8-K

American Homes 4 Rent (AMH)

8-K 2022-05-04 For: 2022-05-03
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Added on April 06, 2026

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 3, 2022

AMERICAN HOMES 4 RENT

AMERICAN HOMES 4 RENT, L.P.

(Exact Name of Registrant as Specified in Charter)

American Homes 4 Rent<br><br>American Homes 4 Rent, L.P. Maryland<br><br>Delaware 001-36013<br><br>333-221878-02 46-1229660<br><br>80-0860173
(State or Other Jurisdiction<br><br>of Incorporation) (Commission<br> File Number) (IRS Employer<br><br>Identification No.)
23975 Park Sorrento, Suite 300<br><br>Calabasas, California 91302
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(Address of Principal Executive Offices) (Zip Code)

(805) 413-5300

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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 <br>14a-12<br> under the Exchange Act (17 CFR <br>240.14a-12)
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Pre-commencement<br> communications pursuant to Rule <br>14d-2(b)<br> under the Exchange Act (17 CFR <br>240.14d-2(b))
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Pre-commencement<br> communications pursuant to Rule <br>13e-4(c)<br> under the Exchange Act (17 CFR <br>240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br><br>symbols Name of each exchange<br><br>on which registered
Class A common shares of beneficial interest, $.01 par value AMH New York Stock Exchange
5.875% Series G perpetual preferred shares of beneficial interest, $.01 par value AMH-G New York Stock Exchange
6.250% 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 4, 2022, American Homes 4 Rent (the “Company”) announced that Jack Corrigan, Chief Investment Officer, will retire from the Company effective May 31, 2022. The Company and Mr. Corrigan intend to enter into a customary separation and release agreement. The Company and Mr. Corrigan also intend to enter into a consulting agreement for a transition period commencing on the effective date of his retirement through December 31, 2022.

Mr. Corrigan will continue to serve as a member of the Board of Trustees of the Company (the “Board”).

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

On May 3, 2022, the Company held its virtual-only 2022 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 18, 2022.

Proposal 1:

The Company’s shareholders elected thirteen individuals to the Board for a one-year term or until their successors are duly qualified and elected as set forth below:

Name Votes For Votes<br>Against Abstentions Broker<br><br><br>Non-Votes
Kenneth M. Woolley 348,331,848 1,285,817 49,544 8,437,592
David P. Singelyn 348,794,885 821,195 51,129 8,437,592
Douglas N. Benham 333,133,490 16,080,252 453,467 8,437,592
Jack Corrigan 345,803,294 3,813,226 50,689 8,437,592
David Goldberg 348,692,106 924,895 50,208 8,437,592
Tamara H. Gustavson 346,898,794 2,717,488 50,927 8,437,592
Matthew J. Hart 337,332,379 12,282,432 52,398 8,437,592
Michelle C. Kerrick 348,840,719 775,512 50,978 8,437,592
James H. Kropp 348,784,325 830,843 52,041 8,437,592
Lynn C. Swann 339,847,738 9,768,396 51,075 8,437,592
Winifred M. Webb 338,056,503 11,561,134 49,572 8,437,592
Jay Willoughby 339,895,000 9,719,415 52,794 8,437,592
Matthew R. Zaist 348,747,677 868,596 50,936 8,437,592

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, 2022 as set forth below:

Votes For Votes Against Abstentions Broker<br> <br>Non-Votes
357,769,024 301,638 34,139 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<br> <br>Non-Votes
329,775,761 19,832,801 58,647 8,437,592

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 4, 2022 AMERICAN HOMES 4 RENT
By: /s/ Sara H. Vogt-Lowell
Sara H. Vogt-Lowell
Chief Legal Officer
Date: May 4, 2022 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