Hughes B Wayne Et Al Form 4 American Homes 4 Rent / B WAYNE ET AL HUGHES ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HUGHES B WAYNE ET AL

(Last) (First) (Middle)

C/O AMERICAN HOMES 4 RENT

30601 AGOURA ROAD, SUITE 200

(Street)

AGOURA HILLS CA 91301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
American Homes 4 Rent [ AMH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Shares	06/02/2015		P		493,619	A	$16.8721(1)	2,752,702(2)	I	See Footnote(3)
Class A Common Shares	06/03/2015		P		257,298	A	$16.8048(4)	3,010,000(2)	I	See Footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents weighted average price. Shares were acquired at prices ranging between $16.7900 and $16.9000. Full information regarding the number of shares acquired at each price will be provided by the reporting person upon request by the staff of the Securities Exchange Commission, the issuer or a security holder of the issuer.

2. Does not include any shares held by American Homes 4 Rent, LLC ("AH LLC"), HF Investments 2010, LLC, which is comprised of trusts established by Mr. Hughes for certain of his heirs, owns approximately 88.66% of AH LLC. AH LLC holds 6,860,783 Class A common shares of American Homes 4 Rent (the "Company"), 635,075 Class B common shares of the Company, and units issued by the Company's operating partnership, including 14,440,670 Class A units, 31,085,974 Series C units, 4,375,000 Series D units and 4,375,000 Series E units. Mr. Hughes disclaims beneficial ownership of any securities held by HF Investments 2010, LLC or AH LLC.

3. By B.W. Hughes Living Trust

4. Represents weighted average price. Shares were acquired at prices ranging between $16.7750 and $16.8600. Full information regarding the number of shares acquired at each price will be provided by the reporting person upon request by the staff of the Securities Exchange Commission, the issuer or a security holder of the issuer.

Remarks:

	Stephanie Heim, attorney-in-fact	06/03/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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