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 7, 2015

 

AMERICAN HOMES 4 RENT

(Exact Name of Registrant as Specified in its Charter)

 

 

 

(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:

 

o            Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

The information in Item 2.02 of this Form 8-K, including Exhibits 99.1, 99.2 and 99.3, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 2.02 Results of Operations and Financial Condition and Exhibits

 

On May 7, 2015, American Homes 4 Rent issued a press release announcing its financial results for the quarter ended March 31, 2015, together with a First Quarter 2015 Supplemental Information Package. On May 7, 2015, the company also announced that its Board of Trustees had declared the quarterly distributions on its common and participating preferred shares. A copy of the press releases and the First Quarter 2015 Supplemental Information Package are furnished as Exhibit 99.1, 99.2 and 99.3, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

 

Item 5.07   Submission of Matters to a Vote of Security Holders

 

(a)         The Company held its annual meeting of shareholders on Thursday, May 7, 2015 in Agoura Hills, California.

 

(b)         The shareholders (1) elected all of the Company’s nominees for trustee, (2) ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015, (3) approved, on an advisory basis, the Company’s executive compensation as disclosed in the 2015 proxy statement, and (4) on an advisory basis, approved an annual vote on executive compensation. These proposals are described in detail in our proxy statement for our Annual Meeting of Shareholders filed with the Securities and Exchange Commission on April 2, 2015.  As recommended by the Board and approved by the shareholders on an advisory basis, the Company will hold an annual advisory vote on executive compensation.

 

The final results for the votes for each proposal are set forth below:

 

Election of Trustees:

 

Name	Votes For	Withheld	Broker Non-Votes
B. Wayne Hughes	175,220,015	10,618,580	5,806,895
David P. Singelyn	178,893,344	6,945,251	5,806,895
John Corrigan	175,383,650	10,454,945	5,806,895
Dann V. Angeloff	178,672,833	7,165,762	5,806,895
Matthew J. Hart	179,338,880	6,499,715	5,806,895
James H. Kropp	178,841,895	6,996,700	5,806,895
Lynn Swan	178,837,340	7,001,255	5,806,895
Kenneth M. Woolley	179,370,871	6,467,724	5,806,895

 

Ratification of BDO USA, LLP:

 

Votes For	Votes Against	Abstain	Broker Non-Votes
185,519,643	82,779	6,043,068	0

 

Advisory Vote on executive compensation:

 

Votes For	Votes Against	Abstain	Broker Non-Votes
166,105,796	13,184,084	6,548,716	5,806,895

 

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Advisory Vote on the frequency of advisory votes on executive compensation:

 

One Year	Two Years	Three Years	Abstain	Broker Non-Votes
168,912,493	15,959	10,875,466	6,034,674	5,806,895

 

Item 9.01 Financial Statements and Exhibits

 

(d)           Exhibits

 

Exhibit 99.1—Press Release dated May 7, 2015 concerning financial results

 

Exhibit 99.2—Press Release dated May 7, 2015 concerning the declaration of quarterly distributions

 

Exhibit 99.3—First Quarter 2015 Supplemental Information Package

 

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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.

 

Date: May 7, 2015

 

AMERICAN HOMES 4 RENT
By:	/s/Stephanie Heim
	Stephanie Heim
	Senior Vice President - Counsel

 

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