,276
Dividends on preferred shares
Dividends on preferred shares

Allocation to participating securities (1)	Allocation to participating securities (1)	238		188		854		583

Allocation to participating securities (1)

Allocation to participating securities (1)
Numerator for income per common share–basic and diluted
Numerator for income per common share–basic and diluted
Numerator for income per common share–basic and diluted	Numerator for income per common share–basic and diluted	$	73,875	$	50,527	$	288,753	$	162,661

Denominator:	Denominator:

Denominator:

Denominator:
Weighted-average common shares outstanding–basic
Weighted-average common shares outstanding–basic
Weighted-average common shares outstanding–basic	Weighted-average common shares outstanding–basic	362,426,273		348,944,055		361,665,436		347,730,579
Effect of dilutive securities:	Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)		498,659		400,486		455,692		552,416
Effect of dilutive securities:
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contract (2)
Share-based compensation plan and forward sale equity contract (2)
Share-based compensation plan and forward sale equity contract (2)
Weighted-average common shares outstanding–diluted (3)
Weighted-average common shares outstanding–diluted (3)
Weighted-average common shares outstanding–diluted (3)	Weighted-average common shares outstanding–diluted (3)	362,924,932		349,344,541		362,121,128		348,282,995

Net income per common share:	Net income per common share:

Net income per common share:

Net income per common share:
Basic
Basic
Basic	Basic	$	0.20	$	0.14	$	0.80	$	0.47
Diluted	Diluted	$	0.20	$	0.14	$	0.80	$	0.47
Diluted
Diluted

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

(2)Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options and vesting of PSUs ~~for the three and nine months ended September 30, 2023 and 2022 and the dilutive effect of forward sale equity contracts~~ under the treasury stock method for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2024 and 2023 and the dilutive effect of a forward sale equity contract under the treasury stock method for the three months ended March 31, 2024 (see Note 10. Shareholders’ Equity / Partners’ Capital).

(3)The effect of the potential conversion of OP units is not reflected in the computation of basic and diluted earnings per share, as they are exchangeable for Class A common shares on a one-for-one basis. The income allocable to the OP units is allocated on this same basis and reflected as noncontrolling interest in the accompanying condensed consolidated financial statements. As such, the assumed conversion of the OP units would have no net impact on the determination of diluted earnings per share.

2725

American Homes 4 Rent, L.P.

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands, except unit and per unit data):


		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,

		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022
Numerator:	Numerator:
Numerator:
Numerator:
Net income	Net income	$	88,092	$	61,665	$	341,205	$	206,234
Net income
Net income
Less:
Less:
Less:	Less:

Preferred distributions	Preferred distributions	3,486		3,486		10,458		13,595
Redemption of perpetual preferred units		—		—		—		5,276

Preferred distributions

Preferred distributions

Allocation to participating securities (1)	Allocation to participating securities (1)	238		188		854		583

Allocation to participating securities (1)

Allocation to participating securities (1)
Numerator for income per common unit–basic and diluted
Numerator for income per common unit–basic and diluted
Numerator for income per common unit–basic and diluted	Numerator for income per common unit–basic and diluted	$	84,368	$	57,991	$	329,893	$	186,780

Denominator:	Denominator:

Denominator:

Denominator:
Weighted-average common units outstanding–basic
Weighted-average common units outstanding–basic
Weighted-average common units outstanding–basic	Weighted-average common units outstanding–basic	413,803,253		400,321,035		413,042,416		399,107,559
Effect of dilutive securities:	Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)		498,659		400,486		455,692		552,416
Effect of dilutive securities:
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contract (2)
Share-based compensation plan and forward sale equity contract (2)
Share-based compensation plan and forward sale equity contract (2)
Weighted-average common units outstanding–diluted
Weighted-average common units outstanding–diluted
Weighted-average common units outstanding–diluted	Weighted-average common units outstanding–diluted	414,301,912		400,721,521		413,498,108		399,659,975

Net income per common unit:	Net income per common unit:

Net income per common unit:

Net income per common unit:
Basic
Basic
Basic	Basic	$	0.20	$	0.14	$	0.80	$	0.47
Diluted	Diluted	$	0.20	$	0.14	$	0.80	$	0.47
Diluted
Diluted

Note 13. Fair Value

The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses generally approximate fair value because of the short maturity of these amounts.

Our notes receivable are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs. We estimated the fair values of the notes receivable by modeling the expected contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. As the estimated current market rates were not substantially different from the discount rates originally applied, the carrying amount of notes receivable, net approximates fair value.

Our asset-backed securitizations and revolving credit facility are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs. We estimated the fair values of the asset-backed securitizations by modeling the contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. As our revolving credit facility bears interest at a floating rate based on an index plus a spread (see Note 8. Debt), management believes that the carrying value (excluding deferred financing costs) of the revolving credit facility reasonably approximates fair value. Our unsecured senior notes are financial instruments classified as Level 2 in the fair value hierarchy as their fair values were estimated using observable inputs based on the market value of the last trade at the end of the period.

2826

The following table displays the carrying values and fair values of our debt instruments as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (amounts in thousands):


		September 30, 2023				December 31, 2022
		Carrying Value		Fair Value		Carrying Value		Fair Value
	March 31, 2024										March 31, 2024			December 31, 2023
	Carrying Value									Carrying Value		Fair Value	Carrying Value		Fair Value
AMH 2014-SFR2 securitization	AMH 2014-SFR2 securitization	$	461,885	$	464,745	$	465,864	$	469,192
AMH 2014-SFR3 securitization	AMH 2014-SFR3 securitization	477,078		480,236		480,467		484,350
AMH 2015-SFR1 securitization	AMH 2015-SFR1 securitization	501,756		505,005		505,738		509,714
AMH 2015-SFR2 securitization	AMH 2015-SFR2 securitization	435,368		438,785		438,773		442,286
Total asset-backed securitizations	Total asset-backed securitizations	1,876,087		1,888,771		1,890,842		1,905,542
2028 unsecured senior notes, net	2028 unsecured senior notes, net	496,548		465,010		495,956		463,920
2029 unsecured senior notes, net	2029 unsecured senior notes, net	396,966		377,688		396,543		377,680
2031 unsecured senior notes, net	2031 unsecured senior notes, net	441,912		343,737		441,133		347,243
2032 unsecured senior notes, net	2032 unsecured senior notes, net	583,024		495,720		581,533		504,294
2034 unsecured senior notes, net
2051 unsecured senior notes, net	2051 unsecured senior notes, net	291,421��		180,378		291,189		189,750
2052 unsecured senior notes, net	2052 unsecured senior notes, net	289,088		217,014		288,802		221,922
Total unsecured senior notes, net	Total unsecured senior notes, net	2,498,959		2,079,547		2,495,156		2,104,809
Revolving credit facility	Revolving credit facility	—		—		130,000		130,000
Total debt	Total debt	$	4,375,046	$	3,968,318	$	4,515,998	$	4,140,351

Note 14. Related Party Transactions

As of ~~September 30, 2023~~both March 31, 2024 and December 31, ~~2022,~~2023, affiliates owned approximately ~~12.6% and 12.9%, respectively,~~12.5% of the Company’s outstanding Class A common shares. On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 Class A units as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022)~~2023) an approximate ~~23.5%~~23.2% and ~~23.9%~~23.3% interest as of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively.

As of ~~September 30, 2023 and~~ December 31, ~~2022,~~2023, the Operating Partnership had a receivable from affiliates of $25.7 million related to the asset-backed securitization certificates held by AMH, which iswas included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets. During the three months ended March 31, 2024, the Operating Partnership paid off the outstanding principal on the AMH 2014-SFR2 securitization which resulted in the settlement of the receivable from affiliates. See Note 8. Debt.

See Note 7. Investments in Unconsolidated Joint Ventures for a description of related party transactions between the Company and its unconsolidated joint ventures.

Note 15. Commitments and Contingencies

As of ~~September 30, 2023,~~March 31, 2024, the Company had commitments to acquire 439 single-family properties through our National Builder Program ~~and traditional acquisition channel~~ for an aggregate purchase price of ~~$10.5~~$2.1 million, as well as ~~$112.3~~$66.0 million in purchase commitments for land relating to our AMH Development Program, which includes certain land deals expected to close beyond twelve months when development is ready to commence. Purchase commitments exclude option contracts where we have acquired the right to purchase land for our AMH Development Program or single-family properties because the contracts do not contain provisions requiring our specific performance.

As of ~~September 30, 2023,~~March 31, 2024, the Company had sales in escrow for approximately 86192 of our single-family properties and ~~188~~168 of our land lots for an aggregate selling ~~prices~~price of ~~$57.9~~$76.1 million.

As of ~~September 30, 2023,~~March 31, 2024, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately ~~$218.2~~$220.4 million.

Legal Matters

During the third quarter of 2020, we received a notice from the Georgia Attorney General’s Office (the “Georgia AG”) seeking certain information relevant to an investigation they are conducting about our customary landlord-tenant matters. We have been cooperating with the Georgia AG and have been discussing a possible negotiated resolution with the Georgia AG.

We are involved in various other legal and administrative proceedings that are incidental to our business. We believe these matters will not have a materially adverse effect on our financial position or results of operations upon resolution.

2927

Note 16. Subsequent Events

Subsequent Acquisitions

From ~~October~~April 1, ~~2023~~2024 through ~~October 27, 2023,~~April 26, 2024, the Company added ~~214~~221 newly constructed properties to its portfolio through its AMH Development Program for a total cost of approximately ~~$74.4 million, which included 205 newly constructed properties delivered through our AMH Development Program and nine properties acquired through our traditional acquisition channel.~~$84.8 million.

Subsequent Dispositions

From ~~October~~April 1, ~~2023~~2024 through ~~October 27, 2023,~~April 26, 2024, the Company disposed of 63145 properties for aggregate net proceeds of approximately ~~$18.4~~$45.7 million.

~~Revolving Credit Facility~~

From October 1, 2023 through October 31, 2023, the Company borrowed an additional $50.0 million under its revolving credit facility, resulting in $50.0 million of outstanding borrowings under its revolving credit facility as of October 31, 2023.

3028

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q.

Overview

We are a Maryland REIT focused on acquiring, developing, renovating, leasing and managing single-family homes as rental properties. The Operating Partnership is the entity through which we conduct substantially all of our business and own, directly or through subsidiaries, substantially all of our assets. We commenced operations in November 2012 and we have elected to be taxed as a REIT.

