American Homes 4 Rent - Quarter Report: 2024 June (Form 10-Q)

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 June 30,		For the Six Months Ended June 30,
	2024	2023	2024	2023
Net income	$	$	$	$
Other comprehensive loss:
Cash flow hedging instruments:
Reclassification adjustment for amortization of interest expense included in net income	()	()	()	()
Other comprehensive loss	()	()	()	()
Comprehensive income
Comprehensive income attributable to noncontrolling interests
Dividends on preferred shares
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

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:

Preferred shares (Note 10)

—

()

—

()

—

()

Noncontrolling interests

—

()

Common shares ($ per share)

—

()

—

()

—

()

Net income

—

Total other comprehensive loss

—

()

Balances at March 31, 2023

()

Share-based compensation

—

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes

—

Proceeds from issuances under share-based compensation plans Payments related to tax withholding for share-based compensation()()Payments on asset-backed securitizations()()Payments on revolving credit facility()()Proceeds from unsecured senior notes, net of discount Payments related to liabilities to repurchase consolidated land not owned() Distributions to noncontrolling interests()()Distributions to common shareholders()()Distributions to preferred shareholders()()Deferred financing costs paid() Net cash provided by (used for) financing activities ()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, end of period (see Note 3)$ $

American Homes 4 Rent

Condensed Consolidated Statements of Cash Flows (continued)

(Amounts in thousands)

(Unaudited)


	For the Six Months Ended June 30,
	2024		2023
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	$	()	$	()

Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures	$		$
Transfers of completed homebuilding deliveries to properties
Property and land contributions to unconsolidated joint ventures	()		()
Noncash right-of-use assets obtained in exchange for operating lease liabilities
Accrued distributions to affiliates
Accrued distributions to non-affiliates

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)

June 30, 2024

December 31, 2023

(Unaudited)

Assets

Single-family properties:

Land

Buildings and improvements

Single-family properties in operation

Less: accumulated depreciation

()

Single-family properties in operation, net

Single-family properties under development and development land

Single-family properties and land held for sale, net

Total real estate assets, net

Cash and cash equivalents

Restricted cash

Rent and other receivables

Escrow deposits, prepaid expenses and other assets

Investments in unconsolidated joint ventures

Amounts due from affiliates

Goodwill

Total assets

Liabilities

Revolving credit facility

Asset-backed securitizations, net

Unsecured senior notes, net

Accounts payable and accrued expenses

Total liabilities

Commitments and contingencies (see Note 15)

and units issued and outstanding at June 30, 2024 and December 31, 2023, respectively)

Preferred units ( units issued and outstanding at June 30, 2024 and December 31, 2023)

Limited partner:

Common units ( units issued and outstanding at June 30, 2024 and December 31, 2023)

Accumulated other comprehensive income

Total capital

Total liabilities and capital

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 June 30,		For the Six Months Ended June 30,
	2024	2023	2024	2023
Rents and other single-family property revenues	$	$	$	$

Expenses:
Property operating expenses
Property management expenses
General and administrative expense
Interest expense
Acquisition and other transaction costs
Depreciation and amortization
Total expenses

Gain on sale and impairment of single-family properties and other, net
Loss on early extinguishment of debt	()		()
Other income and expense, net

Net income

Preferred distributions

Net income attributable to common unitholders	$	$	$	$

Weighted-average common units outstanding:
Basic
Diluted

Net income attributable to common unitholders per unit:
Basic	$	$	$	$
Diluted	$	$	$	$

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

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Comprehensive Income

(Amounts in thousands)

(Unaudited)


	For the Three Months Ended June 30,		For the Six Months Ended June 30,
	2024	2023	2024	2023
Net income	$	$	$	$
Other comprehensive loss:
Cash flow hedging instruments:
Reclassification adjustment for amortization of interest expense included in net income	()	()	()	()
Other comprehensive loss	()	()	()	()
Comprehensive income
Preferred distributions
Comprehensive income attributable to common unitholders	$	$	$	$

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

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Capital

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

(Unaudited)

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

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:

Preferred units (Note 10)

—

()

—

()

Common units ($ per unit)

—

()

—

()

—

()

Net income

—

Total other comprehensive loss

—

()

Balances at March 31, 2023

Share-based compensation

—

Common units issued under share-based compensation plans, net of units withheld for employee taxes

—

Distributions to capital holders:

Preferred units (Note 10)

—

()

—

()

Common units ($ per unit)

—

()

—

()

—

()

Net income

—

Total other comprehensive loss

—

()

Balances at June 30, 2023

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Capital (continued)

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

(Unaudited)

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

Balances at December 31, 2023

Share-based compensation

—

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 $

—

Distributions to capital holders:

Preferred units (Note 10)

—

()

—

()

Common units ($ per unit)

—

()

—

()

—

()

Net income

—

Total other comprehensive loss

—

()

Balances at March 31, 2024

Share-based compensation

—

Common units issued under share-based compensation plans, net of units withheld for employee taxes

—

Distributions to capital holders:

Preferred units (Note 10)

—

()

—

()

Common units ($ per unit)

—

()

—

()

—

()

Net income

—

Total other comprehensive loss

—

()

Balances at June 30, 2024

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

(Amounts in thousands)

(Unaudited)


	For the Six Months Ended June 30,
	2024	2023
Operating activities
Net income	$	$
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments
Noncash share-based compensation
Loss on early extinguishment of debt
Equity in net loss (income) of unconsolidated entities		()
Return on investment from unconsolidated joint ventures
Gain on sale and impairment of single-family properties and other, net	()	()
Other changes in operating assets and liabilities:
Rent and other receivables	()
Prepaid expenses and other assets		()
Deferred leasing costs	()	()
Accounts payable and accrued expenses
Amounts due from related parties	()
Net cash provided by operating activities

