Invitation Homes (INVH) 10-K risk factor changes: FY2021 vs FY2020

[removed: Pandemics, such as the current COVID-19 pandemic, and outbreaks of infectious disease may adversely impact our] [added: See “— Our] business, results of operations, financial condition, and cash [removed: flows.][added: flows may be adversely affected by pandemics and outbreaks of infectious disease, particularly the ongoing COVID-19 pandemic.”]

The ongoing COVID-19 outbreak in the United States has led entities directed by, or notionally affiliated with, the [removed: Federal] [added: federal] government as well as certain [removed: states] [added: states, counties,] and cities, including those in which we own properties and where our principal places of business are located, to impose [removed: and continue to implement] [added: ongoing] measures [removed: intended] [added: in response] to [removed: control] the [removed: spread of COVID-19,] [added: COVID-19 pandemic,] including [removed: instituting quarantines, restrictions on travel, “shelter in place” rules,] [added: temporary eviction moratoriums if certain criteria are met by residents, deferral of missed rent payments without incurring late fees,] and restrictions on [removed: types of business that may continue to operate.][added: rent increases.]

[removed: In addition,] [added: Furthermore,] entities directed by, or notionally affiliated with, the [removed: Federal] [added: federal] government as well as some state and local jurisdictions across the United [removed: States,] [added: States] have imposed temporary eviction moratoriums if certain criteria are met by residents, are allowing residents to defer missed rent payments without incurring late fees, and are prohibiting rent increases.

Jurisdictions and other local and national authorities may expand or extend measures imposing restrictions on our ability to enforce residents’ contractual rental obligations and limiting our ability to [added: collect and] increase rents.

While such measures are likely to enable residents to stay in their homes despite an inability to pay because of financial or other hardship stemming from the pandemic, they [added: restrict our ability to collect rent or enforce remedies for failure to pay rent and] are likely to [removed: continue to] result in loss of rental income and other property income.

We cannot predict if states, municipalities, local, and/or national authorities will [added: renew, extend, or] expand existing restrictions, if additional states or municipalities will implement similar restrictions, or when restrictions currently in place will expire.

Additionally, [added: prolonged impact of the] COVID-19 [added: pandemic] and related containment measures may also continue to interfere with the ability of our [removed: associates, suppliers,] [added: suppliers] and other business partners to carry out their assigned tasks or supply materials, [added: products,] services, or funding (in the case of our [removed: Revolving Facility (see definition in Part II, Item 7.][added: revolving credit facility) at ordinary levels of performance relative to the conduct of our business.]

[removed: In accordance with phased re-opening guidelines and] [added: Due to] the ongoing spread of COVID-19 cases in [removed: certain] states where we [removed: operate, the majority] [added: operate and in connection with our flexible work arrangements, a significant number] of our associates based at our headquarters and local offices continue working remotely.

[removed: An] [added: In addition,] extended [removed: period] [added: periods] of remote work arrangements [added: resulting from outbreaks of infectious disease] could strain our business continuity plans, introduce operational risk, including, but not limited to cybersecurity risks, and impair our ability to manage our business.

A significant outbreak of infectious disease [removed: in the human population] or [added: a] pandemic may [removed: result, and the COVID-19 pandemic has resulted,] [added: result] in a widespread health [removed: crisis adversely affecting] [added: crisis, which has been] the [removed: economies] [added: case for the currently ongoing COVID-19 pandemic,] and [removed: financial markets of many countries, resulting in] [added: may lead to] an economic downturn that could negatively affect our business, results of operations, and financial condition.

[removed: -] [added: Our residents’] inability [removed: of our residents] [added: or refusal] to meet their lease obligations has reduced and may continue to reduce our cash flows, and the resulting impact on rental and other property income could impact our ability to make all required debt service payments and to continue paying dividends to our stockholders at expected levels or at all.

[removed: - a] [added: A] general decline in business activity and demand for real estate transactions [added: resulting from the COVID-19 pandemic, or a future pandemic,] could adversely affect (1) our ability to acquire or dispose of single-family homes on terms that are attractive or at all and (2) the value of our homes and our business such that we may recognize impairment on the carrying value of our investments in single-family residential properties and other assets subject to impairment review, including, but not limited to, [removed: goodwill;][added: goodwill.]

[removed: - difficulty accessing debt and equity capital on attractive terms,] [added: An economic downturn resulting from the COVID-19 pandemic,] or [removed: at all, impacts to our credit ratings,] [added: a future pandemic,] and a [removed: severe] disruption of, and/or instability in, the global financial markets or deteriorations in credit and financing conditions may affect our access to capital necessary to fund business operations, including acquisitions, or address maturing liabilities on a timely [removed: basis;][added: basis.]

The extent to which the COVID-19 pandemic ultimately impacts our operations depends on ongoing developments, which remain highly uncertain and cannot be predicted with confidence, including the scope, [removed: severity,] [added: duration,] and [removed: duration] [added: severity] of [added: COVID-19 and] the [removed: pandemic,] [added: proliferation of variants,] the extent and duration of actions taken to contain the pandemic or mitigate its impact, the [removed: availability of an effective vaccine and therapeutic drugs] [added: availability, distribution, acceptance,] and [removed: the effectiveness of the distribution] [added: efficacy] of [removed: any such] vaccines and therapeutic drugs, [added: the implementation of any federal, state, or local vaccine mandates,] and the direct and indirect economic effects of the pandemic, containment measures, monetary and/or fiscal policies implemented to provide support or relief to businesses and/or residents, and other government, regulatory, and/or legislative changes precipitated by the COVID-19 pandemic, among others.

Nevertheless, the COVID-19 pandemic presents material uncertainty and risk with respect to our financial condition, results of operations, [removed: cash flows] and [removed: performance.][added: cash flows.]

Our operating results are subject to risks generally incident to the ownership and rental of residential real estate, in many cases heightened as a result of the impact of the COVID-19 pandemic (see “— [removed: Our] [added: Our] business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease, particularly the ongoing COVID-19 [removed: pandemic”),] [added: pandemic”),] many of which are beyond our control, including, without limitation:

- changes in [removed: interest rates and] [added: the terms or] availability of financing that may render the acquisition of any homes difficult or unattractive;

See “— [removed: Tenant] [added: Tenant] relief laws, including laws regulating evictions, rent control laws, and other regulations that limit our ability to increase rental rates may negatively impact our rental income and [removed: profitability”;][added: profitability”;]

- rules, regulations and/or policy initiatives by government and private actors, including HOAs, to discourage or [removed: deter] [added: restrict] the purchase [added: or operation] of single-family properties by entities owned or controlled by institutional investors;

Until recently, the single-family rental business [removed: consisted] [added: was comprised] primarily of private and individual investors in local markets and was managed individually or by small, non-institutional owners and property managers.

Since commencing operations in 2012, we have grown rapidly, assembling a portfolio of over 80,000 homes as of December 31, [removed: 2020.][added: 2021.]

- attract, integrate, and retain new management and operations [removed: personnel;] [added: associates;] and

A significant portion of our costs and expenses are [removed: fixed] [added: fixed,] and we may not be able to adapt our cost structure to offset declines in our revenue.

As the owner of our properties, we are [removed: ultimately] responsible for payment of the taxes to the applicable government authorities.

We are dependent on our executive officers and dedicated [removed: personnel,] [added: associates,] and the departure of any of our key [removed: personnel] [added: associates] could materially and adversely affect us.

We also face intense competition for the employment of highly skilled managerial, investment, financial, and operational [removed: personnel.][added: associates.]

We rely on a small number of persons to carry out our business and investment strategies, and the loss of the services of any of our key management [removed: personnel,] [added: associates,] or our inability to recruit and retain qualified [removed: personnel] [added: associates] in the future, could have an adverse effect on our business and financial results.

In addition, the implementation of our business plan may require that we employ additional qualified [removed: personnel.][added: associates.]

Competition for highly skilled managerial, investment, financial, and operational [removed: personnel] [added: associates] is intense.

As additional large real estate investors enter into and expand their scale within the single-family rental business, we have faced increased challenges in hiring and retaining [removed: personnel,] [added: associates,] and we cannot assure our stockholders that we will be successful in attracting and retaining such skilled [removed: personnel.][added: associates.]

If we are unable to hire and retain qualified [removed: personnel] [added: associates] as required, our growth and operating results could be adversely affected.

If we are unable to retain qualified [removed: personnel] [added: associates] or our labor costs increase significantly, our business operations and our financial performance could be adversely impacted.

See “— [removed: Our] [added: Our] business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease, particularly the ongoing COVID-19 [removed: pandemic.”][added: pandemic.”]

See “— [removed: Our] [added: Our] business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease, particularly the ongoing COVID-19 [removed: pandemic.” We can provide no assurance as to the extent property values and operating fundamentals in these markets will improve, if at all.][added: pandemic.”]

If [removed: the recent] [added: an] economic downturn in these markets [removed: returns] [added: occurs] or if we fail to accurately predict the timing of economic improvement in these markets, the value of our properties could decline and our ability to execute our business plan may be adversely affected to a greater extent than if we owned a real estate portfolio that was more geographically diversified, which could adversely affect our financial condition, operating results, and ability to make distributions to our stockholders and cause the value of our common stock to decline.

We may acquire properties that we plan to [removed: extensively renovate.][added: renovate extensively.]

Consequently, we routinely retain independent contractors and trade professionals to perform physical repair work and are exposed to all of the risks inherent in property renovation and maintenance, including potential cost overruns, increases in labor and materials costs, delays by contractors in completing work, delays in the timing of receiving necessary work permits, [removed: certificates of occupancy, and poor workmanship.][added: delays in receiving materials,]

[removed: Additionally, COVID-19] [added: We have seen a prolonged impact from the pandemic on our industry] and [removed: related containment measures may also continue to interfere with] [added: business, affecting] the ability of our associates, suppliers, and other business partners to carry out their assigned [removed: tasks or supply materials,] [added: tasks, provide] services, or [removed: funding] [added: supply materials] at ordinary levels of performance relative to the conduct of our [removed: business.][added: business due to labor shortages and supply chain disruptions, among other challenges.]

[removed: See “— Our business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease, particularly the ongoing COVID-19 pandemic.”] If our assumptions regarding the costs or timing of renovation and maintenance across our properties prove to be materially inaccurate, our operating results and ability to make distributions to our stockholders may be adversely affected.

[added: Additionally, some competing housing options may qualify for] government subsidies that may make such options more accessible and therefore more attractive than our properties.

- adverse macroeconomic conditions, including inflation, rising interest rates, slower growth, or recession;

- the potential effects of climate change, related regulatory policies and/or investor responses and expectations, and the transition to a lower-carbon economy;

To the extent our current or prospective residents experience unemployment, deteriorating financial conditions, and declines in household income, they may be unwilling or unable to pay rent in full on a timely basis or renew or enter into new leases for our homes, and our revenues and operating results could be negatively affected.

We continue to work with residents experiencing financial hardship to find solutions that keep them in their homes.

This includes continuing to provide residents with information about rental assistance programs for which they may be eligible, application instructions, necessary documentation, and owner requirements.

We also cannot predict if the federal government, states, or local authorities will continue to offer rental assistance programs to residents and landlords or if such programs will be available to our residents (and if they are available, whether residents will take advantage of them).

The pandemic has also exacerbated many of the other risks discussed in this “Risk Factors” section.

Our associates continue to face COVID-19 health risks.

If a significant number of our associates, or if key personnel, are unable to work as a result of COVID-19, or a future pandemic, this could adversely impact our business and operating results.

In addition, we are experiencing disruptions from workforce turnover, due to a scarcity of talent, as businesses emerging from the pandemic compete for personnel, and rising labor costs.

Many of our positions require specialized skill sets resulting in a longer than average time period to fill vacant positions.

A sustained labor shortage or increased employee turnover rate caused by COVID-19 or as a result of general macroeconomic factors could lead to increased costs and increased wage rates to attract and retain associates.

Labor shortages and absenteeism associated with COVID-19 may also continue to interfere with the ability of our associates to carry out their assigned tasks in a timely manner.

We are closely tracking developments regarding federal, state, or local vaccine mandates and testing requirements.

Although we cannot predict with certainty the impact that any potential vaccine mandates and any other related measures may have on our workforce and operations, potential vaccine mandates’ compliance may result in increased operating costs, loss of productivity, labor disruptions, or associate attrition.

Inflation could adversely affect our business and financial results.

Inflation, which increased significantly during 2021, has adversely affected us by increasing the costs of products, materials, and labor needed to operate our business and could continue to adversely affect us in future periods.

In an inflationary environment, we may not be able to raise rents sufficiently to keep up with the rate of inflation.

Actions by the government to stimulate the economy may increase the risk of significant inflation, which may have an adverse impact on our business or financial results.

Additionally, our results of operations can be adversely affected by labor shortages, turnover, and labor cost increases.

High unemployment levels and federal unemployment subsidies, including unemployment benefits offered in response to the COVID-19 pandemic, may have adversely affected the labor force available to us or increased labor costs.

We are also experiencing and may continue to experience additional pressure due to labor shortages and absenteeism associated with COVID-19, together with the impact of the continued elevated demand.

We can provide no assurance as to the extent property values and operating fundamentals in these markets will improve, if at all.

fixtures, or appliances, certificates of occupancy, and poor workmanship.

In addition, we are experiencing disruptions from workforce turnover, affecting the renovation and maintenance of our properties, as businesses emerging from the pandemic compete for personnel.

Many of our positions require specialized skill sets resulting in a longer than average time period to fill position vacancies.

Our properties are also subject to federal, state, and local accessibility requirements, including and in addition to those imposed by the Americans with Disabilities Act and the Fair Housing Act.

Any violation by us of the laws and regulations we are subject to could lead to significant fines or penalties and could limit our ability to conduct business.

Jurisdictions and other local and national authorities may expand or extend measures imposing restrictions on our ability to enforce residents’ contractual rental obligations and limiting our ability to collect and increase rents.

While such measures are likely to enable residents to stay in their homes despite an inability to pay because of financial or other hardship stemming from the pandemic, they restrict our ability to collect rent or enforce remedies for failure to pay rent and are likely to result in loss of rental income and other property income.

We cannot predict if states, municipalities, local, and/or national authorities will renew, extend, or expand existing restrictions, if additional states or municipalities will implement similar restrictions, or when restrictions currently in place will expire.

Selecting, managing,

An overall labor shortage experienced by our vendors, lack of skilled labor, increased turnover, or labor inflation, caused by COVID-19 or as a result of general macroeconomic factors, could have a material adverse impact on our business, financial condition, or operating results.

Our strategy to acquire homes from third party homebuilders could subject us to significant risks that could adversely affect our financial condition, cash flows, and operating results.