As of ~~September 30, 2023,~~March 31, 2024, we owned ~~59,092~~59,343 single-family properties in select submarkets of metropolitan statistical areas (“MSAs”) in 21 states, including ~~700~~728 properties held for sale, compared to ~~58,993~~59,332 single-family properties in 21 states, including ~~1,115~~862 properties held for sale, as of December 31, ~~2022~~2023 and ~~58,961~~58,639 single-family properties in 21 states, including ~~1,057~~903 properties held for sale, as of ~~September 30, 2022.~~March 31, 2023. As of ~~September 30, 2023, 55,949~~March 31, 2024, 56,362 of our total properties (excluding properties held for sale) were occupied, compared to ~~55,605~~55,768 of our total properties (excluding properties held for sale) as of December 31, ~~2022~~2023 and ~~55,421~~56,049 of our total properties (excluding properties held for sale) as of ~~September 30, 2022.~~March 31, 2023. Also, as of ~~September 30, 2023,~~March 31, 2024, the Company had an additional ~~2,936~~3,004 properties held in unconsolidated joint ventures, compared to ~~2,540~~2,978 properties held in unconsolidated joint ventures as of December 31, ~~2022~~2023 and ~~2,271~~2,688 properties held in unconsolidated joint ventures as of ~~September 30, 2022.~~March 31, 2023. Our portfolio of single-family properties, including those held in our unconsolidated joint ventures, is internally managed through our proprietary property management platform.

Key Single-Family Property and Leasing Metrics

The following table summarizes certain key single-family properties metrics as of ~~September 30, 2023:~~March 31, 2024:


			Total Single-Family Properties (1)
		Total Single-Family Properties (1)																																	Total Single-Family Properties (1)
Market	Market		Number of Single-Family Properties	% of Total Single-Family Properties		Gross Book Value (millions)		% of Gross Book Value Total		Avg. Gross Book Value per Property		Avg. Sq. Ft.	Avg. Property Age (years)	Avg. Year Purchased or Delivered	Market	Number of Single-Family Properties		% of Total Single-Family Properties				Gross Book Value (millions)				% of Gross Book Value Total			Avg. Gross Book Value per Property				Avg. Sq. Ft.				Avg. Property Age (years)		Avg. Year Purchased or Delivered
Atlanta, GA	Atlanta, GA		5,851	10.0	%	$	1,301.7	10.2	%	$	222,478	2,173	17.2	2016	Atlanta, GA	5,884	10.0		10.0		%		$	1,328.8	10.2		10.2	%		$	225,826	2,176		2,176		17.4		17.4		2016
Charlotte, NC															Charlotte, NC	4,115		7.0		%		912.6				7.0	%		221,776				2,112				17.8		2015
Dallas-Fort Worth, TX	Dallas-Fort Worth, TX		4,108	7.0	%	721.0		5.6	%	175,506		2,100	19.3	2014	Dallas-Fort Worth, TX	4,016	6.9		6.9		%		706.1		5.4		5.4	%		175,820		2,095		2,095		19.7		19.7		2014
Charlotte, NC			4,039	6.9	%	879.2		6.9	%	217,682		2,109	17.8	2015
Phoenix, AZ	Phoenix, AZ		3,386	5.8	%	718.6		5.6	%	212,239		1,839	19.1	2016	Phoenix, AZ	3,351	5.7		5.7		%		720.3		5.5		5.5	%		214,956		1,841		1,841		19.4		19.4		2016
Nashville, TN	Nashville, TN		3,290	5.6	%	809.2		6.3	%	245,952		2,116	16.0	2016	Nashville, TN	3,334	5.7		5.7		%		832.8		6.4		6.4	%		249,780		2,119		2,119		16.2		16.2		2016
Jacksonville, FL	Jacksonville, FL		3,038	5.2	%	653.9		5.1	%	215,247		1,928	14.4	2016	Jacksonville, FL	3,138	5.4		5.4		%		690.9		5.3		5.3	%		220,172		1,927		1,927		14.4		14.4		2016
Tampa, FL															Tampa, FL	2,913		5.0		%		681.9				5.2	%		234,098				1,947				15.2		2016
Indianapolis, IN	Indianapolis, IN		2,863	4.9	%	496.6		3.9	%	173,466		1,928	20.6	2014	Indianapolis, IN	2,840	4.8		4.8		%		495.0		3.8		3.8	%		174,289		1,927		1,927		21.1		21.1		2014
Tampa, FL			2,875	4.9	%	660.6		5.2	%	229,767		1,947	15.2	2016
Houston, TX	Houston, TX		2,458	4.2	%	436.9		3.4	%	177,734		2,086	17.8	2014	Houston, TX	2,376	4.1		4.1		%		424.1		3.3		3.3	%		178,485		2,083		2,083		18.3		18.3		2014
Las Vegas, NV															Las Vegas, NV	2,271		3.9		%		661.1				5.1	%		291,088				1,946				11.3		2017
Raleigh, NC	Raleigh, NC		2,175	3.7	%	432.9		3.4	%	199,047		1,890	17.6	2015	Raleigh, NC	2,193	3.7		3.7		%		438.4		3.4		3.4	%		199,917		1,888		1,888		17.8		17.8		2015
Columbus, OH															Columbus, OH	2,151		3.7		%		422.3				3.2	%		196,305				1,881				21.3		2015
Cincinnati, OH	Cincinnati, OH		2,125	3.6	%	417.3		3.3	%	196,358		1,842	20.7	2014	Cincinnati, OH	2,122	3.6		3.6		%		419.0		3.2		3.2	%		197,469		1,843		1,843		21.2		21.2		2014
Columbus, OH			2,151	3.7	%	417.8		3.3	%	194,252		1,878	20.9	2015
Las Vegas, NV			2,128	3.6	%	601.6		4.7	%	282,700		1,935	11.8	2017
Orlando, FL															Orlando, FL	2,015		3.4		%		448.1				3.4	%		222,387				1,912				18.1		2016
Salt Lake City, UT	Salt Lake City, UT		1,899	3.3	%	577.3		4.5	%	303,986		2,244	17.0	2016	Salt Lake City, UT	1,902	3.2		3.2		%		581.2		4.5		4.5	%		305,553		2,245		2,245		17.4		17.4		2016
Orlando, FL			1,982	3.4	%	428.2		3.4	%	216,061		1,910	18.4	2016
Charleston, SC															Charleston, SC	1,554		2.7		%		360.0				2.8	%		231,643				1,964				13.0		2017
Greater Chicago area, IL and IN	Greater Chicago area, IL and IN		1,559	2.7	%	297.0		2.3	%	190,489		1,866	22.1	2013	Greater Chicago area, IL and IN	1,535	2.6		2.6		%		293.9		2.3		2.3	%		191,497		1,865		1,865		22.6		22.6		2013
Charleston, SC			1,520	2.6	%	346.5		2.7	%	227,982		1,963	12.9	2017
San Antonio, TX	San Antonio, TX		1,282	2.2	%	252.4		2.0	%	196,843		1,925	14.7	2015	San Antonio, TX	1,243	2.1		2.1		%		246.2		1.9		1.9	%		198,093		1,918		1,918		15.1		15.1		2015
Savannah/Hilton Head, SC															Savannah/Hilton Head, SC	1,050		1.8		%		222.3				1.7	%		211,689				1,888				15.4		2016
Seattle, WA(2)	Seattle, WA(2)		1,149	2.0	%	376.1		2.9	%	327,350		2,001	13.6	2017	Seattle, WA(2)	1,034	1.8		1.8		%		344.7		2.6		2.6	%		333,388		2,009		2,009		13.9		13.9		2017
Savannah/Hilton Head, SC			1,042	1.8	%	218.4		1.7	%	209,613		1,888	15.0	2016
All Other (2)			7,472	12.9	%	1,728.1		13.6	%	231,277		1,910	17.6	2015
All Other (3)															All Other (3)	7,578		12.9		%		1,794.2				13.8	%		236,764				1,915				17.9		2016
Total/Average	Total/Average		58,392	100.0	%	$	12,771.3	100.0	%	$	218,717	1,991	17.4	2015	Total/Average	58,615	100.0		100.0		%		$	13,023.9	100.0		100.0	%		$	222,194	1,993		1,993		17.6		17.6		2015

(1)Excludes ~~700~~728 single-family properties held for sale as of ~~September 30, 2023.~~March 31, 2024.

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

(3)Represents 15 markets in 13 states.

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The following table summarizes certain key leasing metrics as of ~~September 30, 2023:~~March 31, 2024:


			Total Single-Family Properties (1)
		Total Single-Family Properties (1)																				Total Single-Family Properties (1)
Market	Market		Avg. Occupied Days Percentage (2)		Avg. Monthly Realized Rent per property (3)		Avg. Original Lease Term (months) (4)	Avg. Remaining Lease Term (months) (4)	Avg. Blended Change in Rent (5)		Market	Avg. Occupied Days Percentage (2)		Avg. Monthly Realized Rent per Property (3)			Avg. Original Lease Term (months) (4)			Avg. Remaining Lease Term (months) (4)				Avg. Blended Change in Rent (5)
Atlanta, GA	Atlanta, GA		95.4	%	$	2,103	12.0	7.3	7.7	%	Atlanta, GA	94.8	%	$	2,182	12.0		12.0	6.0		6.0		5.5			5.5	%
Charlotte, NC											Charlotte, NC	95.5	%	2,105			12.0			6.3				6.2	%
Dallas-Fort Worth, TX	Dallas-Fort Worth, TX		95.8	%	2,148		12.0	6.5	7.0	%	Dallas-Fort Worth, TX	94.7	%	2,218		12.1		12.1	6.1		6.1		6.4			6.4	%
Charlotte, NC			96.6	%	2,016		12.0	6.5	7.6	%
Phoenix, AZ	Phoenix, AZ		95.4	%	2,015		12.0	6.2	6.6	%	Phoenix, AZ	94.3	%	2,081		12.0		12.0	6.5		6.5		5.1			5.1	%
Nashville, TN	Nashville, TN		95.7	%	2,201		12.0	6.7	6.4	%	Nashville, TN	95.3	%	2,276		12.0		12.0	5.9		5.9		5.6			5.6	%
Jacksonville, FL	Jacksonville, FL		95.3	%	2,050		12.0	6.3	6.2	%	Jacksonville, FL	94.2	%	2,115		12.0		12.0	6.2		6.2		5.4			5.4	%
Tampa, FL											Tampa, FL	94.2	%	2,337			12.0			6.4				6.7	%
Indianapolis, IN	Indianapolis, IN		96.5	%	1,753		12.1	6.4	5.9	%	Indianapolis, IN	97.8	%	1,809		12.1		12.1	5.8		5.8		5.9			5.9	%
Tampa, FL			95.3	%	2,246		12.0	6.9	8.8	%
Houston, TX	Houston, TX		96.6	%	1,928		12.0	6.5	6.5	%	Houston, TX	96.6	%	1,989		12.0		12.0	6.4		6.4		5.3			5.3	%
Las Vegas, NV											Las Vegas, NV	92.7	%	2,222			12.0			6.1				4.0	%
Raleigh, NC	Raleigh, NC		96.1	%	1,909		12.0	6.8	6.5	%	Raleigh, NC	95.5	%	1,973		12.0		12.0	5.9		5.9		5.9			5.9	%
Columbus, OH											Columbus, OH	96.6	%	2,110			12.0			6.1				6.0	%
Cincinnati, OH	Cincinnati, OH		96.2	%	1,993		12.0	6.7	8.0	%	Cincinnati, OH	97.3	%	2,059		12.0		12.0	6.0		6.0		5.3			5.3	%
Columbus, OH			96.3	%	2,033		12.0	6.4	6.9	%
Las Vegas, NV			92.0	%	2,148		12.0	6.6	4.2	%
Orlando, FL											Orlando, FL	95.5	%	2,279			12.0			5.9				7.1	%
Salt Lake City, UT	Salt Lake City, UT		95.8	%	2,311		12.0	6.5	5.9	%	Salt Lake City, UT	96.7	%	2,380		12.0		12.0	5.7		5.7		3.8			3.8	%
Orlando, FL			94.8	%	2,188		12.0	6.8	9.9	%
Charleston, SC											Charleston, SC	93.8	%	2,230			12.0			6.1				5.8	%
Greater Chicago area, IL and IN	Greater Chicago area, IL and IN		97.3	%	2,273		12.1	6.6	7.4	%	Greater Chicago area, IL and IN	97.7	%	2,349		12.0		12.0	5.9		5.9		6.0			6.0	%
Charleston, SC			95.7	%	2,136		12.0	6.8	7.6	%
San Antonio, TX	San Antonio, TX		95.5	%	1,885		12.0	6.3	4.1	%	San Antonio, TX	93.4	%	1,926		12.0		12.0	5.6		5.6		2.9			2.9	%
Savannah/Hilton Head, SC											Savannah/Hilton Head, SC	96.5	%	2,137			12.0			6.5				8.5	%
Seattle, WA(6)	Seattle, WA(6)		95.1	%	2,612		11.8	6.6	8.2	%	Seattle, WA(6)	94.6	%	2,362		11.6		11.6	5.8		5.8		6.2			6.2	%
Savannah/Hilton Head, SC			96.6	%	2,031		12.0	6.2	10.0	%
All Other (6)			94.8	%	2,062		12.0	6.5	7.1	%
All Other (7)											All Other (7)	95.0	%	2,185			12.0			6.0				5.3	%
Total/Average	Total/Average		95.6	%	$	2,081	12.0	6.6	7.1	%	Total/Average	95.3	%	$	2,156	12.0		12.0	6.1		6.1		5.7			5.7	%