Investing activities
Cash paid for single-family properties	()	()
Change in escrow deposits for purchase of single-family properties
Net proceeds received from sales of single-family properties and other
Proceeds from notes receivable related to the sale of properties
Investment in unconsolidated joint ventures	()	()
Distributions from joint ventures
Renovations to single-family properties	()	()
Recurring and other capital expenditures for single-family properties	()	()
Cash paid for development activity	()	()
Proceeds from repayment of loan from affiliate
Other investing activities	()	()
Net cash used for investing activities	()	()

Financing activities
Proceeds from issuance of Class A common units
Payments of Class A common unit issuance costs	()
Proceeds from issuances under share-based compensation plans
Payments related to tax withholding for share-based compensation	()	()
Payments on asset-backed securitizations	()	()
Payments on revolving credit facility	()	()
Proceeds from unsecured senior notes, net of discount
Payments related to liabilities to repurchase consolidated land not owned	()
Distributions to common unitholders	()	()
Distributions to preferred unitholders	()	()
Deferred financing costs paid	()
Net cash provided by (used for) financing activities		()

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, end of period (see Note 3)	$	$

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Cash Flows (continued)

(Amounts in thousands)

(Unaudited)


	For the Six Months Ended June 30,
	2024		2023
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	$	()	$	()

Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures	$		$
Transfers of completed homebuilding deliveries to properties
Property and land contributions to unconsolidated joint ventures	()		()
Noncash right-of-use assets obtained in exchange for operating lease liabilities
Accrued distributions to affiliates
Accrued distributions to non-affiliates

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

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Unaudited Condensed Consolidated Financial Statements

Note 1.

single-family properties in states, including properties classified as held for sale.

AMH is the general partner of, and as of June 30, 2024 owned approximately % of the common partnership interest in, the Operating Partnership. The remaining % of the common partnership interest was owned by limited partners. As the sole general partner of the Operating Partnership, AMH has exclusive control of the Operating Partnership’s day-to-day management. The Company’s management operates AMH and the Operating Partnership as one business, and the management of AMH consists of the same members as the management of the Operating Partnership. AMH’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AMH is its partnership interest in the Operating Partnership. As a result, AMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership was $ million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AMH in connection with the Operating Partnership’s AMH 2014-SFR2 securitization debt offering. The asset-backed securitization certificates were recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership prior to the Operating Partnership’s payoff of the AMH 2014-SFR2 securitization during the first quarter of 2024 (see Note 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 -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.

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 June 30, 2024 and December 31, 2023, the carrying value of the investments in these venture capital funds was $ million and $ million, respectively, and the Company’s maximum exposure to loss was $ million and $ 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 June 30, 2024 and December 31, 2023, the carrying value of the deposits with land banking entities and the Company’s maximum exposure to loss was $ million and $ million, respectively.

Note 3.

. Cash reserved in connection with lender requirements is restricted during the term of the related debt instrument.

$ $ $ Restricted cash Total cash, cash equivalents and restricted cash$ $ $ $

Note 4.

$ Single-family properties leased, not yet occupied Single-family properties in turnover process Single-family properties recently renovated or developed Single-family properties newly acquired and under renovation Single-family properties in operation, net Development land Single-family properties under development Single-family properties and land held for sale, net Total real estate assets, net$ $

Depreciation expense related to single-family properties was $ million and $ million for the three months ended June 30, 2024 and 2023, respectively, and $ million and $ million for the six months ended June 30, 2024 and 2023, respectively.

Our properties and land are identified for disposition primarily based on individual asset-level review, as well as submarket analysis. During the three months ended June 30, 2024 and 2023, the Company disposed of single-family properties and land for aggregate net proceeds of $ million and $ million, respectively, which resulted in an aggregate net gain on sale of $ million and $ million, respectively. During the six months ended June 30, 2024 and 2023, the Company disposed of single-family properties and land for aggregate net proceeds of $ million and $ million, respectively, which resulted in an aggregate net gain on sale of $ million and $ million, respectively.

Note 5.

million and $ million for the three months ended June 30, 2024 and 2023, respectively, and $ million and $ million for the six months ended June 30, 2024 and 2023, respectively. Variable lease payments for fees from single-family properties were $ million and $ million for the three months ended June 30, 2024 and 2023, respectively, and $ million and $ million for the six months ended June 30, 2024 and 2023, respectively.

The Company generally rents its single-family properties under non-cancelable lease agreements with a term of .

2025 2026 2027 2028 Thereafter Total$

Note 6.

$ Escrow deposits, prepaid expenses and other Commercial real estate, software, vehicles and FF&E, net Operating lease right-of-use assets Deferred costs and other intangibles, net Notes receivable, net Total$ $

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ million and $ million for the three months ended June 30, 2024 and 2023, respectively, and $ million and $ million for the six months ended June 30, 2024 and 2023, respectively.

Deferred Costs and Other Intangibles, Net

$ Deferred financing costs

(1)In July 2024, these unamortized deferred financing costs were written off as a result of the termination and replacement of the previous revolving credit facility. See Note 16. Subsequent Events for further details.

Note 7.

% ownership interests in unconsolidated joint ventures. In evaluating the Company’s % 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)

% $ $ % % % $ $

Interest Expense

$ $ $ Capitalized interest()()()()Interest expense$ $ $ $

Note 9.

