Current Report Filing (8-k)
12 Mai 2023 - 10:33PM
Edgar (US Regulatory)
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2023-05-09 0001786248 nref:CommonStockCustomMember 2023-05-09
2023-05-09 0001786248
nref:SeriesACumulativeRedeemablePreferredStockParValue001PerShare850CustomMember
2023-05-09 2023-05-09
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 9,
2023
NEXPOINT REAL ESTATE FINANCE, INC.
(Exact Name Of Registrant As Specified In Charter)
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Maryland
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001-39210
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84-2178264
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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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 Exchange
Act:
Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, par value $0.01 per share
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NREF
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New York Stock Exchange
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8.50% Series A Cumulative Redeemable Preferred Stock, par value
$0.01 per share
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NREF-PRA
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New York Stock Exchange
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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 9, 2023, 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 11, 2023, were
approved. The number of shares of common stock entitled to vote at
the Company’s 2023 Annual Meeting of Stockholders was 17,184,231,
representing the number of shares outstanding as of April 3, 2023,
the record date for the annual meeting.
The results of each matter voted on were as follows:
1.
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Election of directors. The following directors were elected
for terms expiring at the 2024 annual meeting of
stockholders:
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Votes For
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Votes
Withheld
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Broker
Non-Votes
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James Dondero
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12,142,044
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233,013
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3,818,409
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Brian Mitts
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12,211,201
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163,856
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3,818,409
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Edward Constantino
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12,116,798
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258,259
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3,818,409
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Scott Kavanaugh
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10,908,571
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1,466,486
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3,818,409
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Arthur Laffer
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12,176,438
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198,619
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3,818,409
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Carol Swain
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12,276,788
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98,269
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3,818,409
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Catherine Wood
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10,977,604
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1,397,453
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3,818,409
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2.
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Ratification of the appointment of KPMG LLP as the
Company’s independent registered public accounting firm for
2023. The appointment was ratified.
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Votes For
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Votes
Against
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Abstentions
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Broker
Non-Votes
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16,115,834
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63,946
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13,686
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0
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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.
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NEXPOINT REAL ESTATE FINANCE, INC.
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By:
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/s/ Brian Mitts
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Name: Brian Mitts
Title: Chief Financial Officer, Executive VP-Finance, Secretary and
Treasurer
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Date: May 12, 2023
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