(1)Excludes ~~700~~728 single-family properties held for sale as of ~~September 30, 2023.~~March 31, 2024.

(2)For the three months ended ~~September 30, 2023,~~March 31, 2024, Average Occupied Days Percentage represents the number of days a property is occupied in the period divided by the total number of days the property is owned during the same period after initially being placed in-service.

(3)For the three months ended ~~September 30, 2023,~~March 31, 2024, Average Monthly Realized Rent is calculated as the lease component of rents and other single-family property revenues (i.e., rents from single-family properties) divided by the product of (a) number of properties and (b) Average Occupied Days Percentage, divided by the number of months. For properties partially owned during the period, this is adjusted to reflect the number of days of ownership.

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

(5)Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the three months ended ~~September 30, 2023,~~March 31, 2024, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.

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

(7)Represents 15 markets in 13 states.

We believe these key single-family property and leasing metrics provide useful information to investors because they allow investors to understand the composition and performance of our properties on a market by market basis. Management also uses these metrics to understand the composition and performance of our properties at the market level.

Factors That Affect Our Results of Operations and Financial Condition

Our results of operations and financial condition are affected by numerous factors, many of which are beyond our control. Key factors that impact our results of operations and financial condition include the pace at which we identify and acquire suitable land and properties, the time and cost required to renovate the acquired properties, the pace and cost of our property developments, the time to lease newly acquired or developed properties at acceptable rental rates, occupancy levels, rates of tenant turnover, the length of vacancy in properties between tenant leases, our expense ratios, property taxes including changes in rates and valuation assessments of our properties, our ability to raise capital and our capital structure. Additionally, further supply chain disruptions, inflationary increases in labor and material costs and labor shortages may have the potential to impact certain aspects of our business, including our AMH Development Program, our renovation program associated with acquired properties and our maintenance program.

Property Acquisitions, Development and Dispositions

Since our formation, we have rapidly but systematically grown our portfolio of single-family properties. Our ability to identify and acquire homes that meet our investment criteria is impacted by home prices in our target markets, the inventory of properties available-for-sale through traditional acquisition channels, competition for our target assets and our available capital. We are ~~increasingly~~also focused on developing “built-for-rental” homes through our internal AMH Development Program. In addition, we ~~also~~ acquire newly

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

construction channels are impacted by the availability of vacant developed lots, development land assets and inventory of homes currently under construction or newly developed. Our level of investment activity has fluctuated based on the number of suitable opportunities and the level of capital available to invest. ~~Recently, we~~We have strategically scaled back acquisitions of single-family properties through our National Builder Program and traditional acquisition channel as the housing market adjusts to the current macroeconomic environment. We anticipate beginning to grow in these acquisition channels when the housing and capital markets stabilize. During the three months ended ~~September 30, 2023,~~March 31, 2024, we developed or acquired ~~623~~482 homes, including ~~615~~441 newly constructed homes delivered to our operating portfolio through our AMH Development Program, 22 newly constructed homes to be disposed and ~~eight~~19 homes acquired through our ~~traditional acquisition channel,~~National Builder Program, partially offset by ~~224~~471 homes sold to third parties. During the three months ended ~~September 30, 2023,~~March 31, 2024, we also developed an additional 9928 newly constructed homes which were delivered to our unconsolidated joint ventures, aggregating to ~~714~~469 total program deliveries through our AMH Development Program.

Our properties and land held for sale were identified based on submarket analysis, as well as individual ~~property-level operational~~asset-level review. As of ~~September 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, there were ~~700~~728 and ~~1,115~~862 properties, respectively, as well as certain land lots classified as held for sale. We will continue to evaluate our properties and land for potential disposition going forward as a normal course of business.

Property Operations

Homes added to our portfolio through new construction channels include properties developed through our internal AMH Development Program and newly constructed properties acquired from third-party developers through our National Builder Program. Rental homes developed through our AMH Development Program involve substantial up-front costs, time to acquire and develop land, time to build the rental home, and time to lease the rental home before the home generates income. This process is dependent upon the nature of each lot acquired and the timeline varies primarily due to land development requirements. Once land development requirements have been met, historically it has taken approximately four to six months to complete the rental home vertical construction process. However, delivery of homes may be staggered to facilitate leasing absorption. Our internal construction program is managed by our team of development professionals that oversee the full rental home construction process including all land development and work performed by subcontractors. We typically incur costs between $250,000 and $450,000 to acquire and develop land and build a rental home. Homes added through our AMH Development Program are available for lease immediately upon or shortly after receipt of a certificate of occupancy. Rental homes acquired from third-party developers through our National Builder Program are dependent on the inventory of newly constructed homes and homes currently under construction.

Homes added to our portfolio through traditional acquisition channels require expenditures in addition to payment of the purchase price, including property inspections, closing costs, liens, title insurance, transfer taxes, recording fees, broker commissions, property taxes and homeowner association (“HOA”) fees, when applicable. In addition, we typically incur costs between $20,000 and $40,000 to renovate a home acquired through traditional acquisition channels to prepare it for rental. Renovation work varies, but may include paint, flooring, cabinetry, appliances, plumbing hardware and other items required to prepare the home for rental. The time and cost involved to prepare our homes for rental can impact our financial performance and varies among properties based on several factors, including the source of acquisition channel and age and condition of the property. Historically, it has taken approximately 20 to 90 days to complete the renovation process, which will fluctuate based on our overall acquisition volume as well as availability of construction labor and materials.

Our operating results are also impacted by the amount of time it takes to market and lease a property, which can vary greatly among properties, and is impacted by local demand, our marketing techniques and the size of our available inventory. Typically, it takes approximately 10 to 3050 days to lease a property after acquiring or developing a new property through our new construction channels and 20 to 40 days after completing the renovation process for a traditionally acquired property. Lastly, our operating results are impacted by the length of stay of our tenants and the amount of time it takes to prepare and re-lease a property after a tenant vacates. This process, which we refer to as “turnover,” is impacted by numerous factors, including the condition of the home upon move-out of the previous tenant, and by local demand, our marketing techniques and the size of our available inventory at the time of the turnover. Typically, it takes approximately 20 to 50 days to complete the turnover process.

Revenues

Our revenues are derived primarily from rents collected from tenants for our single-family properties under lease agreements which typically have a term of one year. Our rental rates and occupancy levels are affected by macroeconomic factors and local and property-level factors, including market conditions, seasonality and tenant defaults, and the amount of time it takes to turn properties when tenants vacate. Additionally, our ability to collect revenues and related operating results are impacted by the credit worthiness and quality of our tenants. Typically, our incoming residents have household incomes ranging from $80,000 to $140,000 and primarily consist of families with approximately two adults and one or more children.

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Our rents and other single-family property revenues are comprised of rental revenue from single-family properties, fees from our single-family property rentals and “tenant charge-backs,” which are primarily related to cost recoveries on utilities.

Our ability to maintain and grow revenues from our existing portfolio of homes will be dependent on our ability to retain tenants and increase rental rates. Based on our Same-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was ~~6.8%~~5.9% for the three months ended ~~September 30, 2023,~~March 31, 2024, and we experienced turnover rates, which represents the number of tenant move-outs during the period divided by the total number of properties, of ~~8.6%~~6.6% and ~~8.3%~~6.4% during the three months ended ~~September 30,~~March 31, 2024 and 2023, and 2022, respectively. Based on our Same-Home population of properties, the year-over-year increase in Average Monthly Realized Rent per property was 7.3% for the nine months ended September 30, 2023, and we experienced turnover rates of 23.1% and 22.2% during the nine months ended September 30, 2023 and 2022, respectively.

Expenses

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

Property Operating Expenses

Once a property is available for lease for the first time, which we refer to as “rent-ready,” we incur ongoing property-related expenses which may not be subject to our control. These include primarily property taxes, repairs and maintenance (“R&M”), turnover costs, HOA fees (when applicable) and insurance.

Property Management Expenses

As we internally manage our portfolio of single-family properties through our proprietary property management platform, we incur costs such as salary expenses for property management personnel, lease expenses and operating costs for property management offices and technology expenses for maintaining as well as enhancing our property management platform. As part of developing our property management platform, we continue to make significant investments in our personnel, infrastructure, systems and technology that will impact expenses based on investment programs during the year. We believe that these investments will enable our property management platform to become more efficient over time, especially as our portfolio grows. Also included in property management expenses is noncash share-based compensation expense related to centralized and field property management employees.