$ Resident security deposits Liability for consolidated land not owned Accrued construction and maintenance liabilities Accrued interest Prepaid rent Operating lease liabilities Accounts payable Other accrued liabilities Total$ $

Note 10.

billion (the “2023 At-the-Market Program”). The 2023 At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use any net proceeds from the 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 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the first quarter of 2024, the Company issued Class A common shares under its 2023 At-the-Market Program, raising $ million in gross proceeds before commissions and other expenses of approximately $ million. As of June 30, 2024, shares have been issued under the 2023 At-the-Market Program and $ 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 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 June 30, 2024, the Company has estimated net proceeds of approximately $ 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 $ million of our outstanding Class A common shares and up to $ 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 six months ended June 30, 2024 and 2023, we did repurchase and retire any of our Class A common shares or

million of our outstanding Class A common shares and up to $ million of our outstanding preferred shares under the program.

Perpetual Preferred Shares

% $ $ Series H perpetual preferred sharesSeptember 19, 2018September 19, 2023 % Total preferred shares $ $

Distributions

The Company’s board of trustees declared the following distributions during the respective quarters.

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 , or approximately %, of the total and Class A units in the Operating Partnership as of June 30, 2024 and December 31, 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 , or approximately %, of the total and Class A units in the Operating Partnership as of June 30, 2024 and December 31, 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.

service period. RSUs granted to non-management trustees during the six months ended June 30, 2024 and 2023 vest over a service period.

During the first quarter of 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, 2025 and the Company granted him RSUs on February 21, 2024 which cliff vest on June 30, 2025 upon satisfaction of certain vesting conditions, including performance of his obligations under the Retirement Agreement. In addition, the Company granted Christopher C. Lau, the Company’s Chief Financial Officer, RSUs on February 21, 2024 which cliff vest from the date of grant in connection with his appointment to the elevated role of Senior Executive Vice President.

service period based on satisfaction of performance conditions. The performance conditions of the PSUs are measured over the performance period from January 1, 2024 through December 31, 2026 for PSUs granted during the six months ended June 30, 2024 and from January 1, 2023 through December 31, 2025 for PSUs granted during the six months ended June 30, 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 to % 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.

Granted Exercised()()Forfeited Options outstanding at end of period Options exercisable at end of period

Granted Vested()()Forfeited()()RSUs outstanding at end of period

Granted (1)

Adjustment for performance achievement (2)

Vested()

Forfeited (1)

()()

PSUs outstanding at end of period (1)

(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 performance period ended December 31, 2023, which was determined and settled during the first quarter of 2024.

Dividend yield%%

Estimated volatility (1)

%%Risk-free interest rate%%

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

2021 Employee Stock Purchase Plan

The 2021 Employee Stock Purchase Plan (the “2021 ESPP”) provides for the issuance of up to 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 purchase periods. The purchase price for Class A common shares may be set at a maximum discount equal to % 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.

$ $ $ Property management expenses Acquisition and other transaction costs Total noncash share-based compensation expense$ $ $ $

Note 12.

$ $ $ Less:Noncontrolling interest Dividends on preferred shares

Allocation to participating securities (1)

Numerator for income per common share–basic and diluted$ $ $ $ Denominator:Weighted-average common shares outstanding–basic Effect of dilutive securities:

Share-based compensation plan and forward sale equity contract (2)

Weighted-average common shares outstanding–diluted (3)

Net income per common share:Basic$ $ $ $ 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 under the treasury stock method for the three and six months ended June 30, 2024 and 2023 and the dilutive effect of a forward sale equity contract under the treasury stock method for the three and six months ended June 30, 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 -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.

$ $ $ Less:Preferred distributions

Allocation to participating securities (1)

Numerator for income per common unit–basic and diluted$ $ $ $ Denominator:Weighted-average common units outstanding–basic Effect of dilutive securities:

Share-based compensation plan and forward sale equity contract (2)

Weighted-average common units outstanding–diluted Net income per common unit:Basic$ $ $ $ Diluted$ $ $ $

Note 13.

$ $ $ AMH 2014-SFR3 securitization, net AMH 2015-SFR1 securitization, net AMH 2015-SFR2 securitization, net Total asset-backed securitizations, net 2028 unsecured senior notes, net 2029 unsecured senior notes, net 2031 unsecured senior notes, net 2032 unsecured senior notes, net 2034 unsecured senior notes I, net 2034 unsecured senior notes II, net 2051 unsecured senior notes, net 2052 unsecured senior notes, net Total unsecured senior notes, net Revolving credit facility Total debt$ $ $ $

Note 14.

% of the Company’s outstanding Class A common shares. On a fully-diluted basis, affiliates held (including consideration of Class B common shares and Class A units as of June 30, 2024 and December 31, 2023) an approximate % and % interest as of June 30, 2024 and December 31, 2023, respectively.

As of December 31, 2023, the Operating Partnership had a receivable from affiliates of $ million related to the asset-backed securitization certificates held by AMH, which was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets. During the first quarter of 2024, the Operating Partnership paid off the outstanding principal on the AMH 2014-SFR2 securitization which resulted in the settlement of the receivable from affiliates. See Note 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.

single-family properties through our traditional acquisition channel for an aggregate purchase price of $ million, as well as $ 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 June 30, 2024, the Company had sales in escrow for approximately of our single-family properties and of our land lots for an aggregate selling price of $ million.

As of June 30, 2024, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 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.

Note 16.

properties to its portfolio for a total cost of approximately $ million, which included newly constructed properties delivered through our AMH Development Program and properties acquired through our traditional acquisition channel.