We recently began, and expect to continue, entering into contracts with homebuilder counterparties for the acquisition of new homes.

Pursuant to these contracts, which are generally entered into in a single negotiated transaction, homes will be delivered to us pursuant to a negotiated delivery schedule.

We have made commitments for future fundings, and there can be no assurance that funding will be available to us for such purposes.

This strategy depends on the performance of our counterparties.

We rely on builder counterparties to acquire land suitable for residential building in our markets, and to deliver quality homes at reasonable prices in a timely manner, in accordance with agreed to specifications.

A failure of builder counterparties to perform in accordance with the terms of our

We depend on rental revenues and other property income from residents for substantially all of our revenues.

The COVID-19 outbreak, as well as continuing measures taken by governmental authorities and private actors to limit the spread of this virus or mitigate its impact, are interfering with the ability of some of our residents to meet their lease obligations and make their rent payments on time or at all.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources”)) at ordinary levels of performance relative to the conduct of our business.

Business continuity and disaster recovery issues which may result from the current COVID-19 pandemic or any future pandemic could materially interrupt our business operations.

The COVID-19 pandemic, or a future pandemic, could also have material and adverse effects on our ability to successfully operate our business and on our financial condition, results of operations and cash flows due to, among other factors:

- demand for single-family rental properties decreasing substantially and/or occupancy decreasing materially;

For example, our securitized financings require that monthly cash collections from their respective property collateral pools be controlled by the servicer until monthly debt service payments and property management fees are paid and escrow reserves are funded.

So long as we remain in compliance with certain covenants contained in the underlying loan agreements, after such monthly payments are made the servicer releases all residual net cash flow to us.

This residual net cash flow represents a material portion of our cash flows.

If the property collateral pools experience higher rates of resident defaults or delinquencies, these covenants may not be achieved.

This would result in the servicer holding all residual net cash flow from any collateral pool that does not meet the covenant requirements, net of a monthly funding to us for budgeted operating expenses, in blocked collateral accounts for the benefit of the securitized lender rather than being made available to us.

Our lack of access to the net cash flow from securitized collateral pools could have a material adverse effect on our business, results of operations and financial condition;

- the financial impact of the COVID-19 pandemic could negatively impact our future compliance with financial covenants of our Credit Facility (see definition in Part II, Item 7.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources”) and other debt agreements and result in a default and potentially an acceleration of indebtedness, which non-compliance could negatively impact our ability to make additional borrowings under our Revolving Facility or to exercise extension options on our mortgage loans and our Credit Facility;

- a deterioration in our ability to operate in affected areas or delays in the supply of products or services by vendors that are needed for our efficient operations; and

- the potential negative consequences for the health of our associates, particularly if a significant number of them are impacted, could result in a deterioration in our ability to ensure business continuity during this disruption.

The ongoing development and fluidity of this situation precludes any prediction as to the full adverse impact of the COVID-19 pandemic.

The COVID-19 pandemic, or a future pandemic, could also result in demand for single-family rental properties decreasing substantially and/or occupancy decreasing materially.

Additionally, a significant outbreak of infectious disease in the human population or pandemic may result, and the COVID-19 pandemic has resulted, in a widespread health crisis adversely affecting the economies and financial markets of many countries, resulting in an economic downturn that could negatively affect our business, results of operations, and financial condition.

Additionally, some competing housing options may qualify for

of investments.

Entities directed by, or notionally affiliated with, the Federal government as well as some state and local jurisdictions across the United States, have imposed temporary eviction moratoriums if certain criteria are met by residents, are allowing residents to defer missed rent payments without incurring late fees, and are prohibiting rent increases.

compliance with laws and regulations regarding privacy, data protection, consumer protection, and other matters relating to our customers.

We have in the past and may from time to time in the future acquire some of our homes through the auction process, which could subject us to significant risks that could adversely affect us.

We have in the past and may from time to time in the future acquire some of our homes through the auction process, including auctions of homes that have been foreclosed upon by third party lenders.

Such auctions may occur simultaneously in a number of markets, including monthly auctions on the same day of the month in certain markets.

As a result, we may only be able to visually inspect properties from the street and will purchase these homes without a contingency period and in “as is” condition with the risk that unknown defects in the property may exist.

The holdover occupants may be the former owners or residents of a property or others who are illegally in possession.

Securing control and possession from these occupants can be both costly and time-consuming or generate negative publicity for our business and harm our reputation.

Since we may not have obtained title insurance policies for properties we acquired through the auction process, such instances or such proceedings may result in a complete loss without compensation.

Without title insurance, we

Additionally, such properties may be

The COVID-19 pandemic, or a future pandemic, could negatively affect the ability of our residents to meet their lease obligations resulting in an increased number of residents not renewing their leases.

We may not be able to promptly re-lease properties that are vacant or become vacant because residents decide not to renew their leases or for other reasons, and the rental rates or other terms under new leases may be less favorable than the terms of the current leases.

properties that are not covered by security deposits, refuse to leave the property upon termination of the lease, engage in domestic violence or similar disturbances, disturb nearby residents with noise, trash, odors, or eyesores, fail to comply with HOA regulations, sublet to less desirable individuals in violation of our lease, or permit unauthorized persons to live with them.

Furthermore, entities directed by, or notionally affiliated with, the Federal government as well as some state and local jurisdictions across the United States, have imposed temporary eviction moratoriums if certain criteria are met by residents, are allowing residents to defer missed rent payments without incurring late fees, and are prohibiting rent increases.

The COVID-19 pandemic, or a future pandemic, could also have material and adverse effect on demand for single-family rental properties and/or occupancy levels.

The COVID-19 pandemic, or a future pandemic, could also lead to a general decline in business activity and demand for real estate transactions could adversely affect the value of our homes and our business such that we may recognize impairment on the carrying value of our investments in single-family residential properties and other assets subject to impairment review, including, but not limited to, goodwill.

Despite our security measures, our information

These actions can be time-consuming and expensive, and may adversely affect our reputation.

“Risk Factors,” “Forward-Looking Statements,” or in other parts of this [removed: report*][added: report.*]

*For similar operating and financial data and discussion of our year ended December 31, [removed: 2019] [added: 2020] results compared to our year ended December 31, [removed: 2018] [added: 2019] results, refer to Part II.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on [removed: Form10 K] [added: Form 10-K] which was filed with the SEC on February 19, [removed: 2020] [added: 2021] (the [removed: “2019] [added: “2020] 10-K”).

The sections entitled “Result of Operations — Year Ended December 31, [removed: 2019] [added: 2020] Compared to Year Ended December 31, [removed: 2018”] [added: 2019”] and “Cash Flows — Year Ended December 31, [removed: 2019] [added: 2020] Compared to Year Ended December 31, [removed: 2018”] [added: 2019”] in Part II.

“Management’s Discussion and Analysis of Financial Condition and Result of Operations” of our* [removed: *[201](http://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722920000004/a12312019ihinc10kdocum.htm#s78F837C2708A5CBC8E272FB2C40F10BD)[9](http://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722920000004/a12312019ihinc10kdocum.htm#s78F837C2708A5CBC8E272FB2C40F10BD) [](http://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722920000004/a12312019ihinc10kdocum.htm#s78F837C2708A5CBC8E272FB2C40F10BD)[10-K](http://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722920000004/a12312019ihinc10kdocum.htm#s78F837C2708A5CBC8E272FB2C40F10BD)*] [added: *[20](https://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722921000005/invh-20201231.htm)[20](https://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722921000005/invh-20201231.htm) [10-K](https://www.sec.gov/ix?doc=/Archives/edgar/data/1687229/000168722921000005/invh-20201231.htm)*] *are incorporated herein by reference.*

[removed: With over 80,000 homes for lease in 16 markets across the country as of December 31, 2020, Invitation Homes is meeting changing lifestyle demands by providing] [added: We provide our] residents access to updated homes with features they value, [removed: such] as [added: well as] close proximity to jobs and access to good schools.

Our mission statement, “Together with you, we make a house a home,” reflects our commitment to high-touch [added: customer] service that continuously enhances residents’ living experiences and provides homes where individuals and families can thrive.

Our homes average approximately 1,870 square feet with three bedrooms and two bathrooms, appealing to a resident base that we believe is less transitory than [removed: the] [added: a] typical multifamily resident.

The ultimate impacts remain unknown, but [added: have included and] could [removed: include the potential worsening of] [added: range from macroeconomic effects (such as continued strain on] global and United States economic conditions and [removed: the continued] disruptions to, and volatility in, the credit and financial markets, consumer spending, [added: supply chains,] and the market for acquisition and disposition of single-family [removed: homes, as well] [added: homes) to more industry-specific effects (such] as [added: depressed collection rates, higher or lower occupancy levels, and restrictions on evictions, collections, rent increases, and late fees), and] other unanticipated consequences.

[removed: The safety and service measures currently in place] [added: These protocols] include: (1) [removed: creating and] implementing a safety training program [added: and providing personal protective equipment] for all associates; (2) [removed: maintaining a three-month supply of masks, gloves, shoe covers, and hand sanitizer] [added: creating flexible work schedules] for [removed: field teams; (3) continuing to leverage self-show and virtual-tour technology as] [added: our associates in terms of] both [removed: safety measures] [added: location] and [removed: competitive advantages; (4)] [added: hours of work; (3)] adhering to strict safety protocols for maintenance service trips; [added: (4) leveraging self-show] and [added: virtual-tour technology; and] (5) [removed: adapting to offer] [added: offering] virtual options for resident move-in orientations and pre-move-out visits.

Neither [removed: these] [added: the aforementioned] procedural adjustments nor the overall impact of the COVID-19 pandemic created significant disruptions to our business model during the [removed: year] [added: years] ended December 31, [added: 2021 and] 2020.

[removed: In March 2020,] [added: Additionally,] to act on our core values of "Genuine Care" and "Standout Citizenship," we [removed: began to] offer [added: flexible] solutions for residents experiencing financial hardship when requested, including [removed: the ongoing creation of] payment [removed: plans, without] [added: plans and] late [removed: fees, for residents requiring flexibility to meet rental obligations over time.][added: fee abatements.]

[removed: Additionally,] [added: We also believe that] we [removed: continue to adhere to] [added: are in material compliance with] federal, state, and local restrictions on items such as evictions, collections, rent increases, and late fees as appropriate.

[removed: While COVID-19 and related containment measures may interfere with] [added: Additionally,] the ability of our [removed: associates, suppliers,] [added: suppliers] and other business partners to carry out their assigned tasks [added: and/or source labor] or [removed: to] supply materials [removed: and services] at ordinary levels of performance relative to the conduct of our business [removed: in] [added: have increased] the [removed: future,] [added: time required] to [removed: date we have not experienced significant disruptions of these types.][added: renovate our homes.]

[removed: We will] [added: The situation surrounding the ongoing COVID-19 pandemic and its variants remains fluid, and we] continue to actively [added: monitor the effects of the pandemic and] manage our response in collaboration with our residents and business partners and to assess potential impacts to our financial position and operating results, as well as potential adverse developments in our business.

The following table provides summary information regarding our total and Same Store portfolios as of and for the year ended December 31, [removed: 2020] [added: 2021] as noted below:

(2)Represents average occupancy for the year ended December 31, [removed: 2020.][added: 2021.]

(3)Represents average monthly rent for the year ended December 31, [removed: 2020.][added: 2021.]

(4)Represents the percentage of rental revenues and other property income generated in each market for the year ended December 31, [removed: 2020.][added: 2021.]

As of December 31, [removed: 2020,] [added: 2021,] we have [removed: 16] [added: three] remaining homes in the market.

Key factors that impact our results of operations and financial condition include market fundamentals, rental rates and occupancy levels, [added: collection rates,] turnover rates and days to re-resident homes, property improvements and maintenance, property acquisitions and renovations, and financing arrangements.

Market Fundamentals: Our results are impacted by housing market fundamentals and supply and demand conditions in our markets, particularly in the Western United States and Florida, which represented [removed: 71.3%] [added: 71.1%] of our rental revenues and other property income during the year ended December 31, [removed: 2020.][added: 2021.]

We [removed: are] actively [removed: monitoring] [added: monitor] the impact of the COVID-19 outbreak [added: and its resulting macroeconomic impacts] on market fundamentals and [removed: are] quickly [removed: implementing] [added: implement] changes in pricing as market fundamentals shift.

The ongoing COVID-19 pandemic has negatively impacted our ability to increase rents [removed: and may impact our ability to maintain occupancy levels.][added: in certain markets.]

[removed: However,] [added: Despite these efforts,] a portion of [removed: these] amounts [added: receivable] may not ultimately be collected.

The period of time to market and lease a property can vary greatly and is impacted by local demand, our marketing techniques, the size of our available inventory, [added: the ability of our suppliers] and [added: other business partners to carry out their assigned tasks and/or source labor or supply materials at ordinary levels of performance relative to the conduct of our business, and] both current economic conditions and future economic [removed: outlook, both of which are impacted by the ongoing COVID-19 pandemic.][added: outlook.]

[removed: Our] [added: Additionally, our] turnover rate may be affected by the current COVID-19 pandemic as a result of delayed eviction proceedings and/or move outs potentially being canceled by residents who have not secured their next housing plans.

We actively manage our homes on a total portfolio basis to determine what capital and maintenance needs may be [removed: required,] [added: required] and what opportunities we may have to generate additional revenues or expense savings from such expenditures.

While the COVID-19 outbreak has required us to modify our property improvement and maintenance procedures to accommodate resident preferences, [removed: as a currently designated “essential business”] we [removed: are completing] [added: complete] all maintenance work orders [added: in a timely manner] unless a resident reports symptoms of or exposure to COVID-19.

All of these factors may be negatively impacted by the [added: ongoing] COVID-19 [removed: outbreak,] [added: pandemic,] potentially reducing the number of homes we acquire.

Financing Arrangements: Financing arrangements directly impact our interest expense, [removed: mortgage loans, secured term loan, term loan facility, revolving facility,] [added: our various debt instruments,] and [removed: convertible debt, as well as] our ability to acquire and renovate homes.

[removed: Furthermore, the] [added: The] COVID-19 pandemic has resulted in a widespread health crisis adversely affecting the economy and financial markets of many countries resulting in an economic downturn that could negatively affect our ability to access financial markets as well as our business, results of operations, and financial condition.

[removed: *Rental Revenues] [added: | Rental revenues] and [removed: Other Property Income*][added: other property income | | | | | | $ | 1,991,722 | | | | | $ | 1,822,828 | | | | | $ | 168,894 | | | | | 9.3 | | % | | | |]

Other property income is comprised of: (i) resident reimbursements for utilities, HOA fines, and other charge-backs; (ii) rent and non-refundable deposits associated with pets; (iii) revenues from ancillary services such as smart homes and HVAC replacement filters; and (iv) various other fees, including late [removed: fees,] [added: fees and] lease termination fees, among others.

expenses, utility expenses, repairs and maintenance, [removed: leasing costs, marketing expenses,] and property administration.

