Item 1.01. Entry Into a Material Definitive Agreement.

On April 7, 2022, American Homes 4 Rent, L.P. (the "Operating Partnership") completed the previously announced offering of $600,000,000 aggregate principal amount of 3.625% Senior Notes due 2032 (the "2032 Notes") and $300,000,000 aggregate principal amount of 4.300% Senior Notes due 2052 (the "2052 Notes" and, together with the 2032 Notes, the "Notes").

The Operating Partnership previously entered into an Indenture, dated as of February 7, 2018 (the "Base Indenture"), between the Operating Partnership, as issuer, and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee (the "Trustee"). In connection with the issuance of the Notes, the Operating Partnership entered into the Fifth Supplemental Indenture dated as of April 7, 2022 (the "Fifth Supplemental Indenture") relating to the 2032 Notes and the Sixth Supplemental Indenture dated as of April 7, 2022 (the "Sixth Supplemental Indenture") relating to the 2052 Notes (the Fifth Supplemental Indenture and the Sixth Supplemental Indenture, together with the Base Indenture, the "Indenture"), between the Operating Partnership and the Trustee.

The 2032 Notes were issued at 97.517% of par value with a coupon of 3.625% per annum. The 2052 Notes were issued at 97.237% of par value with a coupon of 4.300% per annum. Interest on the Notes is payable semi-annually in arrears on April 15 and October 15 of each year, commencing October 15, 2022. The 2032 Notes will mature on April 15, 2032, and the 2052 Notes will mature on April 15, 2052. The Notes 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.

Under limited circumstances, the Indenture will require certain of the Operating Partnership's subsidiaries and American Homes 4 Rent (the "Company") to guarantee the Notes in the future if, and for so long as, such subsidiary or the Company, as the case may be, guarantees the Operating Partnership's obligations under its revolving credit facility.

The Operating Partnership may redeem the Notes in whole at any time or in part from time to time, at the applicable make-whole redemption price specified in the Indenture. If the 2032 Notes are redeemed on or after January 15, 2032 (three months prior to the maturity date) or if the 2052 Notes are redeemed on or after October 15, 2051 (six months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

The Indenture contains certain covenants that, among other things, limit the ability of the Operating Partnership, subject to exceptions, to incur secured and unsecured indebtedness and to consummate a merger, consolidation or sale of all or substantially all of its assets. In addition, the Indenture requires the Operating Partnership to maintain total unencumbered assets of at least 150% of total unsecured indebtedness. These covenants are subject to a number of important exceptions and qualifications. The Indenture also provides for customary events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the Notes to become due and payable.



The foregoing description is a summary of the terms of the Indenture and the
Notes and does not purport to be a complete statement of the parties' rights and
obligations thereunder. The foregoing description is qualified in its entirety
by reference to the full text of the Base Indenture and the Supplemental
Indenture (including the form of Notes), a copy of which is attached as Exhibit
4.1 to this Current Report on Form
8-K
and incorporated by reference herein.

The offering was made pursuant to an automatic shelf registration statement
filed with the Securities and Exchange Commission on June 17, 2020 (File
Nos. 333-239227
and
333-239227-01),
a base prospectus, dated June 17, 2020, and a prospectus supplement, dated
March 31, 2022, filed by the Operating Partnership with the Securities and
Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as
amended.

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Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an


           Off-Balance
           Sheet Arrangement of the Registrant.

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.




(d)
Exhibits.


Exhibit
  No.                                     Description

4.1            Indenture, dated as of February 7, 2018, between American Homes 4
             Rent, L.P. and U.S. Bank Trust Company, National Association, as
             trustee (incorporated by reference to Exhibit 4.1 to the registrants'
             Current Report on Form 8-K filed February 7, 2018).

4.2            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.

4.3            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.

4.4            Form of Global Note representing the 2032
             Notes (included in Exhibit 4.2).

4.5            Form of Global Note representing the 2052
             Notes (included in Exhibit 4.3).

104          Cover Page Interactive Data File (embedded within the Inline XBRL
             documents).

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