Subsequent Dispositions

From July 1, 2024 through July 26, 2024, the Company disposed of properties for aggregate net proceeds of approximately $ million.

Revolving Credit Facility

In July 2024, the Company entered into a new credit agreement with a $ billion sustainability-linked revolving credit facility, replacing its previous $ billion revolving credit facility. The interest rate on the new revolving credit facility is at either a daily or Term SOFR plus a % spread adjustment and a margin ranging from % to % or a base rate (determined according to the greater of a prime rate, federal funds rate plus % or the daily SOFR plus %) plus a margin ranging from % to %. In each case the actual margin is determined based on the Company’s credit ratings in effect from time to time. The new revolving credit facility matures on July 16, 2028, with extension options at the Company’s election if certain conditions are met.

AMH 2014-SFR3 Securitization Payoff Intent

In July 2024, the Company provided notice to the third-party lender of its intent to repay all amounts due under the AMH 2014-SFR3 securitization during the third quarter of 2024. As of June 30, 2024, the AMH 2014-SFR3 securitization had an outstanding principal balance of $ million.

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 June 30, 2024, we owned 59,493 single-family properties in select submarkets of metropolitan statistical areas (“MSAs”) in 21 states, including 633 properties held for sale, compared to 59,332 single-family properties in 21 states, including 862 properties held for sale, as of December 31, 2023 and 58,693 single-family properties in 21 states, including 648 properties held for sale, as of June 30, 2023. As of June 30, 2024, 56,669 of our total properties (excluding properties held for sale) were occupied, compared to 55,768 of our total properties (excluding properties held for sale) as of December 31, 2023 and 56,000 of our total properties (excluding properties held for sale) as of June 30, 2023. Also, as of June 30, 2024, the Company had an additional 3,167 properties held in unconsolidated joint ventures, compared to 2,978 properties held in unconsolidated joint ventures as of December 31, 2023 and 2,846 properties held in unconsolidated joint ventures as of June 30, 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 June 30, 2024:


	Total Single-Family Properties (1)
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	5,911	10.0	%	$	1,347.4	10.2	%	$	227,955	2,179	17.4	2016
Charlotte, NC	4,139	7.0	%	924.7		7.0	%	223,404		2,114	17.9	2015
Dallas-Fort Worth, TX	3,976	6.8	%	701.2		5.3	%	176,361		2,093	20.0	2014
Phoenix, AZ	3,337	5.7	%	721.5		5.5	%	216,224		1,842	19.5	2016
Nashville, TN	3,361	5.7	%	846.0		6.4	%	251,718		2,120	16.3	2016
Jacksonville, FL	3,206	5.4	%	716.7		5.4	%	223,546		1,926	14.3	2016
Tampa, FL	2,960	5.0	%	702.2		5.3	%	237,215		1,948	15.1	2016
Indianapolis, IN	2,830	4.8	%	494.8		3.8	%	174,836		1,927	21.4	2014
Houston, TX	2,350	4.0	%	419.7		3.2	%	178,589		2,082	18.6	2014
Las Vegas, NV	2,322	3.9	%	680.5		5.2	%	293,057		1,941	11.3	2017
Raleigh, NC	2,199	3.7	%	440.8		3.3	%	200,476		1,888	18.0	2015
Columbus, OH	2,148	3.6	%	423.2		3.2	%	197,018		1,882	21.5	2015
Cincinnati, OH	2,121	3.6	%	420.1		3.2	%	198,087		1,843	21.5	2014
Orlando, FL	2,078	3.5	%	474.4		3.6	%	228,316		1,919	17.6	2016
Salt Lake City, UT	1,921	3.3	%	588.7		4.5	%	306,457		2,246	17.5	2016
Charleston, SC	1,578	2.7	%	369.6		2.8	%	234,234		1,965	13.1	2017
Greater Chicago area, IL and IN	1,534	2.6	%	294.8		2.2	%	192,174		1,866	22.8	2013
San Antonio, TX	1,212	2.1	%	240.9		1.8	%	198,754		1,914	15.3	2015
Savannah/Hilton Head, SC	1,050	1.8	%	223.1		1.7	%	212,511		1,889	15.7	2016
Seattle, WA	1,013	1.7	%	338.0		2.6	%	333,672		2,006	14.4	2017
All Other (2)	7,614	13.1	%	1,823.4		13.8	%	239,480		1,917	17.3	2016
Total/Average	58,860	100.0	%	$	13,191.7	100.0	%	$	224,120	1,993	17.6	2015

(1)Excludes 633 single-family properties held for sale as of June 30, 2024.

(2)Represents 15 markets in 13 states.

The following table summarizes certain key leasing metrics as of June 30, 2024:


	Total Single-Family Properties (1)
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	95.2	%	$	2,217	12.0	6.2	5.8	%
Charlotte, NC	97.1	%	2,133		12.0	6.4	6.2	%
Dallas-Fort Worth, TX	95.4	%	2,255		12.0	6.4	5.3	%
Phoenix, AZ	95.3	%	2,111		12.0	6.6	5.0	%
Nashville, TN	95.3	%	2,310		12.0	6.0	5.4	%
Jacksonville, FL	95.4	%	2,148		12.0	6.6	4.4	%
Tampa, FL	95.3	%	2,380		12.0	6.2	5.2	%
Indianapolis, IN	97.9	%	1,837		12.1	5.7	5.5	%
Houston, TX	96.2	%	2,029		12.0	6.3	5.2	%
Las Vegas, NV	93.5	%	2,262		12.0	6.4	4.1	%
Raleigh, NC	95.8	%	2,006		12.1	6.7	5.5	%
Columbus, OH	97.3	%	2,145		12.0	6.1	6.2	%
Cincinnati, OH	97.7	%	2,092		12.0	6.0	5.8	%
Orlando, FL	94.4	%	2,333		12.0	6.3	6.2	%
Salt Lake City, UT	96.9	%	2,407		12.0	6.0	4.3	%
Charleston, SC	93.9	%	2,252		12.0	6.6	5.7	%
Greater Chicago area, IL and IN	98.2	%	2,384		12.0	6.0	7.0	%
San Antonio, TX	95.0	%	1,934		12.0	7.0	1.6	%
Savannah/Hilton Head, SC	97.4	%	2,191		12.0	6.3	8.6	%
Seattle, WA	94.8	%	2,737		11.5	6.4	6.8	%
All Other (6)	95.8	%	2,176		12.0	6.1	5.2	%
Total/Average	95.8	%	$	2,190	12.0	6.3	5.4	%