General and administrative expense [added: may] also [removed: includes merger and transaction-related expenses, among other things,] [added: include expenses] that are of a non-recurring [removed: nature.][added: nature, such as severance.]

We recognize depreciation and amortization expense associated with our homes and other capital expenditures over [removed: their] [added: the] expected useful [removed: lives.][added: lives of the assets.]

[removed: *Unrealized Gains] [added: Gains (Losses)] on Investments in Equity [removed: Securities*][added: Securities, net]

[removed: Unrealized gains] [added: Gains (losses)] on investments in equity [removed: securities] [added: securities, net] includes [added: unrealized] gains [added: and losses] resulting from mark to market adjustments [removed: made for our equity] [added: and realized gains and losses resulting from the sale of such] securities.

[removed: *Other, net*][added: Other, net]

With over 80,000 homes for lease in 16 markets across the country as of December 31, 2021, we are meeting the needs of a growing share of Americans who prefer the ease of leasing over the burden of owning a home.

The continued demand for our product proves that the choice and flexibility we offer is attractive to many prospective residents.

At Invitation Homes, we are committed to creating a better way to live and to being a force for positive change, while at the same time advancing efforts that make our company more innovative and our processes more sustainable.

ESG initiatives are an important part of our strategic business objectives and are critical to our long-term success.

Each aspect of our operations — whether in our corporate headquarters or field offices located in our 16 markets — is driven by a resident-centric model.

Our associates take our values seriously and work hard every day to honor the trust our residents have placed in us to provide safe and secure homes for them and their loved ones.

In turn, we focus on ensuring our associates are fairly compensated and that we provide a diverse, equitable, and inclusive culture where they are appreciated for who they are and what they bring to the business.

We also place a strong emphasis on the impact we have in our communities and to the environment in general, and we continue to develop programs that will demonstrate that commitment.

In addition, we ensure that we operate under strong, well-defined governance practices and adhere to the highest ethical standards at all times.

The COVID-19 pandemic has spread rapidly, adversely affecting public health, economic activity, financial markets and employment.

The continued development and fast-changing nature of the COVID-19 pandemic creates many unknowns that impact our residents, associates, and suppliers.

Throughout the COVID-19 pandemic, we have maintained continuity in business operations and have supported our residents and associates by implementing a host of measures and protocols that enable our teams to safely provide outstanding service to residents.

We continue to work with residents experiencing financial hardship to find solutions that keep them in their homes.

This includes continuing to provide residents with information about rental assistance programs for which they may be eligible, application instructions, necessary documentation, and owner requirements.

We have helped thousands of residents apply for rental assistance programs and, as a result, they have received $48.0 million in rental assistance payments during the year ended December 31, 2021, and $50.5 million cumulatively since such programs were put in place.

For further discussion of risks related to the pandemic, see Part I.

“Risk Factors — Risks Related to Our Business and Industry — Our business, results of operations, financial condition, and cash flows may be adversely affected by pandemics and outbreaks of infectious disease, particularly the ongoing COVID-19 pandemic” in our Annual Report on Form 10-K.

Other Matters

In July 2021, we received congressional inquiries requesting information and documentation about our eviction practices during the COVID-19 pandemic, including information relating to compliance with federal eviction moratorium requirements and cooperation with impacted residents to use federal assistance funds as an alternative to eviction.

In October 2021 and January 2022, we received additional congressional inquiries requesting information about our activities in the housing market.

We are in the process of responding to and cooperating with these inquiries and information requests.

In August 2021, we received a letter from the staff of the Federal Trade Commission requesting information as to how we conduct our business generally and during the COVID-19 pandemic specifically.

We are in the process of responding to and cooperating with this request.

As these inquiries are ongoing, we cannot currently predict their timing, outcome, or scope.

Climate Change

Climate change continues to attract considerable public, political, and scientific attention.

Experiencing or addressing the various physical, regulatory, and adaptation/transition risks of climate change may affect our profitability.

Government authorities and various interest groups are promoting laws and regulations relating to climate change, including regulations aimed at limiting greenhouse gas emissions and the implementation of “green” building codes.

These laws and regulations may require us to make costly improvements to our existing properties beyond our current plans to decrease the impact of our homes on the environment, resulting in increased operating costs.

Implementation of any voluntary improvements requires consideration of multiple factors, including whether such elections would raise our costs to maintain our homes.

Alternatively, choosing not to enhance our homes’ resource efficiency could make our portfolio less attractive to residents and investors and/or increase the vulnerability of our residents to rising energy and water expenses and use restrictions.

As the climate continues to change, and with a portfolio located in a variety of United States markets that include coastal areas, we recognize the increased potential for acute weather events and other climate-related impacts to our business, operations, and homes.

We take a proactive approach to protect our properties against potential risks related to climate change and business interruptions, and we recognize that we must continue to adapt our policies, objectives, and processes to improve the resiliency of our physical properties and our business.

Our management and the Board of Directors are focused on managing our business risks, including climate change-related risks.

The process to identify, manage, and integrate climate-change risk is part of our enterprise risk management program.

For more information on risks related to climate change, see Part I.

“Risk Factors — Risks Related to Environmental, Social, and Governance Issues — Climate change, related legislative and regulatory responses to climate change, and the transition to a lower-carbon economy may adversely affect our business, and — We are subject to risks from natural disasters such as earthquakes and severe weather.”

| Southern California | | | | | | 7,876 | | | | | | 98.3% | | | | | | $2,643 | | | | | | $1.56 | | | | | | 12.5 | | % | | | |

| Northern California | | | | | | 4,404 | | | | | | 96.9% | | | | | | 2,314 | | | | | | 1.49 | | | | | | 6.1 | | % | | | |

| Seattle | | | | | | 4,027 | | | | | | 95.3% | | | | | | 2,388 | | | | | | 1.24 | | | | | | 5.6 | | % | | | |

We invest in markets that we expect will exhibit lower new supply, stronger job and household formation growth, and superior NOI growth relative to the broader United States housing and rental markets.

Within our 16 markets, we target attractive neighborhoods in in-fill locations with multiple demand drivers, such as proximity to major employment centers, desirable schools, and transportation corridors.

The in-fill locations and high quality of our homes and service further differentiate our resident experience, which we continue to refine.

The ongoing COVID-19 pandemic has had a significant adverse impact on global and United States economic activity and has contributed to significant volatility and disruption in financial markets.

As such, we are closely monitoring the impact of the ongoing COVID-19 pandemic on all aspects of our business, including operating, investment management, and capital markets activities.

With the safety and well-being of our residents and associates being our highest priority, we continue to follow protocols that enable teams to safely continue providing outstanding service to residents.

However, the pandemic did impact our business, including operating, investment management, and capital markets activities as more fully described below.

Operations

The direct impacts on our results of operations and key operating metrics from the effects of the COVID-19 pandemic include, but are not limited to: (1) a decrease in gross rental revenues and other property income (before concessions and bad debt) due to jurisdictional restrictions on rent increases and late fees and/or forgiveness of late fees for residents who have requested leniency; (2) an increase in occupancy due to lower turnover partially driven by residents’ decisions not to relocate during the pandemic, strong demand for homes that become vacant, and the impact of eviction moratoriums; (3) an increase in uncollectible revenues (or decline in rent collections percentages) due to resident hardships and eviction moratoriums; and (4) a decrease in property operating and maintenance expenses for turnover costs (lower turnover rates) and property administrative fees (eviction moratoriums).

The ongoing COVID-19 outbreak in the United States has led entities directed by, or notionally affiliated with, the Federal government as well as certain states and cities, including those in which we own properties and where our principal places of business are located, to impose and continue to implement measures intended to control the spread of COVID-19, including instituting quarantines, restrictions on travel, “shelter in place” rules, and restrictions on types of business that may continue to operate.

We depend on rental revenues and other property income from residents for substantially all of our revenues.

Overall revenue collections as a percentage of monthly billings was 96% for the period from April 2020 through December 2020, compared to a historical average of 99%.

While collection of revenues has remained near historical levels thus far through the pandemic, the COVID-19 outbreak, as well as continuing measures taken by governmental authorities and private actors to limit the spread of this virus or mitigate its impact, are interfering with the ability of some of our residents to meet their lease obligations and make their rent payments on time or at all.

In addition, entities directed by, or notionally affiliated with, the Federal government as well as some state and local jurisdictions across the United States, have imposed temporary eviction moratoriums if certain criteria are met by residents, are allowing residents to defer missed rent payments without incurring late fees, and are prohibiting rent increases.

Jurisdictions and other local and national authorities may expand or extend measures imposing restrictions on our ability to enforce residents’ contractual rental obligations and limiting our ability to increase rents.

We cannot predict if states, municipalities, local, and/or national authorities will expand existing restrictions, if additional states or municipalities will implement similar restrictions, or when restrictions currently in place will expire.

Such measures are likely to enable residents to stay in their homes despite an inability to pay because of financial or other hardship stemming from the pandemic.

Certain other restrictions imposed by jurisdictions across the United States are intended to limit operations by businesses not deemed “essential businesses.” While none of the current restrictions have materially impacted our ability to provide services to our residents or homes, future measures may negatively impact our ability to access our homes, complete service requests, or make our homes ready for new residents.

Unless the residents report symptoms of or exposure to COVID-19, we are completing all service calls.

In all cases, we work with the residents to ensure service requests are addressed in a timely and safe manner.

The majority of our office-based associates continue to work from home and will do so until we determine it is in our and their best interests to fully return to our offices.

Additionally, changes to the working environment have not had a material effect on our internal controls over financial reporting since the pandemic began (see Part II.

Item 9A.

“Controls and Procedures” for additional information).

Investment Management

We continue to successfully source and effectuate compelling acquisition and disposition opportunities.

Since the pandemic began, we have continued to sell homes identified for disposition.

We are also now acquiring new homes at a pre-COVID-19 pace after pausing activity from mid-March through May and entered into a joint venture partnership with Rockpoint Group, L.L.C. (“Rockpoint”).

Despite this recent activity, our ability to acquire or dispose of properties could be impaired by local rules and ordinances that could be put in place to mitigate the impact of the COVID-19 pandemic, and a general decline in economic and business activity could adversely affect the single-family residential housing market and our ability to acquire and dispose of homes.

*Joint Venture with Rockpoint*

On October 6, 2020, we entered into an agreement with Rockpoint to form a joint venture partnership to acquire single-family homes to operate as rental residences.

The joint venture will be capitalized with a total equity commitment of $375.0 million, of which $75.0 million (20%) has been committed by us and $300.0 million (80%) has been committed by Rockpoint.

A total of over $1.0 billion (including debt) is expected to be deployed by the joint venture to acquire and renovate single-family homes in attractive locations in markets within the Western United States, Southeast United States, Florida, and Texas, where we already own homes.

The homes are expected to be of similarly high quality and similar characteristics to the homes in our existing portfolio.

We will provide asset and property management services to the joint venture, for which we will earn asset management and property management fees, and we have the opportunity to earn a promoted interest subject to certain performance thresholds.

The joint venture is anticipated to have a five to eight year term, with certain sale rights in favor of each member, but has the flexibility to continue owning homes for an unlimited period of time if neither member triggers a sale.

Upon trigger of a sale by Rockpoint or us, the other member of the joint venture will have a right of first offer to acquire the homes proposed for sale.

We also maintain the ability in all markets to continue deploying capital from our own balance sheet to acquire homes for our portfolio, concurrent with the joint venture’s deployment of capital.

In markets where we and the joint venture are investing concurrently, our investment personnel will source acquisitions without knowledge of which entity will acquire the homes, and upon being approved for close, homes will be allocated on a rotational basis between us and the joint venture according to pre-determined ratios of investment between the two entities.

In addition, we maintain the right to enter into portfolio acquisitions of ten or more homes outside of the joint venture.

As of December 31, [removed: 2020,] [added: 2021,] our outstanding variable-rate debt was comprised of borrowings on our mortgage loans of [removed: $3,837.3] [added: $2,071.9] million and Term Loan Facility of $2,500.0 million for a combined total of [removed: $6,337.3] [added: $4,571.9] million.

We effectively converted [removed: 91.0%] [added: 96.7%] of these borrowings to a fixed rate through interest rate swap agreements.

Assuming no change in the outstanding balance of our existing debt, the projected effect of a 100 bps increase or decrease in LIBOR on our annual interest expense would be an estimated increase of [removed: $5.7] [added: $1.5] million or [removed: $15.8] [added: $20.9] million, respectively.

Our [removed: variable rate loan agreements contain] [added: Credit Facility agreement contains a] LIBOR [removed: floors,] [added: floor,] and there is no reciprocal feature in our interest rate swap agreements.

Our business and related operating results have been, and we believe [removed: that they] will continue to be, impacted by seasonal factors throughout the year.

Further, our property operating costs are seasonally impacted in certain markets by increases in expenses such as HVAC [removed: repairs,] [added: repairs and] costs to [removed: re-resident, and landscaping expenses] [added: re-resident] during the summer season.

[removed: With over 80,000 homes for lease in 16 markets across the country as of December 31, 2020, Invitation Homes is meeting changing lifestyle demands by providing] [added: We provide our] residents access to updated homes with features they value, [removed: such] as [added: well as] close proximity to jobs and access to good schools.

Our mission statement, “Together with you, we make a house a home,” reflects our commitment to high-touch [added: customer] service that continuously enhances residents’ living experiences and provides homes where individuals and families can thrive.

Our homes average approximately 1,870 square feet with three bedrooms and two bathrooms, appealing to a resident base that we believe is less transitory than [removed: the] [added: a] typical multifamily resident.

On January 31, 2017, we effected certain reorganization transactions that resulted in INVH LP holding, directly or indirectly, all of the assets, liabilities, and results of operations of the Manager and the full portfolio of homes [removed: held] [added: owned] by the IH Holding Entities.

A wholly owned subsidiary of INVH, Invitation Homes OP GP [removed: LLC,] [added: LLC (the “General Partner”),] serves as INVH LP’s sole general partner.

As of December 31, [removed: 2020,] [added: 2021,] INVH owns a [removed: 99.4%] [added: 99.6%] partnership interest in INVH LP and has the full, exclusive, and complete responsibility for and discretion over the [removed: day to day] [added: day-to-day] management and control of INVH LP.

Our principal executive offices are located at 1717 Main Street, Suite 2000, Dallas, Texas [removed: 75201] [added: 75201,] and our telephone number is (972) 421-3600.