Seasonality

We believe that our business and related operating results will be impacted by seasonal factors throughout the year. Historically, we have experienced higher levels of tenant move-outs and move-ins during the late spring and summer months, which impacts both our rental revenues and related turnover costs. Our property operating costs are seasonally impacted in certain markets for expenses such as HVAC repairs, turn costs and landscaping expenses during the summer season. Additionally, our single-family properties are at greater risk in certain markets for adverse weather conditions such as hurricanes in the late summer months and extreme cold weather in the winter months.

General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expenses, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. In addition, we ~~also~~ continue to make corporate level investments to support certain initiatives which will impact expenses based on given investment programs during the year. Also included in general and administrative expense is noncash share-based compensation expense related to corporate administrative employees.

Results of Operations

Net income totaled ~~$88.1~~$128.1 million for the three months ended ~~September 30, 2023,~~March 31, 2024, compared to ~~$61.7~~$137.7 million for the three months ended ~~September 30, 2022.~~ March 31, 2023.The ~~increase~~decrease was primarily due to higher rental rates as well as higher net gains on property sales. Net income totaled $341.2 million for the nine months ended September 30, 2023, compared to $206.2 million for the nine months ended September 30, 2022. The increase was primarily due to higherlower net gains on property sales, partially offset by higher rental ~~rates and a larger number of occupied properties.~~rates.

As we continue to grow our portfolio with a portion of our homes still recently developed, acquired and/or renovated, we distinguish our portfolio of homes between Same-Home properties and Non-Same-Home and Other properties in evaluating our operating performance. We classify a property as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest

period presented under comparison and if it has not been classified as held for sale or experienced a casualty loss, which allows the performance of these properties to be compared between periods. Single-family properties that we acquire individually (i.e., not through a bulk purchase) are classified as either stabilized or non-stabilized. A property is classified as stabilized once it has been renovated by the Company or newly constructed and then initially leased or available for rent for a period greater than 90 days. Properties acquired through a bulk purchase are first considered non-stabilized, as an entire group, until (1) we have owned them for

an adequate period of time to allow for complete on-boarding to our operating platform, and (2) a substantial portion of the properties have experienced tenant turnover at least once under our ownership, providing the opportunity for renovations and improvements to meet our property standards. After such time has passed, properties acquired through a bulk purchase are then evaluated on an individual property basis under our standard stabilization criteria. All other properties, including those classified as held for sale or taken out of service as a result of a casualty loss, are classified as Non-Same-Home and Other.

One of the primary financial measures we use in evaluating the operating performance of our single-family properties is Core Net Operating Income (“Core NOI”), which we also present separately for our Same-Home portfolio. Core NOI is a supplemental non-GAAP financial measure that we define as core revenues, which is calculated as rents and other single-family property revenues, excluding expenses reimbursed by tenant charge-backs, less core property operating expenses, which is calculated as property operating and property management expenses, excluding noncash share-based compensation expense and expenses reimbursed by tenant charge-backs.

Core NOI also excludes (1) gain or loss on early extinguishment of debt, (2) hurricane-related charges, net, which result in material charges to our single-family property portfolio, (3) gains and losses from sales or impairments of single-family properties and other, (4) depreciation and amortization, (5) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (6) noncash share-based compensation expense, (7) interest expense, (8) general and administrative expense, and (9) other income and expense, net. We believe Core NOI provides useful information to investors about the operating performance of our single-family properties without the impact of certain operating expenses that are reimbursed through tenant charge-backs.

Core NOI and Same-Home Core NOI should be considered only as supplements to net income or loss as a measure of our performance and should not be used as measures of our liquidity, nor are they indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. Additionally, these metrics should not be used as substitutes for net income or loss or net cash flows from operating activities (as computed in accordance with accounting principles generally accepted in the United States of America (“GAAP”)).

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Comparison of the Three Months Ended ~~September 30, 2023~~March 31, 2024 to the Three Months Ended ~~September 30, 2022~~March 31, 2023

The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):


		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		2024
		2024
		2024
		For the Three Months Ended September 30,
Core revenues and Same-Home core revenues
		2023		2022
Core revenues and Same-Home core revenues

Core revenues and Same-Home core revenues	Core revenues and Same-Home core revenues
Rents and other single-family property revenues	Rents and other single-family property revenues	$	421,697	$	391,627
Rents and other single-family property revenues
Rents and other single-family property revenues
Tenant charge-backs
Tenant charge-backs
Tenant charge-backs	Tenant charge-backs	(65,840)		(62,014)
Core revenues	Core revenues	355,857		329,613
Core revenues
Core revenues
Less: Non-Same-Home core revenues
Less: Non-Same-Home core revenues
Less: Non-Same-Home core revenues	Less: Non-Same-Home core revenues	53,559		43,953
Same-Home core revenues	Same-Home core revenues	$	302,298	$	285,660
Same-Home core revenues
Same-Home core revenues

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

Property operating expenses

167,041

152,065

Property management expenses

30,785

29,739

Property management expenses

Noncash share-based compensation - property management

(953)

(1,015)

Expenses reimbursed by tenant charge-backs

(65,840)

(62,014)

Expenses reimbursed by tenant charge-backs

Core property operating expenses

131,033

118,775

Less: Non-Same-Home core property operating expenses

19,824

18,338

Less: Non-Same-Home core property operating expenses

Same-Home core property operating expenses

111,209

100,437

Same-Home core property operating expenses

Core NOI and Same-Home Core NOI

Net income

88,092

61,665

Loss on early extinguishment of debt

Hurricane-related charges, net

—

6,133

Loss on early extinguishment of debt

Gain on sale and impairment of single-family properties and other, net

(33,335)

(24,197)

Depreciation and amortization

114,863

109,319

Depreciation and amortization

Acquisition and other transaction costs

3,399

4,482

Noncash share-based compensation - property management

953

1,015

Noncash share-based compensation - property management

Interest expense

34,381

36,254

General and administrative expense

18,336

16,986

General and administrative expense

Other income and expense, net

(1,865)

(819)

Core NOI

224,824

210,838

Core NOI

Less: Non-Same-Home Core NOI

33,735

25,615

Less: Non-Same-Home Core NOI

Same-Home Core NOI

191,089

185,223

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The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):


		For the Three Months Ended September 30, 2023													For the Three Months Ended March 31, 2024
		Same-Home Properties (1)		% of Core Revenue		Non-Same- Home and Other Properties		% of Core Revenue		Total Properties		% of Core Revenue			Same-Home Properties (1)			% of Core Revenue				Non-Same- Home and Other Properties					% of Core Revenue			Total Properties						% of Core Revenue
Rents from single-family properties	Rents from single-family properties	$	299,652			$	53,334			$	352,986			Rents from single-family properties	$	330,000								$	32,049								$	362,049
Fees from single-family properties	Fees from single-family properties	6,746				1,276				8,022				Fees from single-family properties	7,214									787									8,001
Bad debt	Bad debt	(4,100)				(1,051)				(5,151)				Bad debt	(3,115)									(717)									(3,832)
Core revenues	Core revenues	302,298				53,559				355,857				Core revenues	334,099									32,119									366,218

Property tax expense	Property tax expense	51,646		17.1	%	7,939		14.9	%	59,585		16.7	%
Property tax expense
Property tax expense															58,417			17.5		%		6,171					19.2	%		64,588						17.6	%
HOA fees, net (2)	HOA fees, net (2)	5,737		1.9	%	1,095		2.0	%	6,832		1.9	%	HOA fees, net (2)	5,781		1.7		1.7		%		533			1.7		1.7	%			6,314			1.7			1.7	%
R&M and turnover costs, net (2)	R&M and turnover costs, net (2)	27,379		9.1	%	4,873		9.1	%	32,252		9.1	%	R&M and turnover costs, net (2)	21,858		6.5		6.5		%		2,988			9.3		9.3	%			24,846			6.8			6.8	%
Insurance	Insurance	3,962		1.3	%	718		1.3	%	4,680		1.3	%	Insurance	4,265		1.3		1.3		%		512			1.6		1.6	%			4,777			1.3			1.3	%
Property management expenses, net (3)	Property management expenses, net (3)	22,485		7.4	%	5,199		9.7	%	27,684		7.8	%	Property management expenses, net (3)	24,434		7.3		7.3		%		3,589			11.1		11.1	%			28,023			7.7			7.7	%
Core property operating expenses	Core property operating expenses	111,209		36.8	%	19,824		37.0	%	131,033		36.8	%	Core property operating expenses	114,755		34.3		34.3		%		13,793			42.9		42.9	%			128,548			35.1			35.1	%

Core NOI	Core NOI	$	191,089	63.2	%	$	33,735	63.0	%	$	224,824	63.2	%
Core NOI
Core NOI															$	219,344		65.7		%		$	18,326				57.1	%		$	237,670					64.9	%


		For the Three Months Ended September 30, 2022													For the Three Months Ended March 31, 2023
		Same-Home Properties (1)		% of Core Revenue		Non-Same- Home and Other Properties		% of Core Revenue		Total Properties		% of Core Revenue			Same-Home Properties (1)			% of Core Revenue				Non-Same- Home and Other Properties					% of Core Revenue			Total Properties						% of Core Revenue
Rents from single-family properties	Rents from single-family properties	$	282,489			$	44,000			$	326,489			Rents from single-family properties	$	314,786								$	25,428								$	340,214
Fees from single-family properties	Fees from single-family properties	5,900				1,117				7,017				Fees from single-family properties	6,671									769									7,440
Bad debt	Bad debt	(2,729)				(1,164)				(3,893)				Bad debt	(4,052)									(1,294)									(5,346)
Core revenues	Core revenues	285,660				43,953				329,613				Core revenues	317,405									24,903									342,308

Property tax expense	Property tax expense	45,726		16.0	%	7,176		16.3	%	52,902		16.0	%
Property tax expense
Property tax expense															54,221			17.1		%		5,664					22.7	%		59,885						17.6	%
HOA fees, net (2)	HOA fees, net (2)	5,465		1.9	%	941		2.1	%	6,406		1.9	%	HOA fees, net (2)	5,476		1.7		1.7		%		505			2.0		2.0	%			5,981			1.7			1.7	%
R&M and turnover costs, net (2)	R&M and turnover costs, net (2)	23,972		8.4	%	4,879		11.1	%	28,851		8.8	%	R&M and turnover costs, net (2)	20,456		6.4		6.4		%		3,160			12.7		12.7	%			23,616			6.9			6.9	%
Insurance	Insurance	3,109		1.1	%	470		1.1	%	3,579		1.1	%	Insurance	3,589		1.1		1.1		%		342			1.4		1.4	%			3,931			1.1			1.1	%
Property management expenses, net (3)	Property management expenses, net (3)	22,165		7.8	%	4,872		11.1	%	27,037		8.2	%	Property management expenses, net (3)	24,649		7.8		7.8		%		3,345			13.5		13.5	%			27,994			8.2			8.2	%
Core property operating expenses	Core property operating expenses	100,437		35.2	%	18,338		41.7	%	118,775		36.0	%	Core property operating expenses	108,391		34.1		34.1		%		13,016			52.3		52.3	%			121,407			35.5			35.5	%

Core NOI	Core NOI	$	185,223	64.8	%	$	25,615	58.3	%	$	210,838	64.0	%
Core NOI
Core NOI															$	209,014		65.9		%		$	11,887				47.7	%		$	220,901					64.5	%

(1)Includes ~~49,643~~53,250 properties that have been stabilized longer than 90 days prior to January 1, ~~2022.~~2023.