(1)Excludes 633 single-family properties held for sale as of June 30, 2024.

(2)For the three months ended June 30, 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 June 30, 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 June 30, 2024, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.

(6)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, availability of bulk portfolio acquisition opportunities, competition for our target assets and our available capital. We are also focused on developing “built-for-rental” homes through our internal AMH Development Program. In addition, we 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. We have strategically scaled back acquisitions of single-family properties through our National Builder Program and traditional acquisition channels as the housing market adjusts to the current macroeconomic environment. We will continue to evaluate all of our growth channels and grow accordingly, if and when, acquisition opportunities are attractive relative to the condition of capital markets.

During the three months ended June 30, 2024, we developed or acquired 590 homes, including 580 newly constructed homes delivered to our operating portfolio through our AMH Development Program and 10 homes acquired through our National Builder Program and traditional acquisition channel, partially offset by 345 homes identified for sale or contributed to unconsolidated joint ventures. During the three months ended June 30, 2024, we also developed an additional 91 newly constructed homes which were delivered to our unconsolidated joint ventures, aggregating to 671 total program deliveries through our AMH Development Program.

During the six months ended June 30, 2024, we developed or acquired 1,050 homes, including 1,021 newly constructed homes delivered to our operating portfolio through our AMH Development Program and 29 homes acquired through our National Builder Program and traditional acquisition channel, partially offset by 660 homes identified for sale or contributed to unconsolidated joint ventures. During the six months ended June 30, 2024, we also developed an additional 119 newly constructed homes which were delivered to our unconsolidated joint ventures, aggregating to 1,140 total program deliveries through our AMH Development Program.

Our properties and land held for sale were identified based on individual asset-level review, as well as submarket analysis. As of June 30, 2024 and December 31, 2023, there were 633 and 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 50 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.

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 5.6% for the three months ended June 30, 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 7.8% and 8.5% during the three months ended June 30, 2024 and 2023, respectively. Based on our Same-Home population of properties, the year-over-year increase in Average Monthly Realized Rent per property was 5.7% for the six months ended June 30, 2024, and we experienced turnover rates of 14.2% and 14.9% during the six months ended June 30, 2024 and 2023, 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 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 $108.5 million for the three months ended June 30, 2024, compared to $115.4 million for the three months ended June 30, 2023. The decrease was primarily due to lower net gains on property sales, partially offset by increases in rents and other single-family property revenues exceeding increases in total expenses. Net income totaled $236.6 million for the six months ended June 30, 2024, compared to $253.1 million for the six months ended June 30, 2023. The decrease was primarily due to lower net gains on property sales, partially offset by increases in rents and other single-family property revenues exceeding increases in total expenses.

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”)).

Comparison of the Three Months Ended June 30, 2024 to the Three Months Ended June 30, 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 June 30, 2024 and 2023 (amounts in thousands):


	For the Three Months Ended June 30,
	2024		2023
Core revenues and Same-Home core revenues
Rents and other single-family property revenues	$	423,494	$	395,548
Tenant charge-backs	(47,371)		(45,814)
Core revenues	376,123		349,734
Less: Non-Same-Home core revenues	(37,359)		(28,646)
Same-Home core revenues	$	338,764	$	321,088


Core property operating expenses and Same-Home core property operating expenses
Property operating expenses	$	149,470	$	142,553
Property management expenses	32,382		30,666
Noncash share-based compensation - property management	(1,340)		(1,132)
Expenses reimbursed by tenant charge-backs	(47,371)		(45,814)
Core property operating expenses	133,141		126,273
Less: Non-Same-Home core property operating expenses	(14,307)		(12,859)
Same-Home core property operating expenses	$	118,834	$	113,414


Core NOI and Same-Home Core NOI
Net income	$	108,534	$	115,414
Loss on early extinguishment of debt	63		—
Gain on sale and impairment of single-family properties and other, net	(43,892)		(62,758)
Depreciation and amortization	117,603		113,199
Acquisition and other transaction costs	2,937		4,175
Noncash share-based compensation - property management	1,340		1,132
Interest expense	38,678		34,844
General and administrative expense	21,693		19,937
Other income and expense, net	(3,974)		(2,482)
Core NOI	242,982		223,461
Less: Non-Same-Home Core NOI	(23,052)		(15,787)
Same-Home Core NOI	$	219,930	$	207,674

236,629 $253,113 — 438,905 $415,769

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 six months ended June 30, 2024 and 2023 (amounts in thousands):


	For the Six Months Ended June 30, 2024
	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	$	663,124			$	70,339			$	733,463
Fees from single-family properties	14,376				1,769				16,145
Bad debt	(5,818)				(1,449)				(7,267)
Core revenues	671,682				70,659				742,341