In-market managers oversee the operations of local [removed: leasing management,] [added: leasing,] property management, and maintenance teams, enabling us to provide outstanding resident service, leverage local expertise in managing rental, occupancy, and turnover rates, and improve cost and oversight [removed: over] [added: of] renovations and ongoing [removed: maintenance.][added: maintenance of our homes.]

We believe the advantages of our integrated acquisition platform and local market expertise have driven the quality of our existing [added: total] portfolio of [removed: 80,177] [added: 82,381] homes as of December 31, [removed: 2020.][added: 2021.]

We [added: similarly] believe that employing experienced, in-house acquisitions teams at the local level gives us a competitive advantage in selectively acquiring homes that will maximize risk-adjusted total return.

Since our founding in 2012, we have built a proven, vertically integrated operating platform that allows us to effectively and efficiently acquire, renovate, lease, maintain, and manage [added: both the homes we own as well as those we manage on behalf of others, including] our [removed: homes.][added: joint venture partners.]

We have developed and employ a highly scalable, vertically integrated, and resident-centric property management service platform, referred to as “ProCare.” All of our property management functions have been internally managed since our founding in 2012, and we have implemented an extensive property management infrastructure, including an online resident portal, [removed: Smart Home] [added: smart home] technology, a [added: mobile app for residents to schedule and track maintenance requests, a] technology suite to manage work orders and [removed: personnel,] [added: associates,] dedicated in-market [removed: personnel,] [added: associates,] and local offices in each of our markets.

All of our local market [removed: personnel] [added: associates] are supported by our centralized national infrastructure, which allows us to deploy best practices and standardization where appropriate.

We have organized our [removed: in-house] property management [removed: personnel] [added: associates] and operating structure [removed: whereby] [added: such that] Vice Presidents of Operations in each of our markets are responsible for the operations of local [removed: leasing management,] [added: leasing,] property management, and maintenance teams.

We believe our operating model differentiates our approach to local market operations and enables us to provide superior, high-touch resident service, maximize the effectiveness of our in-market [removed: personnel] [added: associates] in managing rental, [added: occupancy, and turnover rates and improve our cost management and oversight over both upfront renovations and ongoing maintenance.]

Our [removed: in-house personnel] [added: associates] are responsible for establishing rental rates, marketing and leasing properties, and collecting and processing rent.

We establish [added: and manage] rental rates based on a dynamic, rules-based pricing tool that is informed by local market conditions, including a competitive analysis of market rents for institutional single-family rental properties, growth in single-family and multifamily market rents since a specific home’s last lease commenced, the size, fit and finish, and location of the home, the number of applications [removed: received and/or showings a property has experienced since becoming available,] [added: received,] and the number of days a home has been available on the market, as well as qualitative factors, such as neighborhood characteristics, community amenities, and proximity to employment centers, desirable schools, transportation corridors, and local services.

We advertise available properties through multiple channels, including [added: an exclusive period on] our proprietary website, internet listing services (such as Zillow, Trulia, HotPads, and Realtor.com), MLS, yard signs, search engine marketing, social and other digital media, and local brokers.

We offer flexible showing options for convenience, including virtual tours and floor plans on our website, self-showings that leverage the home’s smart home technology, and in-person [removed: agent] showings.

Prospective residents may submit an application through the application portal on our [removed: website or in person.][added: website.]

[removed: In order to] [added: To] maintain brand consistency and better track compliance with leasing requirements, we utilize standardized online applications, national lease agreements, move-in and move-out documents, resident communications, and other ancillary documents.

Our disciplined investment strategy and local, in-market approach have given us scale and density of homes in desirable neighborhoods, enabling us to execute cost-effective [removed: advertising,] [added: advertising] targeting potential residents whose online behaviors indicate interest in these neighborhoods.

We believe this [added: approach] increases our likelihood of capturing and retaining [removed: residents, enhancing] [added: residents and enhances] our opportunity to develop and market other programs and services.

For example, we alert our residents to prepare for storms, incentivize them to pay their rent online, offer “Lease Friendly” [added: and] “Make It Home” design tips and contests, and hold an annual Resident Appreciation Day.

[removed: Our in-house personnel] [added: The associates] in each of our markets are [removed: also] responsible for property repairs and maintenance and resident relations.

In coordination with a third party vendor, we offer a 24/7 emergency telephone line to handle [removed: after hours] [added: after-hours] maintenance issues on an expedited basis as needed, and our residents can also contact us through our online [added: mobile app, our] resident portal, our call centers, or our local property management offices.

We typically utilize our in-house maintenance [removed: personnel] [added: associates] in each of our markets to provide ordinary course, “handyman” services, and outsource more complex or extensive repairs, such as roofing, heating, ventilation, and air conditioning (“HVAC”) systems, plumbing, and electrical work to vetted, pre-approved third party vendor partners.

In cases where we outsource more complex or extensive repairs, our in-house maintenance [removed: personnel] [added: associates] provide oversight to ensure quality control and cost effectiveness.

In addition, our in-house maintenance [removed: personnel] [added: associates] conduct periodic [added: ProCare] visits to our properties to help foster positive, long-term relationships with our residents, track and report maintenance needs effectively, conduct [removed: preventative] [added: preventive] maintenance, and ensure compliance with lease terms, local laws, and HOA rules and regulations.

ProCare service, our property management service platform, includes several touchpoints over the term of a resident’s lease designed to enhance their satisfaction with our service model, improve the efficiency of our [removed: service,] [added: service] and [added: our homes’ systems, and] ensure that each resident is properly educated regarding the home and their responsibilities.

When a new resident moves into one of our homes, our [removed: in-house personnel] [added: associates] conduct a resident orientation [removed: (sometimes] [added: (occasionally] virtual due to the ongoing [removed: pandemic),] [added: pandemic)] during which we revisit the terms of the lease, outline what aspects of the home’s upkeep are the resident’s responsibility, walk through all of the home’s major systems in order to familiarize the resident with their safe and proper operation, and inform the resident that we will be conducting a post move-in maintenance visit.

Following the move-in orientation, each resident is encouraged to keep a record of any non-emergency service [removed: items noted after moving into the home.][added: items.]

At the time of the post move-in maintenance visit approximately 45 days after [removed: move-in (sometimes virtual due to the ongoing pandemic),] [added: move-in,] our in-house property maintenance [removed: personnel] [added: associates] will address any non-emergency service needs the resident has noted.

Second, by scheduling a post move-in maintenance visit, we are able to address multiple service requests in a single visit, improving the resident experience by avoiding the inconvenience of multiple service appointments and improving the efficiency and productivity of our in-house property maintenance [removed: personnel.][added: associates.]

Following the regularly scheduled post move-in maintenance visit described above, our in-house property maintenance [removed: personnel] [added: associates] in each of our markets [removed: also] conduct [removed: mid-lease] preventive maintenance [removed: visits.][added: visits about every six months during the life of a resident’s stay in the home.]

During preventive maintenance visits, our in-house property maintenance [removed: personnel] [added: associates] inspect the home’s systems, paying particular attention to potential safety hazards as well as potential causes of damage that could result in us incurring significant maintenance costs if left unaddressed.

We also conduct [removed: pre move-out] [added: pre-move-out] visits 15 to 30 days prior to scheduled resident move-outs.

In addition, these visits allow our in-house property maintenance [removed: personnel] [added: associates] to begin preparing a scope of work and budget for the turnover work we undertake between residents to prepare our homes to be re-leased to a new resident.

These visits also [removed: increase] [added: improve] our ability to pre-market our homes.

Regardless of the purpose or timing of the visit, our in-house property maintenance [removed: personnel] [added: associates] are required to conduct a general property condition assessment (“GPCA”) every time they visit one of our homes.

With over 80,000 homes for lease in 16 markets across the country as of December 31, 2021, we are meeting the needs of a growing share of Americans who prefer the ease of leasing over the burden of owning a home.

The continued demand for our product proves that the choice and flexibility we offer is attractive to many prospective residents.

At Invitation Homes, we are committed to creating a better way to live and to being a force for positive change, while at the same time advancing efforts that make our company more innovative and our processes more sustainable.

Environmental, social, and governance (“ESG”) initiatives are an important part of our strategic business objectives and are critical to our long-term success.

Each aspect of our operations — whether in our corporate headquarters or field offices located in our 16 markets — is driven by a resident-centric model.

Our associates take our values seriously and work hard every day to honor the trust our residents have placed in us to provide safe and secure homes for them and their loved ones.

In turn, we focus on ensuring our associates are fairly compensated and that we provide a diverse, equitable, and inclusive culture where they are appreciated for who they are and what they bring to the business.

We also place a strong emphasis on the impact we have in our communities and to the environment in general, and we continue to develop programs that will demonstrate that commitment.

In addition, we ensure that we operate under strong, well-defined governance practices and adhere to the highest ethical standards at all times.

During 2021, we continued to adapt our priorities and evolve our strategies to navigate the challenges of the ongoing COVID-19 pandemic.

While our business has not been materially affected by the COVID-19 pandemic, we continue to monitor the situation to ensure we fully understand and define any potential impact.

We own internal brokerages to serve each state in which we operate and primarily utilize in-market leasing experience specialists to drive a better end-to-end resident experience that achieves our occupancy, revenue, and retention goals while facilitating enjoyment of our worry-free leasing lifestyle.

We temporarily paused a portion of these visits as a result of the COVID-19 pandemic but began reinstating ProCare proactive visits during 2021.

As one of the nation’s leading home leasing companies, we have an opportunity and responsibility to contribute to a more inclusive, equitable, and sustainable world.

In 2021, we achieved a 13% improvement in our sustainability score with GRESB, surpassing the 5% hurdle set forth in our credit facility agreement for achievement of the pricing benefit.

- investing in the Fifth Wall Climate Technology Fund to support companies creating climate-friendly technologies for real estate; and

- running a *Green Spaces* community initiative that brings residents, associates, and business partners together to expand conservation efforts in our markets.

that may not have otherwise been attainable.

We also provide residents assistance with finding available rental assistance.

As a result of these policies and the dedication of our associates, we have helped thousands of our residents receive more than $50.5 million of rental assistance through December 31, 2021.

We continue these efforts today.

As a result of listening to feedback and making positive changes to improve our homes and our services, in the summer of 2021 we reached and now maintain an all-time company rating of 4.0 on Google and Yelp combined.

In addition, we retain an A+ rating with the Better Business Bureau (“BBB”) and received BBB accreditation in January 2022.

As of December 31, 2021, women comprise 41% of all associates and 44% of our manager and above population, and people of color comprise 43% of all associates and 24% of our manager and above population.

During the year ended December 31, 2021, 43% of our new hires were female and 45% were people of color.

We currently have six active Employee Resource Groups (“ERGs”): Together With Women, founded in 2019; and The Black Collective, Juntos, GenNEXT, Open Invitation, and Asian Alliance, all founded in 2021.

During 2021, 413 associates were members of at least one ERG.

In 2021, we created a DE&I framework, to be used as a roadmap to guide meaningful progress on our DE&I journey through 2023.

We also launched the *iBelong, youBelong* Commitment, which unified our approach to creating a greater sense of belonging for all associates.

As of December 31, 2021, 1,042 associates had signed the commitment, symbolizing their intent to support our diversity, equity, and inclusion efforts.

Our Chief Executive Officer joined the CEO Action for Diversity & Inclusion initiative in the fall of 2021 and personally pledged to continue to advance DE&I within our workplace.

The scope of this pledge supports equity for all, including ethnically or racially diverse persons, the LGBTQIA community, people with different abilities, veterans, and women.

In 2021, we were recognized for our commitment to diversity, equity, and inclusion as a Best Company for Diversity an Best Company for Women by Comparably and Top-Rated CEO for Gender Diversity by Fairygodboss.

Your Voice.,* in May 2020 and experienced an initial participation rate of 94%, well above the 87% benchmark.

As expected, our first full year participation rate of 84% in 2021 settled closer to the benchmark.

This participation provides managers with actionable feedback on several key engagement dimensions.

We believe meaningful actions based on associate feedback gleaned in the monthly survey will continue to result in ongoing high engagement with our associates as evidenced by our strong associate Net Promoter Score of 61, compared to a benchmark of 26.

We prioritize ensuring our associates are recognized for their efforts and feel valued for the work they do.

In 2021, we launched a new recognition program called *Because of You*, celebrating the impact our associates make on a day-to-day basis and recognizing milestone work anniversaries.

In 2021, we launched a career growth philosophy, a career growth and development framework, and a leadership behaviors model.

We invest in markets that we expect will exhibit lower new supply, stronger job and household formation growth, and superior net operating income (“NOI”) growth relative to the broader United States housing and rental markets.

Within our 16 markets, we target attractive neighborhoods in in-fill locations with multiple demand drivers, such as proximity to major employment centers, desirable schools, and transportation corridors.

The in-fill locations and high quality of our homes and service further differentiate our resident experience, which we continue to refine.

occupancy, and turnover rates and improve our cost management and oversight over both upfront renovations and ongoing maintenance.

We own internal brokerages to serve each state in which we operate and primarily utilize in-market leasing agents who work with us to lease our homes.

In some markets, we also utilize a network of local real estate agents to show homes to prospective residents and offer those agents limited co-broker fees.

We have temporarily paused a portion of these visits due to the ongoing pandemic.

rental market supply and demand fundamentals, macroeconomic and demographic trends, and risk-adjusted total return potential.

The number of homes underwritten represents the total number of acquisition opportunities that we have considered and of which we have conducted preliminary analysis, including acquisition opportunities that were ultimately not pursued or completed.

At Invitation Homes, we are committed to creating an exceptional leasing experience for our residents and leading the single-family industry by example.

As the nation’s premier home leasing company, we have an opportunity to make a profound impact by offering quality homes where our residents can feel safe and careers where our associates can thrive.

Sustainability and corporate social responsibility are vitally important to who we are as a company.

As the climate continues to change, and with a portfolio located in a variety of United States markets that include coastal areas, we recognize the increased likelihood of acute weather events and other climate-related impacts to our business, operations, and homes.

We take a proactive approach to protect our properties against potential risks related to climate change and business interruptions, and we recognize that we must continue to adapt our policies, objectives, and processes to improve the resiliency of our physical properties and our business.

In 2020, we launched a purposeful diversity and inclusion (“D&I”) journey pursuant to which we hired a D&I leader and executed a campaign in which our associates were educated on our commitment to D&I.

As of December 2020, over 40% of our associates are female and over 42% of our associates are people of color.

We currently have one active Employee Resource Group (“ERG”), Together With Women.

In 2021, we will expand our footprint with the launch of multiple ERGs and a continued focus on ensuring significant and meaningful progress against our key D&I metrics.

Your Voice,” which replaced a previously used annual survey.

In less than eight months’ time, the survey has received more than 94% participation and has provided us with manager-level actionable feedback on several key engagement dimensions.

