ThZeal - The Zeal

amh-20230509

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): May 9, 2023

AMERICAN HOMES 4 RENT

AMERICAN HOMES 4 RENT, L.P.

(Exact name of registrant as specified in its charter)


American Homes 4 Rent	Maryland	001-36013	46-1229660
American Homes 4 Rent, L.P.	Delaware	333-221878-02	80-0860173
	(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

280 Pilot Road

Las Vegas, Nevada 89119

(Address of principal executive offices) (Zip Code)

(702) 847-7800

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading symbols

Name of each exchange on which registered

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

AMH

New York Stock Exchange

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

AMH-G

New York Stock Exchange

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

AMH-H

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 9, 2023, American Homes 4 Rent (“AMH” or the “Company”) held its virtual-only 2023 Annual Meeting of Shareholders (the “Annual Meeting”). At the meeting, the Company’s shareholders voted on three proposals and cast their votes as described below. These proposals are described in detail in the Company’s Definitive Proxy Statement on Schedule 14A for the Annual Meeting filed with the Securities and Exchange Commission on March 24, 2023.

Proposal 1:

The Company’s shareholders elected twelve individuals to the Board for the succeeding year or until their successors are duly qualified and elected as set forth below:


Name	Votes For	Votes Against	Abstentions	Broker Non-Votes
Matthew J. Hart	355,353,449	11,373,329	74,518	5,721,160
David P. Singelyn	365,661,656	1,108,925	30,715	5,721,160
Douglas N. Benham	337,894,452	28,874,702	32,142	5,721,160
Jack Corrigan	364,705,483	2,063,789	32,024	5,721,160
David Goldberg	364,647,761	2,121,525	32,010	5,721,160
Tamara H. Gustavson	366,156,605	616,241	28,450	5,721,160
Michelle C. Kerrick	365,874,029	898,734	28,533	5,721,160
James H. Kropp	365,193,419	1,575,842	32,035	5,721,160
Lynn C. Swann	360,312,900	6,459,050	29,346	5,721,160
Winifred M. Webb	357,251,909	9,520,882	28,505	5,721,160
Jay Willoughby	360,353,567	6,415,501	32,228	5,721,160
Matthew R. Zaist	365,865,246	903,817	32,233	5,721,160

Proposal 2:

The Company’s shareholders ratified the appointment of Ernst & Young, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 as set forth below:


Votes For	Votes Against	Abstentions	Broker Non-Votes
372,338,121	172,048	12,287	0

Proposal 3:

The Company’s shareholders approved, on an advisory basis, the named executive officer compensation as set forth below:


Votes For	Votes Against	Abstentions	Broker Non-Votes
355,602,258	11,165,266	33,772	5,721,160

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 hereunto duly authorized.

Date: May 11, 2023


						AMERICAN HOMES 4 RENT

						By:			/s/ Sara H. Vogt-Lowell
									Sara H. Vogt-Lowell
									Chief Legal Officer


						AMERICAN HOMES 4 RENT, L.P.

						By:			American Homes 4 Rent, its General Partner

						By:			/s/ Sara H. Vogt-Lowell
									Sara H. Vogt-Lowell
									Chief Legal Officer