Property tax expense	116,021		17.3	%	12,593		17.8	%	128,614		17.3	%
HOA fees, net (2)	11,868		1.8	%	1,184		1.7	%	13,052		1.8	%
R&M and turnover costs, net (2)	46,797		7.0	%	6,312		8.9	%	53,109		7.2	%
Insurance	8,545		1.3	%	1,180		1.7	%	9,725		1.3	%
Property management expenses, net (3)	49,546		7.3	%	7,643		10.8	%	57,189		7.7	%
Core property operating expenses	232,777		34.7	%	28,912		40.9	%	261,689		35.3	%

Core NOI	$	438,905	65.3	%	$	41,747	59.1	%	$	480,652	64.7	%


	For the Six Months Ended June 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	$	631,256			$	55,830			$	687,086
Fees from single-family properties	13,312				1,528				14,840
Bad debt	(7,647)				(2,237)				(9,884)
Core revenues	636,921				55,121				692,042

Property tax expense	109,114		17.1	%	11,513		20.9	%	120,627		17.5	%
HOA fees, net (2)	11,247		1.8	%	1,026		1.9	%	12,273		1.8	%
R&M and turnover costs, net (2)	44,262		6.9	%	6,308		11.4	%	50,570		7.3	%
Insurance	7,731		1.2	%	801		1.5	%	8,532		1.2	%
Property management expenses, net (3)	48,798		7.7	%	6,880		12.4	%	55,678		8.0	%
Core property operating expenses	221,152		34.7	%	26,528		48.1	%	247,680		35.8	%

Core NOI	$	415,769	65.3	%	$	28,593	51.9	%	$	444,362	64.2	%

(1)Includes 52,987 properties that have been stabilized longer than 90 days prior to January 1, 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 6.8% to $847.0 million for the six months ended June 30, 2024 from $793.3 million for the six months ended June 30, 2023. Revenue growth was primarily driven by higher rental rates.

Property Operating Expenses

Property operating expenses increased 5.4% to $305.4 million for the six months ended June 30, 2024 from $289.6 million for the six months ended June 30, 2023. This increase was primarily driven by annual increases in property tax expense and inflationary increases in all other expenses.

Property Management Expenses

Property management expenses for the six months ended June 30, 2024 and 2023 were $63.8 million and $61.5 million, respectively, which included $2.8 million and $2.2 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 and noncash share-based compensation expense.

Core Revenues from Same-Home Properties

Core revenues from Same-Home properties increased 5.5% to $671.7 million for the six months ended June 30, 2024 from $636.9 million for the six months ended June 30, 2023. This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 5.7% to $2,163 per month for the six months ended June 30, 2024 compared to $2,045 per month for the six months ended June 30, 2023, as well as higher fees from single-family properties and lower uncollectible rents, partially offset by a decrease in Average Occupied Days Percentage, which was 96.4% for the six months ended June 30, 2024 compared to 97.1% for the six months ended June 30, 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 5.3% to $232.8 million for the six months ended June 30, 2024 from $221.2 million for the six months ended June 30, 2023 primarily driven by annual increases in property tax expense and inflationary increases in all other expenses.

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 six months ended June 30, 2024 and 2023 was $43.6 million and $37.8 million, respectively, which included $14.4 million and $9.7 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 as well as an increase in personnel related expenses.

Interest Expense

Interest expense increased 9.2% to $77.3 million for the six months ended June 30, 2024 from $70.7 million for the six months ended June 30, 2023. The increase was primarily due to additional interest from the issuance of unsecured senior notes in January 2024, partially offset by lower interest expense resulting from the payoff of the AMH 2014-SFR2 securitization in February 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, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs for the six months ended June 30, 2024 and 2023 were $6.3 million and $9.3 million, respectively, which included $3.2 million and $2.4 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 a decrease in personnel costs as a result of fewer planned transactions through our traditional acquisition channel during the six months ended June 30, 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 3.3% to $233.3 million for the six months ended June 30, 2024 from $225.9 million for the six months ended June 30, 2023 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.

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 six months ended June 30, 2024 and 2023 was $112.8 million and $147.4 million, respectively, which included $3.3 million and $0.8 million, respectively, of impairment charges in each

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

Loss on Early Extinguishment of Debt

Loss on early extinguishment of debt was $1.0 million for the six months ended June 30, 2024, compared to zero for the six months ended June 30, 2023, as a result of the payoff of the AMH 2014-SFR2 securitization in February 2024.

Other Income and Expense, net

Other income and expense, net for the six months ended June 30, 2024 and 2023 was $7.4 million and $7.2 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 2023 Annual Report. There have been no material changes to these estimates during the six months ended June 30, 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 2023 At-the-Market Program described below, borrowings under our $1.25 billion 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 June 30, 2024 included $718.4 million of cash and cash equivalents. Additionally, as of June 30, 2024, we had no outstanding borrowings and $2.3 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.25 billion of remaining borrowing capacity. During the six months ended June 30, 2024, the Company issued (i) $600.0 million of 5.500% unsecured senior notes with a maturity date of February 1, 2034 (the “2034 Notes I”), raising net proceeds of $595.5 million, (ii) $500.0 million of 5.500% unsecured senior notes with a maturity date of July 15, 2034 (the “2034 Notes II”), raising net proceeds of $494.0 million, and (iii) 932,746 Class A common shares under its 2023 At-the-Market Program, raising gross proceeds of $33.7 million with $864.3 million remaining available for future share issuances as of June 30, 2024. As of June 30, 2024, the Company also had estimated net proceeds of $109.3 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 six months ended June 30, 2024, the Company repaid all amounts due under the AMH 2014-SFR2 securitization and in July 2024, the Company provided notice to the third-party lender of its intent to repay all amounts due under the AMH 2014-SFR3 securitization during the third quarter of 2024. 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 2023 Annual Report.