(2)Presented net of tenant charge-backs.

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

Rents and Other Single-Family Property Revenues

Rents and other single-family property revenues increased ~~7.7%~~6.5% to ~~$421.7~~$423.6 million for the three months ended ~~September 30, 2023~~March 31, 2024 from ~~$391.6~~$397.7 million for the three months ended ~~September 30, 2022.~~March 31, 2023. Revenue growth was primarily driven by higher rental rates.

Property Operating Expenses

Property operating expenses increased ~~9.8%~~6.0% to ~~$167.0~~$155.9 million for the three months ended ~~September 30, 2023~~March 31, 2024 from ~~$152.1~~$147.1 million for the three months ended ~~September 30, 2022.~~March 31, 2023. This increase was primarily attributable to increased property tax expense from anticipated ~~2023~~2024 property tax assessments and ~~timing of prior year property tax accruals as well as increased~~inflationary increases in R&M and turnover costs and insurance costs.

Property Management Expenses

Property management expenses for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ were ~~$30.8~~$31.4 million and ~~$29.7~~$30.8 million, respectively, which included ~~$1.0~~$1.4 million and $1.1 million, respectively, of noncash share-based compensation expense in each period ~~related to centralized and field~~

3735

related to centralized and field property management employees. The increase in property management expenses was primarily attributable to an increase in ~~personnel related expenses.~~noncash share-based compensation expense and other inflationary increases.

Core Revenues from Same-Home Properties

Core revenues from Same-Home properties increased ~~5.8%~~5.3% to ~~$302.3~~$334.1 million for the three months ended ~~September 30, 2023~~March 31, 2024 from ~~$285.7~~$317.4 million for the three months ended ~~September 30, 2022.~~March 31, 2023. This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased ~~6.8%~~5.9% to ~~$2,086~~$2,147 per month for the three months ended ~~September 30, 2023~~March 31, 2024 compared to ~~$1,954~~$2,027 per month for the three months ended ~~September 30, 2022,~~March 31, 2023, partially offset by a decrease in Average Occupied Days Percentage, which was ~~96.4%~~96.2% for the three months ended ~~September 30, 2023~~March 31, 2024 compared to ~~97.1%~~97.2% for the three months ended ~~September 30, 2022.~~March 31, 2023.

Core Property Operating Expenses from Same-Home Properties

Core property operating expenses from Same-Home properties consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludes noncash share-based compensation expense. Core property operating expenses from Same-Home properties increased ~~10.7%~~5.9% to ~~$111.2~~$114.8 million for the three months ended ~~September 30, 2023~~March 31, 2024 from ~~$100.4~~$108.4 million for the three months ended ~~September 30, 2022~~March 31, 2023 primarily driven by increased property tax expense from anticipated ~~2023~~2024 property tax assessments and ~~timing of prior year property tax accruals as well as increased~~inflationary increases in R&M and turnover costs, ~~net.~~net and insurance costs.

General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. General and administrative expense for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ was ~~$18.3~~$21.9 million and ~~$17.0~~$17.9 million, respectively, which included ~~$4.2~~$6.8 million and ~~$3.4~~$3.7 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees. The increase in general and administrative expense was primarily related to an increase in noncash share-based compensation expense ~~and the timing of increased personnel and information technology costs to support growth in our business~~ as well as ~~other inflationary increases.~~an increase in personnel related expenses.

Interest Expense

Interest expense ~~decreased 5.2%~~increased 7.5% to ~~$34.4~~$38.6 million for the three months ended ~~September 30, 2023~~March 31, 2024 from ~~$36.3~~$35.9 million for the three months ended ~~September 30, 2022.~~March 31, 2023. The ~~decrease~~increase was primarily due to additional interest from the issuance of the 2034 Notes (defined below), partially offset by lower interest expense resulting from the payoff of the AMH 2014-SFR2 securitization in February 2024 and additional capitalized interest ~~during the three months ended September 30, 2023 related to an increase in~~from development activities under our AMH Development ~~Program.~~Program during the three months ended March 31, 2024.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, ~~the development of single-family properties,~~ or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ were ~~$3.4~~$3.3 million and ~~$4.5~~$5.1 million, respectively, which included ~~$1.3~~$1.6 million and $1.0 million, respectively, of noncash share-based compensation expense ~~in each period~~ related to employees in these functions. The decrease in acquisition and other transaction costs was primarily ~~a result of~~due to a decrease in personnel costs ~~due to~~as a result of fewer planned transactions through our traditional acquisition channel during the three months ended ~~September 30, 2023.~~March 31, 2024.

Depreciation and Amortization

Depreciation and amortization expense consists primarily of depreciation of buildings and improvements. Depreciation of our assets is calculated over their useful lives on a straight-line basis over three to 30 years. Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life. Depreciation and amortization expense increased ~~5.1%~~2.7% to ~~$114.9~~$115.7 million for the three months ended ~~September 30, 2023~~March 31, 2024 from ~~$109.3~~$112.7 million for the three months ended ~~September 30, 2022~~March 31, 2023 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.

~~Hurricane-Related Charges, net~~

policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits. During the three months ended September 30, 2022, the Company recognized $8.4 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by $2.3 million of related insurance claims.

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

Gain on sale and impairment of single-family properties and other, net for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ was ~~$33.3~~$68.9 million and ~~$24.2~~$84.7 million, respectively, which included ~~$0.3~~$0.9 million and ~~$0.2~~$0.4 million, respectively, of impairment charges related to

homes classified as held for sale during each period. The ~~increase~~decrease was primarily related to ~~higher~~lower net gains on property sales resulting from ~~an increase~~fewer properties sold.

Loss on Early Extinguishment of Debt

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

Other Income and Expense, net

Other income and expense, net for the three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ was ~~$1.9~~$3.4 million and $0.8 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.

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

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

For the Nine Months Ended
September 30,
2023 2022
Core revenues and Same-Home core revenues
Rents and other single-family property revenues $ 1,214,948 $ 1,109,608
Tenant charge-backs (167,049) (157,423)
Core revenues 1,047,899 952,185
Less: Non-Same-Home core revenues 152,724 113,521
Same-Home core revenues $ 895,175 $ 838,664

Core property operating expenses and Same-Home core property operating expenses
Property operating expenses $ 456,662 $ 414,978
Property management expenses 92,251 84,541
Noncash share-based compensation - property management (3,151) (3,146)
Expenses reimbursed by tenant charge-backs (167,049) (157,423)
Core property operating expenses 378,713 338,950
Less: Non-Same-Home core property operating expenses 58,757 50,243
Same-Home core property operating expenses $ 319,956 $ 288,707

Core NOI and Same-Home Core NOI
Net income $ 341,205 $ 206,234
Hurricane-related charges, net — 6,133
Gain on sale and impairment of single-family properties and other, net (180,752) (79,052)
Depreciation and amortization 340,779 313,688
Acquisition and other transaction costs 12,650 18,114
Noncash share-based compensation - property management 3,151 3,146
Interest expense 105,107 98,622
General and administrative expense 56,128 53,115
Other income and expense, net (9,082) (6,765)
Core NOI 669,186 613,235
Less: Non-Same-Home Core NOI 93,967 63,278
Same-Home Core NOI $ 575,219 $ 549,957

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

For the Nine Months Ended September 30, 2023

Same-Home
Properties (1)
% of Core
Revenue Non-Same-
Home and Other
Properties % of Core
Revenue Total
Properties % of Core
Revenue
Rents from single-family properties $ 887,363 $ 152,709 $ 1,040,072
Fees from single-family properties 19,165 3,697 22,862
Bad debt (11,353) (3,682) (15,035)
Core revenues 895,175 152,724 1,047,899
Property tax expense 154,709 17.2 % 25,503 16.8 % 180,212 17.1 %
HOA fees, net (2)
16,287 1.8 % 2,818 1.8 % 19,105 1.8 %
R&M and turnover costs, net (2)
69,494 7.8 % 13,328 8.7 % 82,822 7.9 %
Insurance 11,261 1.3 % 1,951 1.3 % 13,212 1.3 %
Property management expenses, net (3)
68,205 7.6 % 15,157 9.9 % 83,362 8.0 %
Core property operating expenses 319,956 35.7 % 58,757 38.5 % 378,713 36.1 %
Core NOI $ 575,219 64.3 % $ 93,967 61.5 % $ 669,186 63.9 %

For the Nine Months Ended September 30, 2022

Same-Home
Properties (1)
% of Core
Revenue Non-Same-
Home and Other
Properties % of Core
Revenue Total
Properties % of Core
Revenue
Rents from single-family properties $ 829,690 $ 113,500 $ 943,190
Fees from single-family properties 16,740 3,268 20,008
Bad debt (7,766) (3,247) (11,013)
Core revenues 838,664 113,521 952,185
Property tax expense 136,856 16.3 % 20,435 18.0 % 157,291 16.5 %
HOA fees, net (2)
15,427 1.8 % 2,462 2.2 % 17,889 1.9 %
R&M and turnover costs, net (2)
63,683 7.6 % 12,653 11.1 % 76,336 8.0 %
Insurance 9,156 1.1 % 1,333 1.2 % 10,489 1.1 %
Property management expenses, net (3)
63,585 7.6 % 13,360 11.8 % 76,945 8.1 %
Core property operating expenses 288,707 34.4 % 50,243 44.3 % 338,950 35.6 %
Core NOI $ 549,957 65.6 % $ 63,278 55.7 % $ 613,235 64.4 %

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

~~(2)Presented net of tenant charge-backs.~~

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

~~Rents and Other Single-Family Property Revenues~~

Rents and other single-family property revenues increased 9.5% to $1.2 billion for the nine months ended September 30, 2023 from $1.1 billion for the nine months ended September 30, 2022. Revenue growth was driven by higher rental rates and an increase in our average occupied portfolio which grew to 55,901 homes for the nine months ended September 30, 2023, compared to 54,658 homes for the nine months ended September 30, 2022.

~~Property Operating Expenses~~

Property operating expenses increased 10.0% to $456.7 million for the nine months ended September 30, 2023 from $415.0 million for the nine months ended September 30, 2022. This increase was primarily attributable to increased property tax expense from anticipated 2023 property tax assessments and timing of prior year property tax accruals as well as inflationary increases in R&M and turnover costs.