We believe that high monthly participation rates are a strong indication of high engagement and recognition that responses will lead to meaningful action.

We are committed to accelerating the development of our leaders.

One of our significant programs in 2020 was to provide “Driving Safety” training for our fleet drivers covering topics like defensive

driving techniques and vehicle condition and safety features.

Additionally, in response to the COVID-19 pandemic, we established a task force that crafted a “Safe Work Playbook” and “Interim Policy Guide,” outlining a consistent way for each of our offices to return to work safely when it is appropriate to do so.

We also created formal training for both our field-based and office-based associates to educate and train on these new safety practices and protocols.

The majority of our office-based associates continue to work from home and will do so until we determine it is in our and their best interests to fully return to our offices.

During 2020, many of our nonprofit partners and local organizations offered virtual volunteer experiences that provided safe social distancing options while still enabling us to make an impact, including card and gift showers for the residents and staff of senior living residences and homebound elderly citizens, mentoring and reading, delivering food to veterans and elderly citizens, contributing food and school supplies, collecting and delivering toys, cleaning beaches, and providing other needed support in their communities.

We also offer an annual “There’s No Place Like Home” scholarship contest, awarding scholarships for higher learning to residents, associates, and community members.

One of the most significant risks and uncertainties to our financial condition and results of operations is the potential adverse effect of the ongoing COVID-19 pandemic.

We have created an internal task force to closely monitor the progression of COVID-19 and related developments.

This team, led by our senior management, follows the guidance of local, state, and national officials, as well as the Centers for Disease Control and Prevention and the World Health Organization as the COVID-19 pandemic continues to evolve, and the task force provides regular updates to our board of directors.

See Part II.

“Management’s Discussion and Analysis of Financial Condition and Results of Operations — COVID-19.” As the COVID-19 pandemic continues to disrupt business activity, our board of directors plays a critical role by guiding and supporting management as they adapt our operations in response to the pandemic and ensuring that the Company positions itself to emerge from the crisis stronger and more resilient.

These systems have been designed to be scalable to accommodate continued growth in our portfolio of single-family homes for lease.

race or color, national origin, religion, sex, familial status (including children under the age of 18 living with parents or legal custodians, pregnant women, and people in the process of adopting a child or securing custody of children under the age of 18), disability or, in some states, financial capability.

We own internal brokerages to serve each state in which we operate, and primarily utilize in-market leasing agents who work with us to lease our homes.

[removed: The Company currently is] [added: We are] not subject to any material litigation nor, to management’s knowledge, is any material litigation currently threatened against [removed: the Company] [added: us] other than routine litigation and administrative proceedings arising in the ordinary course of business.

| | | | | | | For the fiscal year ended | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | December 31, [removed: 2020] [added: 2021] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

As of June 30, [removed: 2020,] [added: 2021,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately [removed: $15.4] [added: $21.1] billion (based upon the closing sale price of the common stock on that date on the New York Stock Exchange).

As of February [removed: 15, 2021,] [added: 18, 2022,] there were [removed: 567,220,432] [added: 607,652,169] shares of common stock, par value $0.01 per share, outstanding.

| Items 10, 11, 12, 13, and 14 of Part III incorporate information by reference from the registrant’s definitive proxy statement relating to its [removed: 2021] [added: 2022] annual meeting of stockholders (the [removed: “2021] [added: “2022] Proxy Statement”) to be filed with the Securities and Exchange Commission within 120 days after the close of the registrant’s fiscal year to which this report relates. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Item | | | 1A. | | | Risk Factors | | | [removed: [20](#i0743fba381dd4445a426cce0393d4dfe_220)] [added: [22](#i7b885b80b00a4da29558cfc9056d504b_229)] | | |

| Item | | | 1B. | | | Unresolved Staff Comments | | | [removed: [52](#i0743fba381dd4445a426cce0393d4dfe_286)] [added: [51](#i7b885b80b00a4da29558cfc9056d504b_316)] | | |

| Item | | | 3. | | | Legal Proceedings | | | [removed: [52](#i0743fba381dd4445a426cce0393d4dfe_214)] [added: [51](#i7b885b80b00a4da29558cfc9056d504b_223)] | | |

| Item | | | 4. | | | Mine Safety Disclosures | | | [removed: [52](#i0743fba381dd4445a426cce0393d4dfe_229)] [added: [52](#i7b885b80b00a4da29558cfc9056d504b_238)] | | |

| Item | | | 5. | | | Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities | | | [removed: [53](#i0743fba381dd4445a426cce0393d4dfe_265)] [added: [53](#i7b885b80b00a4da29558cfc9056d504b_274)] | | |

| Item | | | 7. | | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | [removed: [55](#i0743fba381dd4445a426cce0393d4dfe_148)] [added: [55](#i7b885b80b00a4da29558cfc9056d504b_154)] | | |

| Item | | | 7A. | | | Quantitative and Qualitative Disclosures About Market Risk | | | [removed: [85](#i0743fba381dd4445a426cce0393d4dfe_196)] [added: [78](#i7b885b80b00a4da29558cfc9056d504b_205)] | | |

| Item | | | 8. | | | Financial Statements and Supplementary Data | | | [removed: [86](#i0743fba381dd4445a426cce0393d4dfe_205)] [added: [79](#i7b885b80b00a4da29558cfc9056d504b_217)] | | |

| Item | | | 9. | | | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | | | [removed: [86](#i0743fba381dd4445a426cce0393d4dfe_202)] [added: [79](#i7b885b80b00a4da29558cfc9056d504b_214)] | | |

| Item | | | 9A. | | | Controls and Procedures | | | [removed: [86](#i0743fba381dd4445a426cce0393d4dfe_199)] [added: [79](#i7b885b80b00a4da29558cfc9056d504b_208)] | | |

| Item | | | 9B. | | | Other Information | | | [removed: [89](#i0743fba381dd4445a426cce0393d4dfe_232)] [added: [82](#i7b885b80b00a4da29558cfc9056d504b_241)] | | |

| Item | | | 10. | | | Directors, Executive Officers, and Corporate Governance | | | [removed: [90](#i0743fba381dd4445a426cce0393d4dfe_268)] [added: [83](#i7b885b80b00a4da29558cfc9056d504b_256)] | | |

| Item | | | 11. | | | Executive Compensation | | | [removed: [90](#i0743fba381dd4445a426cce0393d4dfe_271)] [added: [83](#i7b885b80b00a4da29558cfc9056d504b_259)] | | |

| Item | | | 12. | | | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | | | [removed: [90](#i0743fba381dd4445a426cce0393d4dfe_274)] [added: [83](#i7b885b80b00a4da29558cfc9056d504b_262)] | | |

| Item | | | 13. | | | Certain Relationships and Related Transactions, and Director Independence | | | [removed: [90](#i0743fba381dd4445a426cce0393d4dfe_277)] [added: [83](#i7b885b80b00a4da29558cfc9056d504b_265)] | | |

| Item | | | 14. | | | Principal Accountant Fees and Services | | | [removed: [90](#i0743fba381dd4445a426cce0393d4dfe_280)] [added: [83](#i7b885b80b00a4da29558cfc9056d504b_268)] | | |

| Item | | | 15. | | | Exhibits and Financial Statement Schedules | | | [removed: [91](#i0743fba381dd4445a426cce0393d4dfe_298)] [added: [84](#i7b885b80b00a4da29558cfc9056d504b_280)] | | |

| Item | | | 16. | | | Form 10-K Summary | | | [removed: [98](#i0743fba381dd4445a426cce0393d4dfe_301)] [added: [90](#i7b885b80b00a4da29558cfc9056d504b_277)] | | |

Such forward-looking statements are subject to various risks and uncertainties as summarized below in “Summary Risk Factors.” These risks and uncertainties include among others, risks inherent to the single-family rental industry and our business model, macroeconomic factors beyond our control, competition in identifying and acquiring properties, competition in the leasing market for quality residents, increasing property taxes, homeowners’ association (“HOA”) [added: fees,] and insurance costs, our dependence on third parties for key services, risks related to the evaluation of properties, poor resident selection and defaults and non-renewals by our residents, performance of our information technology systems, risks related to our indebtedness, and risks related to the potential negative impact of the ongoing COVID-19 pandemic on our financial condition, results of operations, cash flows, business, associates, and residents.

[removed: Many] [added: Moreover, many] of these factors have been heightened as a result of the ongoing and numerous adverse impacts of [removed: COVID-19.][added: the COVID-19 pandemic.]

“Risk Factors” [added: of this Annual Report on Form 10-K,] as such factors may be updated from time to time in our [added: other] periodic filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at [removed: http://www.sec.gov.][added: https://www.sec.gov.]

These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this Annual Report on Form [removed: 10-K] [added: 10-K,] and in our other periodic filings.

- Our operating results are subject to [added: risks related to] general economic conditions and risks associated with our real estate assets;

- Timing and costs of renovating our [removed: properties,] [added: properties] and the cost of maintaining rental properties may negatively affect our financial results;

- We are highly dependent on information systems and systems failures, security [removed: breaches] [added: breaches,] and other disruptions could significantly disrupt our business and expose us to liability;

- Compliance with governmental laws, regulations, and covenants that are applicable to our properties, including tenant relief laws, [added: restrictions on evictions and collections,] rent control laws, affordability covenants, permit, license, and zoning [removed: requirements] [added: requirements,] may negatively impact our rental income and profitability;

- Legal [removed: demands, litigation,] and [added: regulatory proceedings, claims, inquiries and investigations, exacerbated by increased political and regulatory scrutiny of our industry, and] negative publicity by tenant and consumer rights organizations could directly limit and constrain our operations and may result in significant litigation expenses and reputational harm;

- Our reliance on information supplied by prospective residents, which may be inaccurate, may lead to poor leasing [removed: decisions] [added: decisions,] and our portfolio may contain more risk than we believe;

- Our participation in joint venture investments may limit our ability to invest in certain markets, and we may be adversely affected by our lack of sole decision-making authority, our reliance on joint venture partners’ financial condition, [added: our exposure to liabilities in connection with property management] and [added: other services we provide to our joint venture partners, and] disputes between us and our joint venture partners;

- We may have difficulty selling our real estate [removed: investments] [added: investments,] and our ability to distribute all or a portion of the net proceeds from any such sale to our stockholders may be limited;

- We may be unable to obtain financing through the debt and equity markets, [added: or a downgrade in our credit ratings could adversely affect our financing options; both of] which would have a material adverse effect on our growth strategy and our financial condition and operating results;

- We utilize a significant amount of indebtedness in the operation of our [removed: business] [added: business,] and our cash flows and operating results could be adversely affected by required payments of debt or related interest and other risks of our debt financing;

- If we do not maintain our qualification as a real estate investment trust (“REIT”), we will be subject to tax as a regular [added: domestic] corporation and could face a substantial tax [removed: liability] [added: liability,] and maintaining our REIT status may hinder our ability to operate solely on the basis of maximizing profits.

On November 16, [removed: 2017 (the “Merger Date”),] [added: 2017,] INVH and certain of its affiliates entered into a series of transactions with Starwood Waypoint Homes (“SWH”) and certain SWH affiliates which resulted in SWH and its operating partnership being merged into INVH and INVH LP, respectively, with INVH and INVH LP being the surviving entities (the “Mergers”).

- “Northern California” includes [removed: Sacramento-Arden-Arcade-Roseville,] [added: Sacramento-Roseville-Folsom,] CA, San [removed: Francisco-Oakland-Hayward,] [added: Francisco-Oakland-Berkeley,] CA, [removed: Stockton-Lodi,] [added: Stockton,] CA, [removed: Vallejo-Fairfield,] [added: Vallejo,] CA, and Yuba City, CA;

- “Same Store” or “Same Store portfolio” includes, for a given reporting period, [added: wholly owned] homes that have been stabilized and seasoned, excluding homes that have been sold, homes that have been identified for sale to an owner occupant and have become vacant, homes that have been deemed inoperable or significantly impaired by casualty loss events or force majeure, homes acquired in portfolio transactions that are deemed not to have undergone renovations of sufficiently similar quality and characteristics as the existing Invitation Homes Same Store portfolio, and homes in markets that we have announced an intent to exit where we no longer operate a significant number of homes for the primary purpose of income generation.

| Item | | | 1. | | | Business | | | [8](#i7b885b80b00a4da29558cfc9056d504b_298) | | |

| Item | | | 2. | | | Properties | | | [51](#i7b885b80b00a4da29558cfc9056d504b_307) | | |

| Item | | | 6. | | | Reserved | | | [54](#i7b885b80b00a4da29558cfc9056d504b_271) | | |

| Item | | | 9C. | | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspection | | | [82](#i7b885b80b00a4da29558cfc9056d504b_2885) | | |

| [Exhibit Index](#i7b885b80b00a4da29558cfc9056d504b_244) | | | | | | | | | | | |

| [Signatures](#i7b885b80b00a4da29558cfc9056d504b_247) | | | | | | | | | | | |

- acquisitions of new homes from third party homebuilders;

- Supply chain disruptions, labor shortages, or labor inflation could have a material adverse impact on our business, financial condition, or operating results;

- Allegations of leasing fraud may result in fines, settlements, litigation expenses, and reputational damage;

- We are subject to risks related to environmental, social, and governance issues, including risks from natural disasters, environmentally hazardous conditions, impact of climate change, related regulatory and investor responses to climate change, and the transition to a lower-carbon economy;

- “Carolinas” includes Charlotte-Concord-Gastonia, NC-SC, Greensboro-High Point, NC, Raleigh-Cary, NC, Durham-Chapel Hill, NC, and Winston-Salem, SC;

Unless otherwise indicated, total homes or total portfolio refers to the wholly owned homes and excludes homes owned in joint ventures.

| Item | | | 1. | | | Business | | | [8](#i0743fba381dd4445a426cce0393d4dfe_307) | | |

| Item | | | 2. | | | Properties | | | [52](#i0743fba381dd4445a426cce0393d4dfe_283) | | |

| Item | | | 6. | | | Selected Financial Data | | | [54](#i0743fba381dd4445a426cce0393d4dfe_3421) | | |

| [Exhibit Index](#i0743fba381dd4445a426cce0393d4dfe_235) | | | | | | | | | | | |

| [Signatures](#i0743fba381dd4445a426cce0393d4dfe_238) | | | | | | | | | | | |

- The impact of climate change in areas where our communities are located, including significant damage to or destruction of our properties, may adversely affect our business;

- “Carolinas” includes Charlotte, NC, Greensboro, NC, Raleigh, NC, and Fort Mill, SC;

- “historical average” is the simple average of each of the six months beginning October 2019 and to and including March 2020;

- “revenue collections as a percentage of billings” represents the total cash received in a given period for rental revenues and other property income (including receipt of late payments that were billed in prior months) divided by the total amounts billed in that period.