Cash Flows

The following table summarizes the Company’s and the Operating Partnership’s cash flows for the six months ended June 30, 2024 and 2023 (amounts in thousands):


	For the Six Months Ended June 30,
	2024		2023		Change
Net cash provided by operating activities	$	475,780	$	415,676	$	60,104
Net cash used for investing activities	(108,312)		(237,822)		129,510
Net cash provided by (used for) financing activities	292,317		(34,044)		326,361
Net increase in cash, cash equivalents and restricted cash	$	659,785	$	143,810	$	515,975

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, general and administrative expense and interest expense. Net cash provided by operating activities increased $60.1 million, or 14.5%, from $415.7 million for the six months ended June 30, 2023 to $475.8 million for the six months ended June 30, 2024 as a result of increased cash inflows generated from a larger number of occupied properties and higher rental rates, partially offset by higher cash outflows for property related expenses as a result of inflationary increases as well as changes in working capital primarily related to the timing of payments for accounts payable and accrued expenses and prepaid expenses and other assets.

Investing Activities

Net cash used for investing activities decreased $129.5 million, or 54.5%, from $237.8 million for the six months ended June 30, 2023 to $108.3 million for the six months ended June 30, 2024. Our investing activities are most significantly impacted by the level of investment activity through traditional acquisition channels, availability of bulk portfolio acquisition opportunities, the development of “built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties through our National Builder Program. We have strategically scaled back acquisitions of single-family properties through our National Builder Program and traditional acquisition channels as the housing market adjusts to the current macroeconomic environment. We will continue to evaluate all of our growth channels and grow accordingly, if and when, acquisition opportunities are attractive relative to the condition of capital markets. 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.

Cash outflows for the addition of single-family properties to our portfolio, primarily for our AMH Development Program, decreased $21.3 million as a result of the timing of development-related payments. 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. Cash outflows for recurring and other capital expenditures for single-family properties and renovations to single-family properties decreased $10.9 million largely as a result of scaled back acquisitions and a reduction in spend on property-enhancing capital expenditures during the six months ended June 30, 2024. Additional drivers for the decrease in net cash used for investing activities include (i) a $96.4 million increase in distributions from joint ventures, net of contributions, primarily due to additional cash distributions received with respect to our property and land contributions during the six months ended June 30, 2024, (ii) $25.7 million of cash proceeds received during the six months ended June 30, 2024 for our AMH 2014-SFR2 Class F asset-backed securitization certificates, and (iii) a $7.3 million decrease in cash outflows for other investing activities primarily due to a nonrecurring investment

in a residential-focused proptech company during the six months ended June 30, 2023. These changes were partially offset by a $32.1 million decrease in net proceeds received from sales of single-family properties and other primarily resulting from fewer properties sold during the six months ended June 30, 2024.

Financing Activities

Net cash provided by financing activities was $292.3 million for the six months ended June 30, 2024 compared to net cash used for financing activities of $34.0 million for the six months ended June 30, 2023. This $326.4 million change in financing activities was primarily due to (i) $1.1 billion of proceeds from unsecured senior notes, net of discounts and deferred financing costs paid, from the issuances of unsecured senior notes (see below) during the six months ended June 30, 2024 and (ii) a $40.0 million reduction in cash outflows to pay down our revolving credit facility. These changes were partially offset by (i) a $459.0 million increase in payments on asset-backed securitizations resulting from the payoff of the AMH 2014-SFR2 securitization during the six months ended June 30, 2024, (ii) a $265.2 million reduction in proceeds from the issuance of Class A common shares, net of offering costs, (iii) $36.4 million of payments to a land banking entity related to liabilities to repurchase consolidated land not owned for our AMH Development Program during the six months ended June 30, 2024, and (iv) a $35.9 million increase in distributions paid to common share and unit holders resulting from an 18% increase in distributions paid per common share and unit during the six months ended June 30, 2024.

Early Extinguishment of Debt

During the first quarter of 2024, the Operating Partnership paid off the $460.6 million outstanding principal on the AMH 2014-SFR2 securitization, which resulted in $1.0 million of charges related to 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.

Unsecured Senior Notes

During the first quarter of 2024, the Operating Partnership issued the 2034 Notes I, which carry a green bond designation and were issued under the Company’s green finance framework. Interest on the 2034 Notes I is payable semi-annually in arrears on February 1 and August 1 of each year, commencing on August 1, 2024. The Operating Partnership received aggregate net proceeds of $595.5 million from this offering, after underwriting fees of $3.9 million and a $0.6 million discount, and before offering costs of $1.3 million. Pending full allocation of an amount equal to the net proceeds to finance new or existing projects meeting the eligibility criteria described in the prospectus supplement related to the offering, the Operating Partnership used the net proceeds primarily to repay outstanding indebtedness, including the payoff of the AMH 2014-SFR2 securitization. The Operating Partnership may redeem the 2034 Notes I in whole at any time or in part from time to time at the applicable redemption price specified in the indenture. If the 2034 Notes I are redeemed on or after November 1, 2033 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2034 Notes I being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