~~Property Management Expenses~~

Property management expenses for the nine months ended September 30, 2023 and 2022 were $92.3 million and $84.5 million, respectively, which included $3.2 million and $3.1 million, respectively, of noncash share-based compensation expense in each period related to centralized and field property management employees. The increase in property management expenses was primarily attributable to an increase in personnel related expenses as well as other inflationary increases.

~~Core Revenues from Same-Home Properties~~

Core revenues from Same-Home properties increased 6.7% to $895.2 million for the nine months ended September 30, 2023 from $838.7 million for the nine months ended September 30, 2022. This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 7.3% to $2,049 per month for the nine months ended September 30, 2023 compared to $1,910 per month for the nine months ended September 30, 2022, partially offset by a decrease in Average Occupied Days Percentage, which was 96.9% for the nine months ended September 30, 2023 compared to 97.2% for the nine months ended September 30, 2022.

~~Core Property Operating Expenses from Same-Home Properties~~

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

~~General and Administrative Expense~~

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. General and administrative expense for the nine months ended September 30, 2023 and 2022 was $56.1 million and $53.1 million, respectively, which included $13.9 million and $13.4 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees. The increase in general and administrative expense was primarily related to the timing of increased personnel and information technology costs to support growth in our business as well as other inflationary increases.

~~Interest Expense~~

Interest expense increased 6.6% to $105.1 million for the nine months ended September 30, 2023 from $98.6 million for the nine months ended September 30, 2022. This increase was primarily due to additional interest from the issuances of the 2032 and 2052 unsecured senior notes in April 2022, partially offset by additional capitalized interest during the nine months ended September 30, 2023 related to an increase in development activities under our AMH Development Program.

~~Acquisition and Other Transaction Costs~~

Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs for the nine months ended September 30, 2023 and 2022 were $12.7 million and $18.1 million, respectively, which included $3.7 million and $7.2 million, respectively, of noncash share-based compensation expense in each period related to employees in these functions. The decrease in acquisition and other transaction costs was primarily due to lower noncash share-based compensation expense as well as a decrease in personnel costs due to fewer planned transactions through our traditional acquisition channel during the nine months ended September 30, 2023.

~~Depreciation and Amortization~~

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

~~Hurricane-Related Charges, net~~

Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina, resulting in $6.1 million of hurricane-related charges, net during the nine months ended September 30, 2022. The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits. During the nine months ended September 30, 2022, the Company recognized $8.4 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by $2.3 million of related insurance claims.

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

Gain on sale and impairment of single-family properties and other, net for the nine months ended September 30, 2023 and 2022 was $180.8 million and $79.1 million, respectively, which included $1.1 million and $1.3 million, respectively, of impairment charges related to homes classified as held for sale during each period. The increase was primarily related to higher net gains on property sales resulting from an increase in properties sold.

~~Other Income and Expense, net~~

~~Other income and expense, net for the nine months ended September 30, 2023 and 2022 was $9.1 million and $6.8~~$4.7 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.

Critical Accounting Estimates

Our critical accounting estimates are included in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the ~~2022~~2023 Annual Report. There have been no material changes to these estimates during the ~~nine~~three months ended ~~September 30, 2023.~~March 31, 2024.

Recent Accounting Pronouncements

See Note 2. Significant Accounting Policies to our condensed consolidated financial statements in this report for a discussion of the adoption and potential impact of recently issued accounting standards, if any.

Liquidity and Capital Resources

Liquidity is a measure of our ability to meet potential cash requirements, maintain our assets, fund our operations, make distributions to our shareholders and OP unitholders, including AMH, and meet other general requirements of our business. Our liquidity, to a certain extent, is subject to general economic, financial, competitive and other factors beyond our control.

Sources of Capital

We expect to satisfy our cash requirements through cash provided by operations, long-term secured and unsecured borrowings, issuances of debt and equity securities (including OP units), property dispositions and joint venture transactions. We expect to meet our operating liquidity requirements and our dividend distributions generally through cash on hand and cash provided by operations. For our acquisition and development expenditures, we expect to supplement these sources through the issuance of equity securities, including under our ~~June~~ 2023 At-the-Market Program described below, borrowings under our credit facility, issuances of unsecured senior notes, and proceeds from sales of single-family properties. However, our real estate assets are illiquid in nature. A timely liquidation of assets might not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing alternatives including drawing on our revolving credit facility.

Our liquidity and capital resources as of ~~September 30, 2023~~March 31, 2024 included cash and cash equivalents of ~~$69.5~~$124.8 million. Additionally, as of ~~September 30, 2023,~~March 31, 2024, we had no outstanding borrowings and $2.7 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.25 billion of remaining borrowing capacity. ~~Under our June~~During the three months ended March 31, 2024, the Company issued $600.0 million of 5.500% unsecured senior notes due 2034 (the “2034 Notes”), raising net proceeds of $595.5 million, and issued additional shares under its 2023 At-the-Market Program, ~~discussed below, we also had $1.0 billion~~raising $33.7 million in gross proceeds with $864.3 million remaining available for future share issuances as of ~~September 30, 2023.~~March 31, 2024. As of March 31, 2024, the Company also had estimated net proceeds of $108.6 million available from future settlement of the March 2024 Forward Sale Agreement under its 2023 At-the-Market Program (described below). We maintain an investment grade credit rating which provides for greater availability of and lower cost of debt financing.

Uses of Capital

Our expected material cash requirements over the next twelve months consist of (i) contractually obligated expenditures, including payments of principal and interest, (ii) other essential expenditures, including property operating expenses, HOA fees (as applicable), real estate taxes, maintenance capital expenditures, general and administrative expenses and dividends on our equity securities

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

With respect to our contractually obligated expenditures, our cash requirements within the next twelve months include accounts payable and accrued expenses, interest payments on debt obligations, principal amortization on our asset-backed securitizations, the repayment of our AMH 2014-SFR3 asset-backed securitization, operating lease obligations and purchase commitments to acquire single-family properties and land for our AMH Development Program. During the three months ended March 31, 2024, the Company repaid all amounts due under the AMH 2014-SFR2 securitization. Except as described in Note 8. Debt, Note 9. Accounts Payable and Accrued Expenses, Note 15. Commitments and Contingencies and Note 16. Subsequent Events to our condensed consolidated financial statements in this report, there have been no other material changes outside the ordinary course of business to our other known contractual obligations described in “Liquidity and Capital Resources” in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the ~~2022~~2023 Annual Report.

Cash Flows

The following table summarizes the Company’s and the Operating Partnership’s cash flows for the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):


		For the Nine Months Ended September 30,
		2023		2022		Change
	For the Three Months Ended March 31,
		2024
		2024
		2024						2023	Change
Net cash provided by operating activities	Net cash provided by operating activities	$	623,374	$	596,788	$	26,586
Net cash used for investing activities	Net cash used for investing activities	(465,316)		(1,267,654)		802,338
Net cash (used for) provided by financing activities	Net cash (used for) provided by financing activities	(133,371)		736,819		(870,190)
Net increase in cash, cash equivalents and restricted cash	Net increase in cash, cash equivalents and restricted cash	$	24,687	$	65,953	$	(41,266)

Operating Activities

Our cash flows provided by operating activities, which is our principal source of cash flows, depend on numerous factors, including the occupancy level of our properties, the rental rates achieved on our leases, the collection of rent from our tenants and the level of property operating expenses, property management expenses and general and administrative expenses. Net cash provided by operating activities increased ~~$26.6~~$1.3 million, or ~~4.5%~~0.7%, from ~~$596.8~~$200.5 million for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 to ~~$623.4~~$201.8 million for the ~~nine~~three months ended ~~September 30, 2023 primarily due to~~March 31, 2024 as a result of increased cash inflows generated from higher rental rates, ~~and a larger number of occupied properties,~~ partially offset by higher cash outflows for property related expenses as a result of inflationary ~~increases.~~increases as well as changes in working capital primarily related to the timing of payments for prepaid expenses and other assets.

Investing Activities

Net cash used for investing activities decreased $802.3 million, or 63.3%, from $1.3 billion for the nine months ended September 30, 2022 to $465.3 million for the nine months ended September 30, 2023. Our investing activities are most significantly impacted by the level of investment activity through traditional acquisition channels, the development of “built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties through our National Builder Program. Cash outflows for the addition of single-family properties to our portfolio through these channels decreased $569.8 million during the nine months ended September 30, 2023 primarily due to a strategic scale back in the acquisition of single-family properties through our National Builder Program and traditional acquisition channel during the nine months ended September 30, 2023 as the housing market adjusts to the current macroeconomic environment. Homes acquired through our traditional acquisition channel require additional expenditures to prepare them for rental, and cash outflows for renovations to single-family properties decreased $56.7 million primarily as a result of a decreased volume of properties that underwent initial or property-enhancing renovations during the nine months ended September 30, 2023. The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per-home basis in the future. We use cash generated from operating and financing activities and by recycling capital through the sale of single-family properties to invest in the strategic expansion of our single-family property portfolio. We have strategically scaled back acquisitions of single-family properties through our National Builder Program and traditional acquisition channel as the housing market adjusts to the current macroeconomic environment. We anticipate beginning to grow in these acquisition channels when the housing and capital markets stabilize. The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per-home basis in the future.

Net cash used for investing activities decreased $4.8 million, or 6.5%, from $72.9 million for the three months ended March 31, 2023 to $68.1 million for the three months ended March 31, 2024. Cash outflows for the addition of single-family properties to our portfolio, primarily for our AMH Development Program, decreased $7.3 million during the three months ended March 31, 2024 as a result of the timing of development-related payments and certain cash outflows to a land banking entity being recognized as a financing activity during the three months ended March 31, 2024. In addition, (i) we received $25.7 million in cash proceeds for our AMH 2014-SFR2 Class F asset-backed securitization certificates, (ii) cash outflows for recurring and other capital expenditures for single-family properties decreased $7.9 million and (iii) cash outflows for other investing activities decreased $6.3 million primarily due to a nonrecurring investment in a residential-focused proptech company during the three months ended March 31, 2023. These changes were partially offset by (i) a decrease of $28.4 million in net proceeds received from the sale of single-family properties and other ~~increased $221.0 million~~ as a result of ~~an increased~~a decreased volume of properties sold during the ~~nine~~three months ended ~~September 30, 2023. In addition, cash paid for deposits on land option contracts decreased $9.5~~March 31, 2024, (ii) an $11.9 million and cash outflows for other investing activities decreased $5.0 million during the nine months ended September 30, 2023. These changes were partially offset by (i) a $33.4 million reduction in collections on notes receivables related to property sales, (ii) a $19.0 millionnet reduction in net cash inflows from unconsolidated joint ventures due to the timing of contributions

and distributions to and from our unconsolidated joint ventures and (iii) a ~~$7.6~~$2.1 million increase in ~~recurring and other capital expenditures~~cash outflows for renovations to single-family ~~properties primarily due to inflationary increases in costs.~~properties.