When a payment plan is in place with a resident, amounts are considered to be billed at the time they would have been billed based on the terms of the original lease, not the terms of the payment plan.

We believe this provides management and external stakeholders with meaningful information about our success in collecting amounts due under our lease agreements;

As of February [removed: 15, 2021,] [added: 18, 2022,] there were [removed: 54] [added: 49] holders of record of [removed: 567,220,432] [added: 607,652,169] shares of common stock outstanding.

For the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] dividends per share held for the entire year were estimated to be taxable as follows:

| Ordinary [removed: income] [added: income(2)(3)] | | | | | | $ | [removed: 0.43] [added: 0.51] | | | | | [removed: 71.8] [added: 74.5] | | % | | | | $ | [removed: 0.23] [added: 0.43] | | | | | [removed: 45.4] [added: 71.8] | | % |

| Capital [removed: gains] [added: gains(4)(5)] | | | | | | [removed: 0.12] [added: 0.15] | | | | | | [removed: 20.7] [added: 21.8] | | % | | | | [removed: 0.22] [added: 0.12] | | | | | | [removed: 42.7] [added: 20.7] | | % |

| Qualified dividends | | | | | | [removed: 0.01] [added: —] | | | | | | [removed: 0.9] [added: —] | | % | | | | 0.01 | | | | | | [removed: 0.5] [added: 0.9] | | % |

| Unrecaptured Section 1250 [removed: gain] [added: gain(4)(5)] | | | | | | [removed: 0.04] [added: 0.02] | | | | | | [removed: 6.6] [added: 3.7] | | % | | | | [removed: 0.06] [added: 0.04] | | | | | | [removed: 11.4] [added: 6.6] | | % |

| Total | | | | | | $ | [removed: 0.60] [added: 0.68] | | | | | 100.0 | | % | | | | $ | [removed: 0.52] [added: 0.60] | | | | | 100.0 | | % |

(1)Amounts are displayed in actual dollars per [removed: share.][added: share; all section references are to the Code.]

[removed: ][added: ]

| | | | | | | Cumulative Total Returns as of | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | |]

| | | | | | | February 1, 2017 | | | | | | December 31, 2017 | | | | | | December 31, 2018 | | | | | | December 31, 2019 | | | | | | December 31, 2020 | | | [added: | | | December 31, 2021 | | |]

| Invitation Homes Inc. | | | | | | [removed: $ |] 100.00 | | | | | [removed: $] | 119.02 | | | | | [removed: $] | 103.43 | | | | | [removed: $] | 157.50 | | | | | [removed: $] | 159.38 | | [added: | | | | 247.97 | | |]

| S&P 500 Index | | | | | | 100.00 | | | | | | 119.50 | | | | | | 114.26 | | | | | | 150.24 | | | | | | 177.88 | | | [added: | | | 228.94 | | |]

| MSCI US REIT Index | | | | | | 100.00 | | | | | | 106.43 | | | | | | 101.56 | | | | | | 127.80 | | | | | | 118.12 | | | [added: | | | 168.99 | | |]

We made no repurchases of our common stock during the three months ended December 31, [removed: 2020.][added: 2021.]

| | | | | | | 2021 | | | | | | | | | | | | 2020 | | | | | | | | |

(2)Ordinary income dividends are treated as “qualified REIT dividends” for purposes of Section 199A.

(3)Approximately 0.1% of the 2021 ordinary income dividends represents a disposition of a United States real property interest pursuant to Section 897.

(4)Approximately 15.3% of the aggregate amounts allocated in 2021 as capital gains and unrecaptured Section 1250 gain represents One Year Disclosure Amounts and Three Year Disclosure Amounts for purposes of Section 1061.

(5)Approximately 84.7% of the aggregate amounts allocated in 2021 as capital gain and unrecaptured Section 1250 gain represents a disposition of a United States real property interest pursuant to Section 897.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | 2020 | | | | | | | | | | | | 2019 | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

The selected financial data previously required by Item 301 of Regulation S-K has been omitted in reliance on SEC Release No. 33-10890, *Management’s Discussion and Analysis, Selected Financial Data, and Supplementary Financial Information*.

We maintain a set of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) designed to ensure that information required to be disclosed in reports we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such [added: information is accumulated and communicated to our management, including our Chief Executive Officer and Chief]

[removed: information is accumulated and communicated to our management, including our Chief Executive Officer and Chief] Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, [removed: 2020.][added: 2021.]

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, [removed: 2020,] [added: 2021,] the design and operation of our disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

[removed: Management's] [added: Management's] Annual Report on Internal Control over Financial [removed: Reporting][added: Reporting]

Our management with the participation of our Chief Executive Officer and Chief Financial Officer conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

Based on our assessment under the framework in Internal Control — Integrated Framework (2013), our management concluded that our internal control over financial reporting was effective as of December 31, [removed: 2020] [added: 2021] to accomplish their objectives at the reasonable assurance level.

Deloitte & Touche LLP, the independent registered public accounting firm that has audited the consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on the Company’s internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

We have audited the internal control over financial reporting of Invitation Homes Inc. and subsidiaries (the “Company”) as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control*—*Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control*—*Integrated Framework (2013)* issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [added: consolidated] financial statements as of and for the year ended December 31, [removed: 2020] [added: 2021,] of the Company and our report dated February [removed: 19, 2021] [added: 22, 2022,] expressed an unqualified opinion on those financial statements.

February 22, 2022

February 19, 2021

PART III

Not applicable.

PART III

The information required by this Item is incorporated by reference from the Company’s [removed: 2021] [added: 2022] Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2020.][added: 2021.]

The information required by this Item is incorporated by reference from the Company’s [removed: 2021] [added: 2022] Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2020.][added: 2021.]

The information required by this Item is incorporated from reference to the Company’s [removed: 2021] [added: 2022] Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2020.][added: 2021.]

The information required by this Item is incorporated by reference from the Company’s [removed: 2021] [added: 2022] Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2020.][added: 2021.]

The information required by this Item is incorporated by reference from the Company’s [removed: 2021] [added: 2022] Proxy Statement to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2020.][added: 2021.]

| Invitation Homes Inc. Consolidated Financial Statements as of December 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] and for the three years in the period ended December 31, [removed: 2020] [added: 2021] | | | | | |

| Report of Deloitte & Touche LLP, Independent Registered Public Accounting Firm [added: (PCAOB ID No. 34)] | | | [removed: F-[1](#i0743fba381dd4445a426cce0393d4dfe_304)] [added: F-[1](#i7b885b80b00a4da29558cfc9056d504b_283)] | | |

| Consolidated Balance Sheets | | | [removed: F-[3](#i0743fba381dd4445a426cce0393d4dfe_22)] [added: F-[3](#i7b885b80b00a4da29558cfc9056d504b_25)] | | |

| Consolidated Statements of Operations | | | [removed: F-[4](#i0743fba381dd4445a426cce0393d4dfe_28)] [added: F-[4](#i7b885b80b00a4da29558cfc9056d504b_31)] | | |

| Consolidated Statements of Comprehensive [removed: Loss] [added: Income (Loss)] | | | [removed: F-[5](#i0743fba381dd4445a426cce0393d4dfe_31)] [added: F-[5](#i7b885b80b00a4da29558cfc9056d504b_34)] | | |

| Consolidated Statements of Equity | | | [removed: F-[6](#i0743fba381dd4445a426cce0393d4dfe_34)] [added: F-[6](#i7b885b80b00a4da29558cfc9056d504b_37)] | | |

| Consolidated Statements of Cash Flows | | | [removed: F-[7](#i0743fba381dd4445a426cce0393d4dfe_40)] [added: F-[7](#i7b885b80b00a4da29558cfc9056d504b_43)] | | |

| Notes to Consolidated Financial Statements | | | [removed: F-[9](#i0743fba381dd4445a426cce0393d4dfe_43)] [added: F-[9](#i7b885b80b00a4da29558cfc9056d504b_46)] | | |

| Invitation Homes Inc. as of December 31, [removed: 2020] [added: 2021] and for the three years in the period ended December 31, [removed: 2020] [added: 2021] | | | | | |

| Schedule III Real Estate and Accumulated Depreciation | | | [removed: F-[44](#i0743fba381dd4445a426cce0393d4dfe_319)] [added: F-[45](#i7b885b80b00a4da29558cfc9056d504b_286)] | | |

| Exhibit number | | | | | | Description | | | [added: | | | | | |]

| 2.1 | | | | | | [Agreement and Plan of Merger, dated August 9, 2017, by and among Invitation Homes Inc., Invitation Homes Operating Partnership LP, IH Merger Sub, LLC, Starwood Waypoint Homes and Starwood Waypoint Homes Partnership, L.P. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on August 14, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex21.htm) | | | [added: | | | | | |]

| 3.1 | | | | | | [Charter of Invitation Homes Inc., dated as of February 6, 2017 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on February 6, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517031958/d338003dex31.htm) | | | [added: | | | | | |]

| 3.2 | | | | | | [Amended and Restated Bylaws of Invitation Homes Inc., dated as of February [removed: 6, 2017] [added: 2, 2022] (incorporated by reference to Exhibit [removed: 3.2] [added: 3.1] to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on February [removed: 6, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517031958/d338003dex32.htm)] [added: 2, 2022).](https://www.sec.gov/Archives/edgar/data/1687229/000119312522025754/d292076dex31.htm)] | | | [added: | | | | | |]

| [removed: 4.1] [added: 4.2] | | | | | | [Indenture, dated as of January 10, 2017, between Starwood Waypoint Homes and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 of SWH’s Current Report on Form 8-K (File No. 1-36163) filed January 10, 2017).](http://www.sec.gov/Archives/edgar/data/1579471/000156459017000275/sfr-ex41_7.htm) | | | [added: | | | | | |]

| [removed: 4.2] [added: 4.3] | | | | | | [Form of 3.50% Convertible Senior Notes due 2022 (incorporated by reference to Exhibit 4.1 of SWH’s Current Report on Form 8-K (File No. 1-36163) filed January 10, 2017).](http://www.sec.gov/Archives/edgar/data/1579471/000156459017000275/sfr-ex41_7.htm) | | | [added: | | | | | |]

| [removed: 4.3] [added: 4.4] | | | | | | [First Supplemental Indenture between Invitation Homes Inc., IH Merger Sub LLC and Wilmington Trust, National Association, as trustee dated as of November 16, 2017 (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 20, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517348234/d494074dex42.htm) | | | [added: | | | | | |]

| [removed: 4.4] [added: 4.1] | | | | | | [Description of [removed: Securities](http://www.sec.gov/Archives/edgar/data/1687229/000168722920000004/a123119exhibit44.htm) [(incorporated] [added: Securities (incorporated] by reference to Exhibit 4.4 to the Company’s Current Report on Form 10-K (File No. 1-38004) filed on February 19, 2020).](http://www.sec.gov/Archives/edgar/data/1687229/000168722920000004/a123119exhibit44.htm) | | | [added: | | | | | |]

| [removed: 10.1] [added: 10.6] | | | | | | [Amended and Restated [removed: Stockholders] Agreement [added: of Limited Partnership of Invitation Homes Operating Partnership LP, dated as of August 9, 2017,] by and among Invitation Homes [removed: Inc., each of the parties from time to time party thereto and, solely for the purposes of Section 4.1, Blackstone Real Estate Advisors L.P.] [added: OP GP LLC and Invitation Homes Inc.] (incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on August 14, [removed: 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex101.htm)] [added: 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex102.htm)] | | | [added: | | | | | |]

| [removed: 10.2] [added: 10.23] | | | | | | [removed: [Amended and Restated Agreement of Limited Partnership of Invitation Homes Operating Partnership LP,] [added: [Letter Agreement,] dated [removed: as of] August 9, [removed: 2017,] [added: 2017] by and [removed: among Invitation Homes OP GP LLC and] [added: between] Invitation Homes Inc. [added: and Ernest Freedman] (incorporated by reference to Exhibit [removed: 10.2] [added: 10.4] to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on August 14, [removed: 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex102.htm)] [added: 2017). †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex104.htm)] | | | [added: | | | | | |]

| [removed: 10.3] [added: 10.7] | | | | | | [Amended and Restated Registration Rights Agreement, dated as of October 4, 2016, among SWH and the other parties named therein (incorporated by reference to Exhibit 10.1 of SWH’s Current Report on Form 8-K (File No. 1- 36163) filed with the SEC on October 11, 2016).](http://www.sec.gov/Archives/edgar/data/1579471/000119312516735859/d264492dex101.htm) | | | [added: | | | | | |]

| [removed: 10.4] [added: 10.8] | | | | | | [Assignment and Assumption Agreement, dated as of November 16, 2017, between Invitation Homes Inc. and IH Merger Sub, LLC (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 20, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517348234/d494074dex102.htm) | | | [added: | | | | | |]

| [removed: 10.5] [added: 10.20] | | | | | | [Invitation Homes Inc. 2017 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on February 6, 2017). †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517031958/d338003dex104.htm) | | | [added: | | | | | |]

| [removed: 10.6] [added: 10.18] | | | | | | [Form of Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.5 to the Company’s Registration Statement on Form S-11 (No. 333-215452) filed on January 6, 2017). †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517004519/d260125dex105.htm) | | | [added: | | | | | |]

| [removed: 10.7] [added: 10.19] | | | | | | [Form of Indemnification Agreement of Colony Starwood Homes (incorporated by reference to Exhibit 10.2 of the SWH’s Current Report on Form 8-K (File No. 1-36163) filed January 8, 2016). †](http://www.sec.gov/Archives/edgar/data/1579471/000119312516424544/d114873dex102.htm) | | | [added: | | | | | |]

| [removed: 10.8] [added: 10.1] | | | | | | [removed: [Registration Rights] [added: [Note Purchase] Agreement, dated [removed: as of January 31, 2017, by and] [added: May 25, 2021,] among [removed: the Company] [added: Invitation Homes Operating Partnership LP] and the [removed: equity holders] [added: purchasers] named therein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File [removed: No.1-38004)] [added: No. 1-38004)] filed on [removed: February 6, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517031958/d338003dex101.htm)] [added: May 26, 2021).](http://www.sec.gov/Archives/edgar/data/0001687229/000168722921000033/notepurchaseagreement.htm)] | | | [added: | | | | | |]

| 10.9 | | | | | | [removed: [Revolving] [added: [Amended and Restated Revolving] Credit and Term Loan Agreement, dated as of [removed: February 6, 2017,] [added: December 8, 2020,] by and among Invitation Homes Operating Partnership LP, as borrower, the lenders party thereto, Bank of America, N.A., as administrative agent and the other parties party thereto (incorporated by reference to Exhibit [removed: 10.3] [added: 10.1] to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on [removed: February 6, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000119312517031958/d338003dex103.htm)] [added: December 9, 2020).](http://www.sec.gov/Archives/edgar/data/1687229/000168722920000042/exhibitcreditfacility.htm)] | | | [added: | | | | | |]