During the second quarter of 2024, the Operating Partnership issued the 2034 Notes II. Interest on the 2034 Notes II is payable semi-annually in arrears on January 15 and July 15 of each year, commencing on January 15, 2025. The Operating Partnership received aggregate net proceeds of $494.0 million from this offering, after underwriting fees of $3.3 million and a $2.7 million discount, and before offering costs of $1.1 million. The Operating Partnership intends to use the net proceeds from the offering for the repayment of outstanding indebtedness, which may include the repayment or voluntary prepayment of all or a portion of the outstanding AMH 2014-SFR3 securitization, as well as general corporate purposes, including, without limitation, property acquisitions and developments, the expansion, redevelopment and/or improvement of existing properties in the Company’s portfolio, other capital expenditures, working capital and other general purposes. The Operating Partnership may redeem the 2034 Notes II in whole at any time or in part from time to time at the applicable redemption price specified in the indenture. If the 2034 Notes II are redeemed on or after April 15, 2034 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2034 Notes II being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

The 2034 Notes I and 2034 Notes II are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The indentures require that we maintain certain financial covenants.

At-the-Market Common Share Offering Program

During the second quarter of 2023, the Company entered into a new at-the-market common share offering program, replacing the previously expiring program, under which it can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $1.0 billion (the “2023 At-the-Market Program”). The 2023 At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use any net proceeds from the 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 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the first quarter of 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 June 30, 2024, 3,732,429 shares have been issued under the 2023 At-the-Market Program and $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 June 30, 2024, the Company has estimated net proceeds of approximately $109.3 million available from future settlement under the March 2024 Forward Sale Agreement, subject to adjustment in accordance with the forward sale transaction.

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

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 six months ended June 30, 2024 and 2023, we did not repurchase and retire any of our Class A common shares or preferred shares. As of June 30, 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.

Distributions

As a REIT, we generally are required to distribute annually to our shareholders at least 90% of our REIT taxable income (determined without regard to the deduction for dividends paid and any net capital gains) and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains). The Operating Partnership funds the payment of distributions. We historically used our net operating loss (“NOL”) for U.S. federal income tax purposes to reduce our REIT taxable income and have substantially utilized our NOL as of December 31, 2023.

During the six months ended June 30, 2024 and 2023, the Company distributed an aggregate $225.1 million and $189.2 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 six months ended June 30, 2024 and 2023 (amounts in thousands):


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2024		2023		2024		2023
Net income attributable to common shareholders	$	92,142	$	98,029	$	201,431	$	215,494
Adjustments:
Noncontrolling interests in the Operating Partnership	12,906		13,899		28,226		30,647
Gain on sale and impairment of single-family properties and other, net	(43,892)		(62,758)		(112,793)		(147,417)
Adjustments for unconsolidated joint ventures	1,196		1,058		2,793		1,568
Depreciation and amortization	117,603		113,199		233,329		225,916
Less: depreciation and amortization of non-real estate assets	(4,769)		(4,249)		(9,424)		(8,426)
FFO attributable to common share and unit holders (1)	$	175,186	$	159,178	$	343,562	$	317,782
Adjustments:
Acquisition, other transaction costs and other	2,937		4,175		6,261		9,251
Noncash share-based compensation - general and administrative	7,559		5,982		14,398		9,725
Noncash share-based compensation - property management	1,340		1,132		2,784		2,198
Loss on early extinguishment of debt	63		—		1,017		—
Core FFO attributable to common share and unit holders (1)	$	187,085	$	170,467	$	368,022	$	338,956
Recurring Capital Expenditures	(21,403)		(20,913)		(35,527)		(35,106)
Leasing costs	(1,042)		(768)		(1,837)		(1,576)
Adjusted FFO attributable to common share and unit holders (1)	$	164,640	$	148,786	$	330,658	$	302,274

(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 six months ended June 30, 2024 and 2023 (amounts in thousands):


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2024		2023		2024		2023
Net income	$	108,534	$	115,414	$	236,629	$	253,113
Interest expense	38,678		34,844		77,255		70,726
Depreciation and amortization	117,603		113,199		233,329		225,916
EBITDA	$	264,815	$	263,457	$	547,213	$	549,755

Gain on sale and impairment of single-family properties and other, net	(43,892)		(62,758)		(112,793)		(147,417)
Adjustments for unconsolidated joint ventures	1,196		1,058		2,793		1,568
EBITDAre	$	222,119	$	201,757	$	437,213	$	403,906

Noncash share-based compensation - general and administrative	7,559		5,982		14,398		9,725
Noncash share-based compensation - property management	1,340		1,132		2,784		2,198
Acquisition, other transaction costs and other	2,937		4,175		6,261		9,251
Loss on early extinguishment of debt	63		—		1,017		—
Adjusted EBITDAre	$	234,018	$	213,046	$	461,673	$	425,080

Recurring Capital Expenditures	(21,403)		(20,913)		(35,527)		(35,106)
Leasing costs	(1,042)		(768)		(1,837)		(1,576)
Fully Adjusted EBITDAre	$	211,573	$	191,365	$	424,309	$	388,398

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk

During the six months ended June 30, 2024, the Company paid down $90.0 million on its revolving credit facility, resulting in no outstanding variable rate debt as of June 30, 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 2023 Annual Report.

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 June 30, 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 June 30, 2024, that have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.

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 2023 Annual Report in Part I, “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 June 30, 2024, 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.)

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 I (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January 30, 2024.)

4.16						Eighth Supplemental Indenture, dated as of June 26, 2024, between American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed June 26, 2024.)

4.17						Form of Global Note representing the 2034 Notes II (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed June 26, 2024.)

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)

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† Indicates management contract or compensatory plan

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: August 2, 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: August 2, 2024

American Homes 4 Rent - Quarter Report: 2024 June (Form 10-Q)

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