Financing Activities

Net cash used for financing activities was ~~$133.4~~$72.2 million for the ~~nine~~three months ended ~~September 30, 2023~~March 31, 2024 compared to net cash provided by financing activities of ~~$736.8~~$63.3 million for the ~~nine~~three months ended ~~September 30, 2022.~~March 31, 2023. This $135.5 million change ~~of $870.2 million~~in financing activities was primarily due to (i) ~~an $868.6~~a $459.4 million ~~reduction~~increase in ~~proceeds~~payments on asset-backed securitization resulting from ~~unsecured senior notes, net~~the payoff of ~~discount and deferred financing costs,~~the AMH 2014-SFR2 securitization during the three months ended March 31, 2024, (ii) a ~~$262.9~~$265.2 million reduction in proceeds from the issuance of Class A common shares, net of offering costs, (iii) $24.2 million of payments to a ~~$60.2 million decrease in proceeds from liabilities~~land banking entity related to liabilities to repurchase consolidated land not owned for our AMH Development Program during the three months ended March 31, 2024 and (iv) ~~a $57.1~~an $18.2 million increase in distributions paid to common share and unit holders resulting from ~~a 22%~~an 18% increase in distributions paid per common share and unit. These changes were partially offset by (i) a ~~$220.0~~$594.1 million increase in proceeds from unsecured senior notes, net of discount and deferred financing costs paid, from the issuance of the 2034 Notes during the three months ended March 31, 2024 and (ii) a $40.0 million reduction in net cash outflows to pay down our revolving credit facility, (ii) a nonrecurring $155.0 million cash outflow for the redemption of the Series F perpetual preferred shares during the nine months ended September 30, 2022 and (iii) a $3.1 million reduction in distributions to preferred shareholders as a result of the redemption of our Series F perpetual preferred shares during the nine months ended September 30, 2022.facility.

Early Extinguishment of Debt

During the first quarter of 2024, the Operating Partnership paid off the $460.6 millionoutstanding principal on the AMH 2014-SFR2 securitization, which resulted in $1.0 million of charges related to the write-off of unamortized deferred financing costs and related legal fees and included in loss on early extinguishment of debt within the condensed consolidated statements of operations. The payoff of the AMH 2014-SFR2 securitization also resulted in the release of the 4,516 homes pledged as collateral and $10.3 million of cash restricted for lender requirements. The Company received $25.7 million from the payoff for its investment in the AMH 2014-SFR2 Class ~~A Common Share Offering~~F asset-backed securitization certificates that were issued by the Operating Partnership and acquired by the Company in 2014 as part of the AMH 2014-SFR2 securitization debt offering. The Class F certificates were recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership prior to the payoff.

Unsecured Senior Notes

During the first quarter of ~~2022,~~2024, the ~~Company completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, of~~Operating Partnership issued the 2034 Notes, which ~~10,000,000 shares~~carry a green bond designation and were issued directly by the Company and 13,000,000 shares were offered on a forward basis at the request of the Company by the forward sellers. In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “January 2022 Forward Sale Agreements”) for these 13,000,000 shares which were accounted for in equity. The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis. During the third quarter of 2022, the Company issued and physically settled 5,000,000 Class A common shares under the ~~January 2022 Forward Sale Agreements, receiving~~Company’s green finance framework. Interest on the 2034 Notes is payable semi-annually in arrears on February 1 and August 1 of each year, commencing on August 1, 2024. The Operating Partnership received aggregate net proceeds of ~~$185.6~~$595.5 million from this offering, after underwriting fees of $3.9 million and a $0.6 million discount, and before offering costs of $1.3 million. ~~During~~Pending full allocation of an amount equal to the ~~first quarter of 2023, the Company issued and physically settled the remaining 8,000,000 Class A common shares under the January 2022 Forward Sale Agreements, receiving~~ net proceeds ~~of $298.4 million, which it~~to finance new or existing projects meeting the eligibility criteria described in the prospectus supplement related to the offering, the Operating Partnership used the net proceeds primarily to repay outstanding indebtedness, ~~under its revolving credit facility and for general corporate purposes.~~including the payoff of the AMH 2014-SFR2 securitization.

~~When the Company issues common shares,~~The 2034 Notes are the Operating ~~Partnership issues an equivalent number~~Partnership’s unsecured and unsubordinated obligations and rank equally in right of ~~units~~payment with all of ~~partnership interest of a corresponding class to AMH, with~~ the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The indenture requires that we maintain certain financial covenants. The Operating Partnership ~~receiving~~may redeem the ~~net proceeds~~2034 Notes in whole at any time or in part from time to time at the ~~share issuances.~~applicable redemption price specified in the indenture. If the 2034 Notes are redeemed on or after November 1, 2033 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2034 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

At-the-Market Common Share Offering Program

During the second quarter of 2023, the Company entered into a new at-the-market common share offering program, replacing the previously expiring program, under which it can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $1.0 billion (the ~~“June 2023~~“2023 At-the-Market Program”). The ~~June~~ 2023 At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use any net proceeds from the ~~June~~ 2023 At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility or other debt obligations under its securitizations, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio. The ~~June~~ 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the three months ended March 31, 2024, the Company issued 932,746 Class A common shares under its 2023 At-the-Market Program, raising $33.7 million in gross proceeds before commissions and other expenses of approximately $0.5 million. As of ~~September 30, 2023, no~~March 31, 2024, 3,732,429 shares have been issued under the ~~June~~ 2023 At-the-Market Program and ~~$1.0 billion~~$864.3 million remained available for future share issuances.

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

Share Repurchase Program

Distributions

As a REIT, we generally are required to distribute annually to our shareholders at least 90% of our REIT taxable income (determined without regard to the deduction for dividends paid and any net capital gains) and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains). The Operating Partnership funds the payment of distributions. ~~As of December 31, 2022, AMH had a~~We historically used our net operating loss (“NOL”) for U.S. federal income tax purposes ~~of $11.8 million. We intend to use our NOL (to the extent available)~~ to reduce our REIT taxable income ~~to the extent that REIT taxable income is not reduced by~~and have substantially utilized our ~~deduction for dividends paid.~~NOL as of December 31, 2023.

During the ~~nine~~three months ended ~~September 30,~~March 31, 2024 and 2023, ~~and 2022,~~ the Company distributed an aggregate ~~$283.8~~$112.7 million and ~~$229.9~~$94.6 million, respectively, to common shareholders, preferred shareholders and noncontrolling interests on a cash basis.

Additional Non-GAAP Measures

Funds from Operations (“FFO”) / Core FFO / Adjusted FFO attributable to common share and unit holders

FFO attributable to common share and unit holders is a non-GAAP financial measure that we calculate in accordance with the definition approved by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income or loss calculated in accordance with GAAP, excluding gains and losses from sales or impairment of real estate, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), and after adjustments for unconsolidated partnerships and joint ventures to reflect FFO on the same basis.

Core FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting FFO attributable to common share and unit holders for (1) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to our single-family property portfolio, (4) gain or loss on early extinguishment of debt and (5) the allocation of income to our perpetual preferred shares in connection with their redemption.

Adjusted FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting Core FFO attributable to common share and unit holders for (1) Recurring Capital Expenditures that are necessary to help preserve the value and maintain functionality of our properties and (2) capitalized leasing costs incurred during the period. As a portion of our homes are recently developed, acquired and/or renovated, we estimate

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

We present FFO attributable to common share and unit holders because we consider this metric to be an important measure of the performance of real estate companies, as do many investors and analysts in evaluating the Company. We believe that FFO attributable to common share and unit holders provides useful information to investors because this metric excludes depreciation, which is included in computing net income and assumes the value of real estate diminishes predictably over time. We believe that real estate values fluctuate due to market conditions and in response to inflation. We also believe that Core FFO and Adjusted FFO attributable to common share and unit holders provide useful information to investors because they allow investors to compare our operating performance to prior reporting periods without the effect of certain items that, by nature, are not comparable from period to period.

FFO, Core FFO and Adjusted FFO attributable to common share and unit holders are not a substitute for net income or net cash provided by operating activities, each as determined in accordance with GAAP, as a measure of our operating performance, liquidity or ability to pay dividends. These metrics also are not necessarily indicative of cash available to fund future cash needs. Because other REITs may not compute these measures in the same manner, they may not be comparable among REITs.

The following is a reconciliation of the Company’s net income attributable to common shareholders, determined in accordance with GAAP, to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):






		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
		2023		2022		2023		2022

Net income attributable to common shareholders	Net income attributable to common shareholders	$	74,113	$	50,715	$	289,607	$	163,244

Net income attributable to common shareholders

Net income attributable to common shareholders
Adjustments:
Adjustments:
Adjustments:	Adjustments:
Noncontrolling interests in the Operating Partnership	Noncontrolling interests in the Operating Partnership	10,493		7,464		41,140		24,119
Noncontrolling interests in the Operating Partnership
Noncontrolling interests in the Operating Partnership
Gain on sale and impairment of single-family properties and other, net
Gain on sale and impairment of single-family properties and other, net
Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	(33,335)		(24,197)		(180,752)		(79,052)
Adjustments for unconsolidated joint ventures	Adjustments for unconsolidated joint ventures	812		448		2,380		(122)
Adjustments for unconsolidated joint ventures
Adjustments for unconsolidated joint ventures
Depreciation and amortization
Depreciation and amortization
Depreciation and amortization	Depreciation and amortization	114,863		109,319		340,779		313,688
Less: depreciation and amortization of non-real estate assets	Less: depreciation and amortization of non-real estate assets	(4,476)		(3,543)		(12,902)		(9,648)
Less: depreciation and amortization of non-real estate assets
Less: depreciation and amortization of non-real estate assets
FFO attributable to common share and unit holders (1)
FFO attributable to common share and unit holders (1)
FFO attributable to common share and unit holders (1)	FFO attributable to common share and unit holders (1)	$	162,470	$	140,206	$	480,252	$	412,229
Adjustments:	Adjustments:
Adjustments:
Adjustments:
Acquisition, other transaction costs and other
Acquisition, other transaction costs and other
Acquisition, other transaction costs and other	Acquisition, other transaction costs and other	3,399		4,482		12,650		18,114
Noncash share-based compensation - general and administrative	Noncash share-based compensation - general and administrative	4,160		3,390		13,885		13,352
Noncash share-based compensation - general and administrative
Noncash share-based compensation - general and administrative
Noncash share-based compensation - property management	Noncash share-based compensation - property management	953		1,015		3,151		3,146
Hurricane-related charges, net		—		6,133		—		6,133
Redemption of perpetual preferred shares		—		—		—		5,276
Noncash share-based compensation - property management
Noncash share-based compensation - property management
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Loss on early extinguishment of debt

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

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

Core FFO attributable to common share and unit holders (1)	Core FFO attributable to common share and unit holders (1)	$	170,982	$	155,226	$	509,938	$	458,250
Recurring Capital Expenditures	Recurring Capital Expenditures	(23,973)		(22,479)		(59,079)		(49,616)
Recurring Capital Expenditures
Recurring Capital Expenditures
Leasing costs
Leasing costs
Leasing costs	Leasing costs	(792)		(689)		(2,368)		(1,868)
Adjusted FFO attributable to common share and unit holders (1)	Adjusted FFO attributable to common share and unit holders (1)	$	146,217	$	132,058	$	448,491	$	406,766
Adjusted FFO attributable to common share and unit holders (1)
Adjusted FFO attributable to common share and unit holders (1)

(1)Unit holders include former AH LLC members and other non-affiliates that own Class A units in the Operating Partnership and their OP units are reflected as noncontrolling interests in the Company’s condensed consolidated financial statements. See Note 10. Shareholders’ Equity / Partners’ Capital to our condensed consolidated financial statements included in this report.