| [removed: 10.10] [added: 10.5] | | | | | | [removed: [Amended] [added: [Parent Guaranty dated as of September 17, 2021 by Invitation Homes Inc., Invitation Homes GP LLC] and [added: IH Merger Sub, LLC for the benefit of Bank of America, N.A., in its capacity as the administrative agent for the Lenders under that certain Amended and] Restated Revolving Credit and Term Loan Agreement, dated as of December 8, 2020, [removed: by and among Invitation Homes Operating Partnership LP, as borrower,] [added: for] the [removed: lenders party thereto, Bank] [added: benefit] of [removed: America, N.A., as administrative agent] [added: itself] and [removed: the other parties party thereto (incorporated] [added: such Lenders](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a101-parentguaranty.htm) [(incorporated] by reference to Exhibit [removed: 10.1 to] [added: 10.](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a101-parentguaranty.htm)[1](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a101-parentguaranty.htm) [to] the Company’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] (File No. 1-38004) filed on [removed: December 9, 2021).](http://www.sec.gov/Archives/edgar/data/1687229/000168722920000042/exhibitcreditfacility.htm)] [added: October 28, 2021).](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a101-parentguaranty.htm)] | | | [added: | | | | | |]

| [removed: 10.11] [added: 10.10] | | | | | | [Loan Agreement, dated as of April 28, 2017, between IH 2017-1 Borrower, LP, as Borrower, and Wells Fargo Bank, National Association, as Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed May 1, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000168722917000011/ex10-1ihfnma2017xsfr1_loan.htm) | | | [added: | | | | | |]

| [removed: 10.12] [added: 10.11] | | | | | | [Loan Agreement, dated as of November 9, 2017, between IH 2017-2 Borrower, LP, as Borrower, and German American Capital Corporation, as Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on November 9, 2017).](http://www.sec.gov/Archives/edgar/data/1687229/000168722917000030/invh-form8xkxs1011917xexhi.htm) | | | [added: | | | | | |]

| [removed: 10.13] [added: 10.12] | | | | | | [Loan Agreement, dated as of February 8, 2018, between IH 2018-1 Borrower, LP, as Borrower, and JPMorgan Chase Bank, National Association, as Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on February 12, 2018).](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000005/a24243668_15x2018-1xihloan.htm) | | | [added: | | | | | |]

| [removed: 10.14] [added: 10.13] | | | | | | [Loan Agreement, dated as of May 8, 2018, between IH 2018-2 Borrower, LP, as Borrower, and JPMorgan Chase Bank, National Association, as Lender (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (File No. 1-38004) filed on May 9, 2018).](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000026/a2018-2xihloanagreement.htm) | | | [added: | | | | | |]

| [removed: 10.15] [added: 10.14] | | | | | | [Loan Agreement, dated as of June 28, 2018, between IH 2018-3 Borrower, LP, as Borrower, and German American Capital Corporation, as Lender (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (File No. 1-38004) filed on July 2, 2018).](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000050/exhibit20183.htm) | | | [added: | | | | | |]

| [removed: 10.16] [added: 10.15] | | | | | | [Loan Agreement, dated as of November 7, 2018, between IH 2018-4 Borrower LP, as Borrower, and German American Capital Corporation, as Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on November 8, 2018).](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000074/exhibit20184.htm) | | | [added: | | | | | |]

| 10.17 | | | | | | [removed: [Loan] [added: [Securities Purchase] Agreement, dated as of [removed: April 10, 2014,] [added: June 5, 2017,] between [removed: CAH 2014-1 Borrower, LLC, as Borrower,] [added: Waypoint/GI Venture, LLC] and [removed: JPMorgan Chase Bank, National Association, as Lender] [added: CSH Property Three, LLC] (incorporated by reference to Exhibit [removed: 10.3] [added: 10.1] of [added: the] SWH’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] (File No. 1-36163) filed [removed: August 9, 2016).](http://www.sec.gov/Archives/edgar/data/1579471/000156459016023748/sfr-ex103_385.htm)] [added: June 5, 2017).](http://www.sec.gov/Archives/edgar/data/1579471/000119312517194589/d378470dex101.htm)] | | | [added: | | | | | |]

| [removed: 10.20] [added: 10.16] | | | | | | [Loan Agreement, dated as of June 7, 2019, between 2019-1 IH Borrower LP, as Borrower, and Rothesay Life PLC, as Lender (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on June 10, 2019).](http://www.sec.gov/Archives/edgar/data/1687229/000168722919000037/exhibit20191.htm) | | | [added: | | | | | |]

| 10.21 | | | | | | [Employment Agreement with Dallas B. Tanner, dated November 9, 2015 (incorporated by reference to Exhibit 10.12 to the Company’s Registration Statement on Form S-11 (No. 333-215452) filed on January 6, 2017). †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517004519/d260125dex1012.htm) | | | [added: | | | | | |]

| 10.22 | | | | | | [Employment Agreement with Ernest M. Freedman, dated September 4, 2015 (incorporated by reference to Exhibit 10.13 to the Company’s Registration Statement on Form S-11 (No. 333-215452) filed on January 6, 2017). †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517004519/d260125dex1013.htm) | | | [added: | | | | | |]

| [removed: 10.23] [added: 10.24] | | | | | | [Letter Agreement, dated August 9, 2017 by and between Invitation Homes Inc. and [removed: Ernest Freedman] [added: Dallas Tanner] (incorporated by reference to Exhibit [removed: 10.4] [added: 10.5] to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on August 14, 2017). [removed: †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex104.htm)] [added: †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex105.htm)] | | | [added: | | | | | |]

| [removed: 10.24] [added: 10.29] | | | | | | [removed: [Letter Agreement, dated August 9, 2017 by] [added: [Form of Award Notice] and [removed: between Invitation Homes Inc.] [added: Restricted Stock Unit Agreement (Retention Award - Messrs. Freedman] and [removed: Dallas Tanner] [added: Tanner)] (incorporated by reference to Exhibit [removed: 10.5] [added: 10.2] to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on [removed: August 14,] [added: June 29,] 2017). [removed: †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517256744/d436757dex105.htm)] [added: †](http://www.sec.gov/Archives/edgar/data/1687229/000168722917000019/exhibit102-rsuagreementret.htm)] | | | [added: | | | | | |]

| (c) [Exhibits](#i7b885b80b00a4da29558cfc9056d504b_244) | | | | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| 4.5 | | | | | | [Indenture, dated as of August 6, 2021, among Invitation Homes Operating Partnership LP, the Guarantors (as defined therein) party hereto and U.S. Bank National Association, a national banking association, as trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on August 6, 2021).](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex41.htm) | | | | | | | | |

| | | | | | | | | | | | | | | |

| 4.6 | | | | | | [First Supplemental Indenture,](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm) [](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm)[dated as of August 6, 2021 among Invitation Homes Operating Partnership LP, Invitation Homes Inc., Invitation Homes OP GP LLC, IH Merger Sub, LLC, and U.S. Bank National Association, as trustee](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm) [](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm)[incl](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm)[u](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm)[ding the form of 2.000% Senior Notes due 2031](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm) [(incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on August 6, 2021).](https://www.sec.gov/Archives/edgar/data/1687229/000119312521239265/d197580dex42.htm) | | | | | | | | |

| | | | | | | | | | | | | | | |

| 4.7 | | | | | | [Second Supplemental Indenture, dated as of November 5, 2021, among the Issuer, the Guarantors and the Trustee](https://www.sec.gov/Archives/edgar/data/1687229/000119312521321610/d243454dex42.htm)[, including the form of 2.300% Senior Notes due 2028 (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 5, 2021).](https://www.sec.gov/Archives/edgar/data/1687229/000119312521321610/d243454dex42.htm) | | | | | | | | |

| | | | | | | | | | | | | | | |

| 4.8 | | | | | | [Third Supplemental Indenture, dated as of November 5, 2021, among the Issuer, the Guarantors and the Trustee, including the form of 2.700% Senior Notes due 2034 (incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K (File No.1-38004) filed on November 5, 2021).](https://www.sec.gov/Archives/edgar/data/1687229/000119312521321610/d243454dex43.htm) | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Exhibit number | | | | | | Description | | | | | | | | |

| | | | | | | | | | | | | | | |

| 10.3 | | | | | | [Form of Invitation Homes Operating Partnership LP 3.18% Senior Note, Series B, due May 25, 2036 (included as a part of Exhibit 10.1 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on May 26, 2021)).](http://www.sec.gov/Archives/edgar/data/1687229/000168722921000033/notepurchaseagreement.htm) | | | | | | | | |

| | | | | | | | | | | | | | | |

| 10.4 | | | | | | [Parent Guaranty Agreement dated as of September 17, 2021 re: 2.46% Senior Notes, Series A, due May 25, 2028 and 3.18% Senior Notes, Series B, due May 25, 2036 of Invitation Homes Inc., Invitation Homes GP LLC and IH Merger Sub, LLC](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a102-parentguaranty.htm) [(incorporated by reference to Exhibit 10.](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a102-parentguaranty.htm)[2](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a102-parentguaranty.htm) [to the Company’s Quarterly Report on Form 10-Q (File No. 1-38004) filed on October 28, 2021).](https://www.sec.gov/Archives/edgar/data/1687229/000168722921000061/a102-parentguaranty.htm) | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Exhibit number | | | | | | Description | | | | | | | | |

| | | | | | | | | | | | | | | |

| (c) [Exhibits](#i0743fba381dd4445a426cce0393d4dfe_235) | | | | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 10.18 | | | | | | [Loan Agreement, dated as of June 30, 2014, between CAH 2014-2 Borrower, LLC, as Borrower, and JPMorgan Chase Bank, National Association, as Lender (incorporated by reference to Exhibit 10.4 of SWH’s Quarterly Report on Form 10-Q (File No. 1-36163) filed August 9, 2016).](http://www.sec.gov/Archives/edgar/data/1579471/000156459016023748/sfr-ex104_386.htm) | | |

| 10.19 | | | | | | [Loan Agreement, dated as of June 11, 2015, between CAH 2015-1 Borrower, LLC, as Borrower, and JPMorgan Chase Bank, National Association, as Lender (incorporated by reference to Exhibit 10.5 of SWH’s Quarterly Report on Form 10-Q (File No. 1-36163) filed August 9, 2016).](http://www.sec.gov/Archives/edgar/data/1579471/000156459016023748/sfr-ex105_387.htm) | | |

| 10.36 | | | | | | [Form of Award Notice and Restricted Stock Unit Agreement for Mr. Frederick C. Tuomi (2018 LTIP Equity Award) (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q (File No. 1-38004) filed May 15, 2018). †](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000036/q1-18exhibit106ltipawardag.htm) | | |

| 10.37 | | | | | | [Form of Award Notice and Restricted Stock Unit Agreement for Mr. Frederick C. Tuomi (2018 Supplemental Bonus Award) (incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q (File No. 1-38004) filed May 15, 2018). †](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000036/q1-2018exhibit107supplemen.htm) | | |

| 10.38 | | | | | | [Letter Agreement by and between the Company and Mr. Frederick C. Tuomi relating to Award Notice and Restricted Stock Unit Agreement (Sign-On Award - Mr. Tuomi) (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q (File No. 1-38004) filed May 15, 2018). †](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000036/q1-18exhibit108rsusidelett.htm) | | |

| 10.39 | | | | | | [Separation Agreement dated January 16, 2019, by and between the Company and Mr. Frederick C. Tuomi. (incorporated by reference to Exhibit 10.48 to the Company’s Annual Report on Form 10-K (File No. 1-38004) filed February 28, 2019). †](http://www.sec.gov/Archives/edgar/data/1687229/000168722919000014/a123118exhibit1048ceosepar.htm) | | |

| 10.40 | | | | | | [Form of Award Notice and Restricted Stock Unit Agreement (2018 Supplemental Bonus Award) (incorporated by reference to Exhibit 10.41 to the Company’s Annual Report on Form 10-K (File No. 1-38004) filed March 29, 2018). †](http://www.sec.gov/Archives/edgar/data/1687229/000168722918000018/exhibit10412018supplementa.htm) | | |

| 10.41 | | | | | | [Colony Starwood Homes Equity Plan (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-8 (File No. 333-221617) filed on November 16, 2017). †](http://www.sec.gov/Archives/edgar/data/1687229/000119312517345648/d483388dex43.htm) | | |

| 10.42 | | | | | | [Form of Restricted Share Award Agreement under the Starwood Waypoint Residential Trust Equity Plan (incorporated by reference to Exhibit 10.10 of SWH’s Registration Statement on Form 10 (File No. 1-36163) filed December 23, 2013). †](http://www.sec.gov/Archives/edgar/data/1579471/000104746913011360/a2217784zex-10_10.htm) | | |

| 10.43 | | | | | | [Form of Restricted Share Unit Award Agreement under the Starwood Waypoint Residential Trust Equity Plan (incorporated by reference to Exhibit 10.11 of SWH’s Registration Statement on Form 10 (File No. 1-36163) filed December 23, 2013). †](http://www.sec.gov/Archives/edgar/data/1579471/000104746913011360/a2217784zex-10_11.htm) | | |

| 10.45 | | | | | | [Securities Purchase Agreement, dated as of June 5, 2017, between Waypoint/GI Venture, LLC and CSH Property Three, LLC (incorporated by reference to Exhibit 10.1 of the SWH’s Current Report on Form 8-K (File No. 1-36163) filed June 5, 2017).](http://www.sec.gov/Archives/edgar/data/1579471/000119312517194589/d378470dex101.htm) | | |

| 10.46 | | | | | | [Form of Award Notice and Restricted Stock Unit Agreement (2020 LTIP Equity Award) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-38004) filed on February 25, 2020).†](http://www.sec.gov/Archives/edgar/data/1687229/000168722920000006/a2020ltipequityaward.htm) | | |

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in Dallas, Texas, on the [removed: 19th] [added: 22nd] day of February [removed: 2021.][added: 2022.]

Pursuant to the requirements of the Securities Act of 1934, this report has been signed by the following persons in the capacities indicated on the [removed: 19th] [added: 22nd] day of February [removed: 2021.][added: 2022.]

| /s/ [removed: Bryce Blair] [added: Michael D. Fascitelli] | | | | | | Chairman and Director | | |

We have audited the accompanying consolidated balance sheets of Invitation Homes Inc. and subsidiaries (the “Company”) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of operations, other comprehensive income (loss), equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control*—*Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 19, 2021,] [added: 22, 2022,] expressed an unqualified opinion on the Company’s internal control over financial reporting.

