8-K

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 6, 2021

AMERICAN HOMES 4 RENT

AMERICAN HOMES 4 RENT, L.P.

(Exact name of registrant as specified in its charter)

23975 Park Sorrento, Suite 300

Calabasas, California 91302

(Address of principal executive offices) (Zip Code)

(805) 413-5300

(Registrant’s telephone number, including area code)

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

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. ☐

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

2021 Equity Incentive Plan

On May 6, 2021, American Homes 4 Rent (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Annual Meeting”). As described below in Item 5.07 of this Current Report on Form 8-K, at the Annual Meeting, the Company’s shareholders, upon the recommendation of the Company’s Board of Trustees (the “Board”), approved the American Homes 4 Rent 2021 Equity Incentive Plan (the “2021 Incentive Plan”), which replaces the Company’s existing equity compensation plan, the American Homes 4 Rent 2012 Equity Incentive Plan. A description of the material terms of the 2021 Incentive Plan is set forth in Proposal 2 in the Company’s Definitive Proxy Statement on Schedule 14A for the Annual Meeting filed with the Securities and Exchange Commission on March 22, 2021 (the “Proxy Statement”), and such description is incorporated by reference herein. The above description of the 2021 Incentive Plan does not purport to be complete and is qualified in its entirety by the full text of the 2021 Incentive Plan, which the Company will file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ending June 30, 2021. Copies of the forms of award agreements will also be filed as exhibits to the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2021.

On May 6, 2021, the Company held its virtual-only Annual Meeting. At the meeting, the Company’s shareholders voted on six proposals and cast their votes as described below. These proposals are described in detail in the Proxy Statement.

Proposal 1: The Company’s shareholders elected thirteen individuals to the Board for the succeeding year or until their successors are duly qualified and elected as set forth below:

Proposal 2: The Company’s shareholders approved the 2021 Incentive Plan as set forth below:

Proposal 3: The Company’s shareholders approved the American Homes 4 Rent Employee Stock Purchase Plan as set forth below:

Proposal 4: 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, 2021 as set forth below:

Proposal 5: The Company’s shareholders cast their votes with respect to the advisory vote to approve executive compensation as set forth below:

Proposal 6: The Company’s shareholders cast their votes with respect to the advisory vote on the frequency of future advisory votes on executive compensation as set forth below:

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.