Nexpoint Real Estate Finance Inc SEC Filings

NexPoint Real Estate Finance (NREF) launched a primary offering of up to 8,000,000 shares of its 8.00% Series C Cumulative Redeemable Preferred Stock at $25.00 per share, for up to $200,000,000 in gross proceeds. The dealer manager will sell on a “reasonable best efforts” basis. The Series C ranks senior to common stock and pari passu with Series A and Series B preferred for dividends and liquidation.

Assuming all shares are sold with standard fees, estimated net proceeds are about $177,500,000, intended for general corporate purposes, including funding investments and debt repayment via the operating partnership. Dividends accrue at 8.00% of stated value, expected to be authorized quarterly and paid monthly. The Series C is non‑traded with no listing expected. Holders have a redemption option beginning the month after issuance (with declining fees), while the company may redeem at par starting the first quarter after the second anniversary; redemption may be paid in cash or NREF common shares. NREF’s charter includes REIT ownership limits of 6.2%.

NexPoint Real Estate Finance (NREF) furnished an update on its results for the third quarter ended September 30, 2025. The company announced its Q3 2025 performance via a press release and a detailed presentation.

The materials were provided as exhibits: press release (Exhibit 99.1) and investor presentation (Exhibit 99.2). The disclosure was furnished under Item 2.02, Results of Operations and Financial Condition.

NexPoint Real Estate Finance, Inc. issued $45.0M of 7.875% Senior Unsecured Notes due 2026 in a private placement to Bluerock Total Income+ Real Estate Fund and The Ohio State Life Insurance Company and will use the net proceeds to repay approximately $36.5M of outstanding 7.50% Senior Unsecured Notes due 2025 and for general corporate purposes. Interest on the new Notes is payable each April 15 and October 15, beginning April 15, 2026, and the Notes mature on October 10, 2026 with two OP‑option six‑month extensions; if the second extension is used, the interest rate increases by 3.0%.

The Note Purchase Agreement contains customary representations, restrictive covenants limiting additional indebtedness and requiring maintenance of certain financial ratios, and standard events of default. The transaction included a limited consent with NexBank to revise the OP's debt schedule. Separately, the OP purchased approximately 3,178 shares of NexPoint Storage Partners, Inc. 15.0% Series G preferred stock for $3.2M; the Company owned about 25.6% of NSP common stock as of June 30, 2025 and has guarantees of NSP obligations capped at $11.4M as of that date. Related‑party affiliations between the Manager, a director/officer, NexBank and OSL are disclosed.

James Dondero reported both a sale and a purchase of NexPoint Real Estate Finance, Inc. (NREF) common stock on 09/22/2025. The Form 4 shows a sale of 66,000 shares at $14.33 and a purchase of 66,000 shares at $14.33. The filing lists multiple lines of beneficial ownership following the transactions, including 2,797,486 shares reported as indirectly owned and 319,490 shares reported as indirectly owned following the reported purchase.

The explanation footnotes disclose that many holdings are held through affiliated entities and trusts—for example, NexPoint Real Estate Opportunities, LLC and NexPoint Diversified Real Estate Trust structures, Highland-managed funds, and a trust for which Mr. Dondero is a beneficiary. Mr. Dondero disclaims direct beneficial ownership of many of these shares except to the extent of his pecuniary interest.