The Company owned approximately 80,000 individual single-family residential properties with a net book value of [removed: $16.3] [added: $17] billion as of December 31, [removed: 2020.][added: 2021.]

From time to time, the Company identifies [removed: single-family residential properties to be sold.]

At the time such properties are identified, the Company evaluates whether or [added: not such properties should be classified as held for sale.]

- We tested the effectiveness of relevant controls over investments in single-family residential [added: properties, including management’s controls over the acquisition, cost capitalization, classification, depreciation, and disposition of its] properties.

- We selected a sample of properties classified as held for sale and evaluated whether the properties met the criteria to be classified as held for sale as of December 31, [removed: 2020.][added: 2021.]

We also selected a sample of properties sold after December 31, [removed: 2020] [added: 2021] and evaluated whether each property was properly classified as either held for sale or held for use as of December 31, [removed: 2020.][added: 2021.]

[added: | Q1-2021 | | | | | |] February [removed: 19,] [added: 10,] 2021 [added: | | | | | | 0.17 | | | | | | February 26, 2021 | | | | | | 96,933 | | |]

As of December 31, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]

| | | | | | | [added: | | | | | | | | | | | | 2021 | | | | | |] 2020 | | | | | | 2019 | | |

| Land | | | | | | $ | [removed: 4,539,796] [added: 4,737,938] | | | | | $ | [removed: 4,499,346] [added: 4,539,796] | |

| Building and improvements | | | | | | [removed: 14,261,954] [added: 15,270,443] | | | | | | [removed: 13,747,818] [added: 14,261,954] | | |

| [added: Balance at beginning of period] | | | | | | [added: $ |] 18,801,750 | | | | | [added: $] | 18,247,164 | | | [added: | | $ | 18,229,974 | |]

| Less: accumulated depreciation | | | | | | [removed: (2,513,057)] [added: (3,073,059)] | | | | | | [removed: (2,003,972)] [added: (2,513,057)] | | |

| Investments in single-family residential properties, net | | | | | | [removed: 16,288,693] [added: 16,935,322] | | | | | | [removed: 16,243,192] [added: 16,288,693] | | |

| Cash and cash equivalents | | | | | | [removed: 213,422] [added: 610,166] | | | | | | [removed: 92,258] [added: 213,422] | | |

| Restricted cash | | | | | | [removed: 198,346] [added: 208,692] | | | | | | [removed: 193,987] [added: 198,346] | | |

| Investments in unconsolidated joint ventures | | | | | | [removed: 69,267] [added: 130,395] | | | | | | [removed: 54,778] [added: 69,267] | | |

| Other assets, net | | | | | | [removed: 478,287] [added: 395,064] | | | | | | [removed: 550,488] [added: 478,287] | | |

| Total assets | | | | | | $ | [removed: 17,506,222] [added: 18,537,846] | | | | | $ | [removed: 17,392,910] [added: 17,506,222] | |

| Mortgage loans, net | | | | | | $ | [removed: 4,820,098] [added: 3,055,853] | | | | | $ | [removed: 6,238,461] [added: 4,820,098] | |

| Secured term loan, net | | | | | | [removed: 401,095] [added: 401,313] | | | | | | [removed: 400,978] [added: 401,095] | | |

| Term loan facility, net | | | | | | [removed: 2,470,907] [added: 2,478,122] | | | | | | [removed: 1,493,747] [added: 2,470,907] | | |

| Convertible senior notes, net | | | | | | [removed: 339,404] [added: 141,397] | | | | | | [removed: 334,299] [added: 339,404] | | |

| Accounts payable and accrued expenses | | | | | | [removed: 149,299] [added: 193,633] | | | | | | [removed: 186,110] [added: 149,299] | | |

| Resident security deposits | | | | | | [removed: 157,936] [added: 165,167] | | | | | | [removed: 147,787] [added: 157,936] | | |

| Other liabilities | | | | | | [removed: 611,410] [added: 341,583] | | | | | | [removed: 325,450] [added: 611,410] | | |

| Total liabilities | | | | | | [removed: 8,950,149] [added: 8,699,042] | | | | | | [removed: 9,126,832] [added: 8,950,149] | | |

| Preferred stock, $0.01 par value per share, 900,000,000 shares authorized, none outstanding as of December 31, [removed: 2020] [added: 2021] and [removed: December 31, 2019] [added: 2020] | | | | | | — | | | | | | — | | |

| Common stock, $0.01 par value per share, 9,000,000,000 shares authorized, [removed: 567,117,666] [added: 601,045,438] and [removed: 541,642,725] [added: 567,117,666] outstanding as of December 31, [removed: 2020] [added: 2021] and [removed: December 31, 2019,] [added: 2020,] respectively | | | | | | [removed: 5,671] [added: 6,010] | | | | | | [removed: 5,416] [added: 5,671] | | |

| Additional paid-in capital | | | | | | [removed: 9,707,258] [added: 10,873,539] | | | | | | [removed: 9,010,194] [added: 9,707,258] | | |

| Accumulated deficit | | | | | | [removed: (661,162)] [added: (794,869)] | | | | | | [removed: (524,588)] [added: (661,162)] | | |

| Accumulated other comprehensive loss | | | | | | [removed: (546,942)] [added: (286,938)] | | | | | | [removed: (276,600)] [added: (546,942)] | | |

| Total stockholders' equity | | | | | | [removed: 8,504,825] [added: 9,797,742] | | | | | | [removed: 8,214,422] [added: 8,504,825] | | |

| Non-controlling interests | | | | | | [removed: 51,248] [added: 41,062] | | | | | | [removed: 51,656] [added: 51,248] | | |

single-family residential properties to be sold.

Given the number of homes and the volume and nature of the different transactions affecting the acquisition, disposition, recognition, and classification of investments in single-family residential properties, performing audit procedures to evaluate the accounting for investments in single-family residential properties was challenging and required an increased extent of audit effort.

- We developed an expectation of depreciation expense based on the cost basis of investments in single-family residential properties, taking into account the estimated useful life and the percentage of the year the property was in use, and compared our expectation to the recorded balance.

We also evaluated the estimated useful lives used by management by comparing the estimates to external industry sources.

February 22, 2022

| | | | | | | 20,008,381 | | | | | | 18,801,750 | | |

| Unsecured notes, net | | | | | | 1,921,974 | | | | | | — | | |

| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Joint venture management fees | | | | | | | | | | | | | | | | | | 4,893 | | | | | | — | | | | | | — | | |

| Total revenues | | | | | | | | | | | | | | | | | | 1,996,615 | | | | | | 1,822,828 | | | | | | 1,764,685 | | |

| Income (loss) from investments in unconsolidated joint ventures | | | | | | | | | | | | | | | | | | (1,546) | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | 261,425 | | | | | | — | | | | | | 261,425 | | | | | | 1,351 | | | | | | 262,776 | | |

| Issuance of common stock — settlement of 2022 Convertible Notes | | | | | | 8,943,374 | | | | | | 89 | | | | | | 203,420 | | | | | | — | | | | | | — | | | | | | 203,509 | | | | | | — | | | | | | 203,509 | | |

| Issuance of common stock, net | | | | | | 23,383,528 | | | | | | 234 | | | | | | 933,556 | | | | | | — | | | | | | — | | | | | | 933,790 | | | | | | — | | | | | | 933,790 | | |

| Total other comprehensive income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 260,553 | | | | | | 260,553 | | | | | | 1,583 | | | | | | 262,136 | | |

| Redemption of OP Units for common stock | | | | | | 925,000 | | | | | | 9 | | | | | | 13,657 | | | | | | — | | | | | | (549) | | | | | | 13,117 | | | | | | (13,117) | | | | | | — | | |

| Balance as of December 31, 2021 | | | | | | 601,045,438 | | | | | | $ | 6,010 | | | | | $ | 10,873,539 | | | | | $ | (794,869) | | | | | $ | (286,938) | | | | | $ | 9,797,742 | | | | | $ | 41,062 | | | | | $ | 9,838,804 | |

| (Income) loss from investments in unconsolidated joint ventures, net of operating distributions | | | | | | 1,982 | | | | | | — | | | | | | — | | |

| Deposits for acquisition of single-family residential properties | | | | | | (60,135) | | | | | | (906) | | | | | | (395) | | |

| Proceeds from sale of investments in equity securities | | | | | | 31,504 | | | | | | — | | | | | | — | | |

| Non-operating distributions from unconsolidated joint ventures | | | | | | 1,890 | | | | | | — | | | | | | — | | |

| Proceeds from unsecured notes | | | | | | 1,938,036 | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| Net settlement of 2022 Convertible Notes in shares of common stock | | | | | | 203,509 | | | | | | — | | | | | | — | | |

We consolidate wholly owned subsidiaries and entities we are otherwise able to control in accordance with GAAP.

We evaluate each investment entity that is not wholly owned to determine whether to follow the variable interest entity (“VIE”) or the voting interest entity (“VOE”) model.

Once the appropriate consolidation model is identified, we then evaluate whether the entity should be consolidated.

Under the VIE model, we consolidate an investment if we have control to direct the activities of the entity and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.

Under the VOE model, we consolidate an investment if (1) we control the investment through ownership of a majority voting interest if the investment is not a limited partnership or (2) we control the investment through our ability to remove the other partners in the investment, at our discretion, when the investment is a limited partnership.

Based on these evaluations, we account for each of the investments in joint ventures described in Note 5 using the equity method.

Our initial investments in the joint ventures are recorded at cost, except for any such interest initially recorded at fair value in connection with a business combination.

The investments in these joint ventures are subsequently adjusted for our

As such, we continue to closely monitor the impact of the pandemic on all aspects of our business and actively manage our response thereto in collaboration with our residents and business partners.

We believe that we are in material compliance with applicable federal, state, and local laws, regulations, ordinances, and restrictions regarding evictions, collections, rent increases, and late fees as appropriate.

We continue to work with residents experiencing financial hardship to find solutions that keep them in their homes.

| | | | | | | | | |

| Bryce Blair | | | | | | | | |

| /s/ Michael D. Fascitelli | | | | | | Director | | |

| /s/ William J. Stein | | | | | | Director | | |

| William J. Stein | | | | | | | | |

not such properties should be classified as held for sale.

Further, the Company evaluates investments in single-family residential properties to determine whether there have been any changes in circumstances that may indicate that the carrying value of individual properties may not be recoverable.

Given management’s (1) inputs and assumptions used to determine purchase price allocation based upon the relative fair values of asset components, (2) determination of which costs improve or extend the life of a property, (3) evaluation of single-family residential properties for impairment which requires significant judgment and assessment of factors that are, at times, subject to significant uncertainty, and (4) application of held for sale classification criteria, performing audit procedures to evaluate the accounting for investments in single-family residential properties was challenging and required an increased extent of audit effort.

- We evaluated the appropriateness of management’s allocation of the initial purchase price for newly acquired properties by developing independent estimates for the purchase price allocation for each residential market in which the properties were acquired and comparing our estimates to the Company’s actual allocation.

- We evaluated management’s analysis of possible impairment indicators for properties by independently assessing trends in the residential markets in which the Company has significant investments in single-family residential properties, trends in gains or losses from sales of properties, and macroeconomic data to identify any indicators that the carrying value of properties may not be recoverable.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance as of December 31, 2017 | | | | | | | | | | | | 519,173,142 | | | | | | $ | 5,192 | | | | | $ | 8,602,603 | | | | | $ | (157,595) | | | | | $ | 47,885 | | | | | $ | 8,498,085 | | | | | $ | 151,790 | | | | | $ | 8,649,875 | |

| Net loss | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | (4,927) | | | | | | — | | | | | | (4,927) | | | | | | (86) | | | | | | (5,013) | | |

| Total other comprehensive income | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (60,774) | | | | | | (60,774) | | | | | | (1,064) | | | | | | (61,838) | | |

| Redemption of OP Units for common stock | | | | | | | | | | | | 405,037 | | | | | | 4 | | | | | | 6,615 | | | | | | — | | | | | | (74) | | | | | | 6,545 | | | | | | (6,545) | | | | | | — | | |

| Proceeds from mortgage loans | | | | | | — | | | | | | — | | | | | | 4,234,483 | | |

| Capital leases | | | | | | N/A | | | | | | N/A | | | | | | 2,209 | | |

We consolidate entities when we own, directly or indirectly, a majority interest in the entity or are otherwise able to control the entity.

We consolidate variable interest entities (“VIEs”) in accordance with ASC 810, *Consolidation*, if we are the primary beneficiary of the VIE as determined by our power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE.

A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity’s activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity’s activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights.

As described in Note 5, we invested in joint ventures with Rockpoint Group, L.L.C. (“Rockpoint”) and the Federal National Mortgage Association (“FNMA”), both of which are voting interest entities.

We do not hold a controlling financial interest in either joint venture but have significant influence over the operating and financial policies of each joint venture.

Additionally, both Rockpoint and FNMA hold certain substantive participating rights that preclude the presumption of control by us of either joint venture; as such, we account for each investment using the equity method.

Our investment in the Rockpoint joint venture is recorded at cost, and our investment in the FNMA joint venture was initially recorded at fair value in connection with purchase accounting for the Mergers.

Jurisdictions and other local and national authorities may expand or extend measures imposing restrictions on our ability to enforce residents’ contractual rental obligations and limiting our ability to increase rents.

*Reclassification*

As of December 31, 2019, we reclassified the $54,778 carrying value of our investment in the FNMA joint venture from other assets, net on the consolidated balance sheet to a separate balance sheet line item, investments in unconsolidated joint ventures, to conform to our current presentation.

Additionally, we reclassified $6,480 of unrealized gains on investments in equity securities from other, net into unrealized gains on investments in equity securities for the year ended December 31, 2019 to conform to our current presentation.

This reclassification had no effect on the total reported net income on the consolidated statement of operations for the year ended December 31, 2019.

*Adoption of New Accounting Standards*

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, *Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,* which changes how companies measure credit losses for certain financial assets, excluding receivables arising from operating leases.

This guidance requires an entity to estimate its expected credit loss and record an allowance based on this estimate so that it is presented at the net amount expected to be collected on the financial asset.

We adopted this standard as of January 1, 2020, and it did not have a material impact on our consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, *Reference Rate Reform (Topic 848*) (“ASU 2020-04”), which contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives, and other contracts.

The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur.

We have elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future London Interbank Offer Rate (“LIBOR”) indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives.

Application of these expedients preserves the presentation of derivatives consistent with past presentation.

We continue to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

In April 2020, the FASB staff issued a question and answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease accommodations resulting from the COVID-19 pandemic as many lessors have been asked to provide rent deferrals, rent abatements, late fee waivers, and other lease concessions to lessees (collectively, “lease accommodations”).