false 0001786248 0001786248 2022-05-10 2022-05-10 0001786248 nref:CommonStockCustomMember 2022-05-10 2022-05-10 0001786248 nref:SeriesACumulativeRedeemablePreferredStock850CustomMember 2022-05-10 2022-05-10
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

 
FORM 8-K 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported): May 10, 2022
 
NEXPOINT REAL ESTATE FINANCE, INC.
(Exact Name Of Registrant As Specified In Charter)
 
     
Maryland
001-39210
84-2178264
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
300 Crescent Court, Suite 700
Dallas, Texas 75201
(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code: (214) 276-6300
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading
Symbol(s)
 
Name of each exchange
on which registered
Common Stock, par value $0.01 per share
 
NREF
 
New York Stock Exchange
8.50% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share
 
NREF-PRA
 
New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☒
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 

 
 
Item 5.07. Submission of Matters to a Vote of Security Holders.
 
On May 10, 2022, NexPoint Real Estate Finance, Inc. (the “Company”) held its Annual Meeting of Stockholders. All matters submitted for approval by the Company’s stockholders, as described in the Company’s proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 8, 2022, were approved. The number of shares of common stock entitled to vote at the Company’s 2022 Annual Meeting of Stockholders was 14,794,255, representing the number of shares outstanding as of April 4, 2022, the record date for the annual meeting.
 
The results of each matter voted on were as follows:
 
1.
Election of directors. The following directors were elected for terms expiring at the 2023 annual meeting of stockholders:
 
 
Votes For
Votes Withheld
Broker Non-Votes
James Dondero
9,409,375
200,878
3,834,616
Brian Mitts
9,477,406
132,847
3,834,616
Edward Constantino
9,301,121
309,132
3,834,616
Scott Kavanaugh
9,141,170
469,083
3,834,616
Arthur Laffer
9,418,830
191,423
3,834,616
Catherine Wood
9,329,478
280,775
3,834,616
 
 
2.
Ratification of the appointment of KPMG LLP as the Companys independent registered public accounting firm for 2022. The appointment was ratified.
 
Votes For
Votes Against
Abstentions
Broker Non-Votes
13,384,860
55,175
4,834
0
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
NEXPOINT REAL ESTATE FINANCE, INC.
   
By:
 
/s/ Brian Mitts
   
Name: Brian Mitts
Title: Chief Financial Officer, Executive VP-Finance, Secretary and Treasurer
 
Date: May 16, 2022
 
 
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