UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
American Homes 4 Rent
(Exact name of registrant as specified in its charter)
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Maryland |
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46-1229660 |
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(State of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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30601 Agoura Road |
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91301 |
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(Address of principal executive offices) |
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(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Name of each exchange on which |
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Series E cumulative redeemable perpetual preferred shares of beneficial interest, $0.01 par value per share |
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New York Stock Exchange, Inc. |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
Securities Act registration statement file number to which this form relates: 333-197921
Securities to be registered pursuant to Section 12(g) of the Act: None.
Item 1. Description of Registrant’s Securities to be Registered.
The description of the 6.35% Series E Cumulative Redeemable Perpetual Preferred Shares of beneficial interest, par value $0.01 per share (the “Series E Preferred Shares”), of American Homes 4 Rent (the “Company”), included under the heading “Description of Preferred Shares” and other information relating to the Series E Preferred Shares under the heading “Material Provisions of Maryland Law and of Our Declaration of Trust and Bylaws” in the prospectus dated August 7, 2014 (the “Prospectus”) forming part of the Company’s registration statement on Form S-3ASR (File No. 333-197921), filed with the Securities and Exchange Commission (the “Commission”) on August 7, 2014 (the “Registration Statement”), and under the heading “Description of Series E Preferred Shares” beginning on page S-21 of the prospectus supplement to the Prospectus (the “Prospectus Supplement”), dated June 22, 2016, that was filed by the Company with the Commission on June 23, 2016 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to be incorporated herein by reference.
Item 2. Exhibits.
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Exhibit |
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Description |
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3.1 |
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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 (SEC File No. 333-189103) filed June 25, 2013) |
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3.2 |
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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 (SEC File No. 333-189103) filed July 19, 2013) |
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3.3 |
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Articles Supplementary for American Homes 4 Rent 5.000% Series A Participating Preferred Shares (incorporated by reference to Exhibit 3.3 to Post-Effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (SEC File No. 333-191015) filed October 25, 2013) |
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3.4 |
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Articles Supplementary for American Homes 4 Rent 5.000% Series B Participating Preferred Shares (incorporated by reference to Exhibit 3.4 to Post-Effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (SEC File No. 333-192592) filed December 27, 2013) |
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3.5 |
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Articles Supplementary for American Homes 4 Rent 5.500% Series C Participating Preferred Shares (incorporated by reference to Exhibit 3.5 to Post-Effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (SEC File No. 333-195575) filed May 1, 2014) |
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3.6 |
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Articles Supplementary for American Homes 4 Rent 6.5% Series D Cumulative Redeemable Perpetual Preferred Shares (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 17, 2016) |
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3.7 |
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Articles Supplementary for American Homes 4 Rent 6.35% Series E Cumulative Redeemable Perpetual Preferred Shares (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on June 22, 2016) |
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3.8 |
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Amended and Restated Bylaws of American Homes 4 Rent (incorporated by reference to Exhibit 3.3 to Amendment No. 2 to the Company’s Registration Statement on Form S-11 (SEC File No. 333-189103) filed July 19, 2013) |
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
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Date: June 23, 2016 |
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AMERICAN HOMES 4 RENT |
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By: |
/s/ Stephanie Heim |
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Stephanie Heim |
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Senior Vice President - Counsel |