Sec Form 4 Filing - Hawkes Laurie A. @ American Residential Properties, Inc. - 2015-04-24

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Hawkes Laurie A. 2. Issuer Name and Ticker or Trading Symbol American Residential Properties, Inc. [ ARPI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and COO (Last) (First) (Middle) 7047 E GREENWAY PARKWAY, SUITE 350 3. Date of Earliest Transaction (MM/DD/YY) 04/24/2015 (Street) SCOTTSDALE, AZ85254 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares LTIP Unit ( 1 ) ( 2 ) 04/24/2015( 3 ) A 13,744 ( 2 ) ( 2 ) Common Stock 13,744 $ 0 252,682 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hawkes Laurie A. 7047 E GREENWAY PARKWAY SUITE 350 SCOTTSDALE, AZ85254 X President and COO Signatures /s/ Patricia B. Dietz, Attorney-in-Fact 04/24/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represent restricted units of limited partnership interest ("LTIP Units") in American Residential Properties OP, L.P. (the "OP"), the operating partnership of American Residential Properties, Inc. (the "Issuer"). The LTIP Units will vest ratably and become nonforfeitable, subject to the reporting person's continued service as an employee of the Issuer, on January 1, 2016, 2017 and 2018. The LTIP Units were issued pursuant to the Issuer's 2012 Equity Incentive Plan and have no expiration date. ( 2 )As described in the OP's partnership agreement, vested LTIP Units, after achieving parity with Common Units of the OP, may be exchanged at any time for cash or, at the election of the Issuer, for shares of Common Stock of the Issuer on a one-for-one basis. LTIP Units have no expiration date. ( 3 )Awarded pursuant to an LTIP Unit time-based vesting agreement (2015) entered into on April 24, 2015, the form of which was filed as Exhibit 10.1 to the Issuer's Form 8-K filed on April 17, 2015.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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