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Invitation Homes Inc Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-230393 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor do they seek an offer to buy these securities in any jurisdiction where the offer or sale thereof is not permitted. Subject to Completion, Dated June 1, 2020 Preliminary Prospectus Supplement (To Prospectus dated March 19, 2019) 14,500,000 Shares Invitation Homes Inc. Common Stock This is an offering of 14,500,000 shares of common stock of Invitation Homes Inc. We are offering all of the shares of common stock to be sold in this offering. Our common stock is listed on The New York Stock Exchange (the “NYSE”) under the symbol “INVH.” On May 29, 2020, the last sale price of our common stock as reported on the NYSE was $26.30 per share. We have elected to qualify as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. Shares of our common stock are subject to limitations on ownership and transfer that are primarily intended to assist us in maintaining our qualification as a REIT. Our charter contains certain restrictions relating to the ownership and transfer of our common stock, including, subject to certain exceptions, a 9.8% limit, in value or in number of shares, whichever is more restrictive, on the ownership of outstanding shares of our common stock and a 9.8% limit, in value, on the ownership of shares of our outstanding stock. See “Description of Capital Stock—Restrictions on Ownership and Transfer” in the accompanying prospectus. See “Risk Factors” beginning on page S-4 of this prospectus supplement and in our other filings with the Securities and Exchange Commission incorporated by reference in this prospectus supplement or the accompanying prospectus to read about factors you should consider before buying shares of common stock. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense. The underwriters have agreed to purchase the shares of our common stock from us at a price of $ per share, which will result in approximately $ of aggregate proceeds to us before expenses. The shares may be offered by the underwriters from time to time to purchasers directly or through agents, or through brokers in brokerage transactions on the NYSE, or to dealers in negotiated transactions or in a combination of such methods of sale, at a fixed price or prices, which may be changed, or at market prices prevailing at the time of sale, at prices related to such prevailing market prices or at negotiated prices. See “Underwriting.” The underwriters will have the option to purchase within 30 days from the date of this prospectus supplement up to an additional 2,175,000 shares of common stock from us at a price of $ per share. We have agreed to reimburse the underwriters for certain FINRA-related expenses in connection with this offering. See “Underwriting.” The underwriters expect to deliver the shares against payment in New York, New York on , 2020. BofA Securities Goldman Sachs & Co. LLC Wells Fargo Securities , 2020 Table of Contents TABLE OF CONTENTS PROSPECTUS SUPPLEMENT Page Summary S-1 Risk Factors S-4 Forward-Looking Statements S-5 Use Of Proceeds S-6 Underwriting S-7 Legal Matters S-14 Experts S-14 Where You Can Find More Information S-14 Information Incorporated By Reference S-14 PROSPECTUS Page About This Prospectus 1 Where You Can Find More Information 2 Incorporation By Reference 2 Disclosure Regarding Forward-Looking Statements 4 Invitation Homes 5 Use of Proceeds 6 Description of Stock 7 Certain Provisions of Maryland Law and of Our Charter and Bylaws 13 Description of the Partnership Agreement of Invitation Homes Operating Partnership LP 21 Description of Depositary Shares 25 Description of Purchase Contracts 28 Description of Units 29 Description of Warrants 30 Material U.S. Federal Income Tax Considerations 31 Plan of Distribution 55 Legal Matters 57 Experts 57 Neither we nor the underwriters have authorized anyone to provide you with additional or different information from that contained or incorporated by reference in this prospectus supplement, the accompanying prospectus or in any free writing prospectus we may authorize to be delivered to you. We and the underwriters are offering to sell, and seeking offers to buy, our shares only in jurisdictions where offers and sales thereof are permitted. You should assume that the information appearing in this prospectus supplement, the accompanying prospectus or in any free writing prospectus we may authorize to be delivered to you is accurate only as of their respective dates or on the date or dates which are specified in such documents, and that any information in documents that we have incorporated by reference is accurate only as of the date of such document incorporated by reference. Our business, financial condition, liquidity, results of operations and prospects may have changed since those dates. This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering of common stock and also adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference into this prospectus supplement and the accompanying prospectus. The second part, the accompanying prospectus, dated March 19, 2019, including the documents incorporated by S-i Table of Contents reference therein, provides more general information. Generally, when we refer to this prospectus, we are referring to both parts of this document combined. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information contained in the accompanying prospectus or in any document incorporated by reference that was filed with the Securities and Exchange Commission (the “SEC”) before the date of this prospectus supplement, on the other hand, you should rely on the information in this prospectus supplement. If any statement in one of these documents is inconsistent with a statement in another document having a later date (for example, a document incorporated by reference in this prospectus supplement or in the accompanying prospectus), the statement in the document having the later date modifies or supersedes the earlier statement. On November 16, 2017, Invitation Homes Inc. (“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 Invitation Homes Operating Partnership LP (the “Operating Partnership”), respectively, with INVH and the Operating Partnership being the surviving entities (the “Mergers”). Unless the context suggests otherwise, references to “Invitation Homes,” the “Company,” “we,” “our,” and “us” refer to INVH and its consolidated subsidiaries including the Operating Partnership and all subsidiaries acquired in the Mergers. The sums or percentages, as applicable, of certain tables and charts included in this prospectus supplement and in the accompanying prospectus may not foot due to rounding. S-ii Table of Contents SUMMARY This summary does not contain all of the information that you should consider before investing in shares of our common stock. You should read this entire prospectus supplement, the accompanying prospectus and the documents incorporated by reference herein and therein carefully before making an investment decision, especially the risks discussed under “Risk Factors” and our financial statements and the related notes which are incorporated by reference herein, before you decide to invest in shares of our common stock. Invitation Homes We are a leading owner and operator of single-family homes for lease, offering residents high-quality homes in sought-after neighborhoods across America. With approximately 80,000 homes for lease in 16 markets across the country as of March 31, 2020, we are meeting changing lifestyle demands by providing residents access to updated homes with features they value, such 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 service that continuously enhances residents’ living experiences and provides homes where individuals and families can thrive. We operate in markets with strong demand drivers, high barriers to entry, and high rent growth potential, primarily in the Western United States, Florida, and the Southeast United States. Through disciplined market and asset selection, as well as through the Mergers, we designed our portfolio to capture the operating benefits of local density as well as economies of scale that we believe cannot be readily replicated. Since our founding in 2012, we have built a proven, vertically integrated operating platform that enables us to effectively and efficiently acquire, renovate, lease, maintain, and manage our homes. We invest in markets that we expect will exhibit lower new supply, stronger job and household formation growth, and superior net operating income growth relative to the broader United States housing and rental market. 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. 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 the typical multifamily resident. We invest in the upfront renovation of homes in our portfolio in order to address capital needs, reduce ongoing maintenance costs, and drive resident demand. The in-fill locations and high quality of our homes and service further differentiate our resident experience, which we continue to refine.
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