EBITDA / EBITDAre / Adjusted EBITDAre / Fully Adjusted EBITDAre

EBITDA is defined as earnings before interest, taxes, depreciation and amortization. EBITDA is a non-GAAP financial measure and is used by us and others as a supplemental measure of performance. EBITDAre is a supplemental non-GAAP financial measure, which we calculate in accordance with the definition approved by NAREIT by adjusting EBITDA for gains and losses from sales or impairments of single-family properties and adjusting for unconsolidated partnerships and joint ventures on the same basis. Adjusted EBITDAre is a supplemental non-GAAP financial measure calculated by adjusting EBITDAre for (1) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to our single-family property portfolio, and (4) gain or loss on early extinguishment of debt. Fully Adjusted EBITDAre is a supplemental non-GAAP financial measure calculated by adjusting Adjusted EBITDAre for (1) Recurring Capital Expenditures and (2) leasing costs. As a portion of our homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale. We

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

The following is a reconciliation of net income, as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAre and Fully Adjusted EBITDAre for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):


		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		For the Three Months Ended March 31,
		2024
		2024
		2024
		For the Three Months Ended September 30,				For the Nine Months Ended September 30,
Net income
		2023		2022		2023		2022
Net income

Net income	Net income	$	88,092	$	61,665	$	341,205	$	206,234
Interest expense	Interest expense	34,381		36,254		105,107		98,622
Interest expense
Interest expense
Depreciation and amortization	Depreciation and amortization	114,863		109,319		340,779		313,688
Depreciation and amortization
Depreciation and amortization
EBITDA
EBITDA
EBITDA	EBITDA	$	237,336	$	207,238	$	787,091	$	618,544

Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	(33,335)		(24,197)		(180,752)		(79,052)

Gain on sale and impairment of single-family properties and other, net

Gain on sale and impairment of single-family properties and other, net
Adjustments for unconsolidated joint ventures	Adjustments for unconsolidated joint ventures	812		448		2,380		(122)
Adjustments for unconsolidated joint ventures
Adjustments for unconsolidated joint ventures
EBITDAre
EBITDAre
EBITDAre	EBITDAre	$	204,813	$	183,489	$	608,719	$	539,370

Noncash share-based compensation - general and administrative	Noncash share-based compensation - general and administrative	4,160		3,390		13,885		13,352

Noncash share-based compensation - general and administrative

Noncash share-based compensation - general and administrative
Noncash share-based compensation - property management
Noncash share-based compensation - property management
Noncash share-based compensation - property management	Noncash share-based compensation - property management	953		1,015		3,151		3,146
Acquisition, other transaction costs and other	Acquisition, other transaction costs and other	3,399		4,482		12,650		18,114
Hurricane-related charges, net		—		6,133		—		6,133
Acquisition, other transaction costs and other
Acquisition, other transaction costs and other
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Loss on early extinguishment of debt
Adjusted EBITDAre
Adjusted EBITDAre
Adjusted EBITDAre	Adjusted EBITDAre	$	213,325	$	198,509	$	638,405	$	580,115

Recurring Capital Expenditures	Recurring Capital Expenditures	(23,973)		(22,479)		(59,079)		(49,616)

Recurring Capital Expenditures

Recurring Capital Expenditures
Leasing costs
Leasing costs
Leasing costs	Leasing costs	(792)		(689)		(2,368)		(1,868)
Fully Adjusted EBITDAre	Fully Adjusted EBITDAre	$	188,560	$	175,341	$	576,958	$	528,631
Fully Adjusted EBITDAre
Fully Adjusted EBITDAre

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk

During the ~~nine~~three months ended ~~September 30, 2023,~~March 31, 2024, the Company paid down ~~$130.0~~$90.0 million on its revolving credit facility, resulting in no outstanding variable rate debt as of ~~September 30, 2023~~March 31, 2024 and therefore no exposure to interest rate risk on its current borrowings. We may incur additional variable rate debt in the future, including additional amounts that we may borrow under our revolving credit facility.

Treasury lock agreements are used from time to time to manage the potential change in interest rates in anticipation of the possible issuance of fixed rate debt. We do not hold or issue these derivative contracts for trading or speculative purposes.

There have been no other material changes to our market risk from those disclosed in section Part II, “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” of the ~~2022~~2023 Annual Report.

4742

Item 4. Controls and Procedures

American Homes 4 Rent

Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports we file and submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in accordance with SEC guidelines and that such information is communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure based on the definition of “disclosure controls and procedures” in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures in reaching that level of reasonable assurance.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures, as required by Exchange Act Rule 13a-15(b), as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at a reasonable assurance level.

Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the quarter ended ~~September 30, 2023,~~March 31, 2024, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

American Homes 4 Rent, L.P.

Disclosure Controls and Procedures

The Operating Partnership maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports we file and submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in accordance with SEC guidelines and that such information is communicated to the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of its general partner, to allow timely decisions regarding required disclosure based on the definition of “disclosure controls and procedures” in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. In designing and evaluating the disclosure controls and procedures, the Operating Partnership’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures in reaching that level of reasonable assurance.

Under the supervision and with the participation of the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of its general partner, the Operating Partnership evaluated the effectiveness of its disclosure controls and procedures, as required by Exchange Act Rule 13a-15(b), as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of the Operating Partnership’s general partner concluded that the Operating Partnership’s disclosure controls and procedures were effective, at a reasonable assurance level.

Internal Control over Financial Reporting

There were no changes in the Operating Partnership’s internal control over financial reporting during the quarter ended ~~September 30, 2023,~~March 31, 2024, that have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.

4843

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

For a description of the Company’s legal proceedings, see Note 15. Commitments and Contingencies to our condensed consolidated financial statements in this report.

Item 1A. Risk Factors

In addition to the other information in this Quarterly Report on Form 10-Q, you should carefully consider the risks described in the ~~2022~~2023 Annual Report in Part I, ~~“Item 1A. Risk Factors,” the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023 in Part II,~~ “Item 1A. Risk Factors” and in our other filings with the SEC. These factors may materially affect our business, financial condition and operating results and could cause our actual results to differ materially from expectations.

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended ~~September 30, 2023,~~March 31, 2024, no trustee or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

The exhibits listed below are filed herewith or incorporated herein by reference.


Exhibit Number						Exhibit Document



















3.1						Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)

3.2						First Articles of Amendment to Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.2 to Amendment No. 2 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed July 19, 2013.)







3.3						Articles Supplementary for American Homes 4 Rent 5.875% Series G Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed July 12, 2017.)

3.4						Articles Supplementary for American Homes 4 Rent 6.25% Series H Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed September 13, 2018.)

3.5						Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed August 4, 2023.)

4.1						Indenture, dated as of February 7, 2018, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed February 7, 2018.)

4.2						First Supplemental Indenture, dated as of February 7, 2018, among American Homes 4 Rent, L.P., American Residential Properties OP, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed February 7, 2018.)

4.3						Form of Global Note representing the 2028 Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed February 7, 2018.)

4.4						Second Supplemental Indenture, dated as of January 23, 2019, among American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed January 23, 2019.)


Exhibit Number						~~Exhibit Document~~

4.5						Form of Global Note representing the 2029 Notes (Incorporated by reference to and included in Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January 23, 2019.)


Exhibit Number						Exhibit Document

4.6						Third Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed July 8, 2021.)

4.7						Form of Global Note representing the 2031 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed July 8, 2021.)

4.8						Fourth Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed July 8, 2021.)

4.9						Form of Global Note representing the 2051 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed July 8, 2021.)

4.10						Fifth Supplemental Indenture, dated as of April 7, 2022, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed April 7, 2022.)

4.11						Form of Global Note representing the 2032 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed April 7, 2022.)

4.12						Sixth Supplemental Indenture, dated as of April 7, 2022, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed April 7, 2022.)

4.13						Form of Global Note representing the 2052 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed April 7, 2022.)

4.14						Seventh Supplemental Indenture, dated as of January 30, 2024, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed January 30, 2024.)

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

10.1 †						Form of Retirement and Award Agreement between American Homes 4 Rent and David P. Singelyn. Filed herewith.













31.1						Certification of Chief Executive Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

31.2						Certification of Chief Financial Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

31.3						Certification of Chief Executive Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

31.4						Certification of Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

32.1						Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent pursuant to 18 U.S.C. 1350. Filed herewith.

32.2						Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to 18 U.S.C. 1350. Filed herewith.

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

101.SCH						Inline XBRL Taxonomy Extension Schema Document

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

† Indicates management contract or compensatory plan

5045

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.


AMERICAN HOMES 4 RENT

/s/ Brian F. Reitz

Brian F. Reitz
Executive Vice President, Chief Accounting Officer
(Chief Accounting Officer and duly authorized signatory of registrant)
Date: ~~November~~May 3, ~~2023~~2024


AMERICAN HOMES 4 RENT, L.P.

By: American Homes 4 Rent, its General Partner

/s/ Brian F. Reitz

Brian F. Reitz
Executive Vice President, Chief Accounting Officer
(Chief Accounting Officer and duly authorized signatory of registrant)
Date: ~~November~~May 3, ~~2023~~2024

5146


Joint Venture Description	% Ownership at September 30, 2023		Completed Homes at September 30, 2023	Balances at September 30, 2023		Balances at December 31, 2022
Alaska JV	20	%	223	$	17,683	$	18,890
Institutional Investor JV	20	%	1,015	15,655		16,567
J.P. Morgan JV I	20	%	1,698	75,776		71,890
J.P. Morgan JV II	20	%	—	8,236		—
			2,936	$	117,350	$	107,347


	For the Three Months Ended
Security	September 30, 2023		June 30, 2023		March 31, 2023		September 30, 2022		June 30, 2022		March 31, 2022
Class A and Class B common shares	$	0.22	$	0.22	$	0.22	$	0.18	$	0.18	$	0.18



5.875% Series F perpetual preferred shares (1)	—		—		—		—		0.14		0.37
5.875% Series G perpetual preferred shares	0.37		0.37		0.37		0.37		0.37		0.37
6.250% Series H perpetual preferred shares	0.39		0.39		0.39		0.39		0.39		0.39