NREF / NexPoint Real Estate Finance, Inc. - SEC-arkivering, Årsberetning, Fuldmagtserklæring

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): June 2, 2026 NEXPOINT REAL ESTATE

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): June 2, 2026 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commis

First Amendment to Secured Promissory Note and Joinder Agreement

Execution Version First Amendment to Secured Promissory Note and Joinder Agreement This First Amendment to Secured Promissory Note and Joinder Agreement (this “Amendment and Joinder”) is dated as of March 25, 2026, and relates to that certain Secured Promissory Note, dated as of January 16, 2026 (as amended, restated, extended, supplemented or otherwise modified from time to time, the “Note”), by and between NexPoint Storage Partners Operating Company, LLC, a Delaware limited liability company (“Existing Borrower”), and NexPoint Real Estate Finance Operating Partnership, L.

SECURED PROMISSORY NOTE

THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCPET PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND LAWS.

For purposes of this Agreement, all capitalized terms not expressly defined herein have the meanings ascribed thereto in the Note or the Loan Documents. The meanings of all capitalized terms apply equally to the singular and plural of the terms defin

Execution Version PARTICIPATION AGREEMENT This PARTICIPATION AGREEMENT (the “Agreement”) is made as of March 25, 2026, by and between NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.

April 3, 2026

April 3, 2026 Highland Opportunities and Income Fund NexPoint Diversified Real Estate Trust OP, L.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

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 7, 2026 NexPoint Real Estate

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 7, 2026 NexPoint Real Estate Finance, Inc. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or other jurisdiction (Commission File Numbe

SECURITY AGREEMENT

Exhibit 10.2 Execution Version SECURITY AGREEMENT This SECURITY AGREEMENT is executed and delivered as of April 29, 2026 (as amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”), by and among the pledgors identified on the signature pages hereto (each individually, a “Pledgor” and collectively, the “Pledgors”) in favor of MIZUHO CAPITAL MARKETS, LLC,

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): April 30, 2026 NEXPOINT REAL ESTA

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): April 30, 2026 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Comm

LOAN AGREEMENT Dated as of April 29, 2026 NEXPOINT REAL ESTATE FINANCE, INC., as Borrower, MIZUHO CAPITAL MARKETS LLC, as Lender TABLE OF CONTENTS

Exhibit 10.1 Execution Version LOAN AGREEMENT Dated as of April 29, 2026 between NEXPOINT REAL ESTATE FINANCE, INC., as Borrower, and MIZUHO CAPITAL MARKETS LLC, as Lender TABLE OF CONTENTS Page Article I. DEFINITIONS AND ACCOUNTING TERMS. 1 Section 1.01 Defined Terms 1 Section 1.02 Other Interpretive Provisions 22 Section 1.03 Accounting Terms 23 Section 1.04 Rounding 23 Section 1.05 Times of Day

NYSE:NREF 1Q 2026 Financial Supplement April 30, 2026 CONTACT NEXPOINT REAL ESTATE FINANCE (NYSE:NREF) 300 Crescent Court, Suite 700 Dallas, Texas 75201 (w) nref.nexpoint.com INVESTOR RELATIONS Kristen Griffith (p) 214.908.1854 (e) kgriffith@nexpoint

NYSE:NREF 1Q 2026 Financial Supplement April 30, 2026 CONTACT NEXPOINT REAL ESTATE FINANCE (NYSE:NREF) 300 Crescent Court, Suite 700 Dallas, Texas 75201 (w) nref.

NREF Announces First Quarter 2026 Results, Provides Second Quarter 2026 Guidance

EXHIBIT 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces First Quarter 2026 Results, Provides Second Quarter 2026 Guidance Dallas, TX, Thursday, April 30, 2026 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended March 31, 2026. NREF reported net income a

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): April 29, 2026 NexPoint Real Esta

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): April 29, 2026 NexPoint Real Estate Finance, Inc. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or other jurisdiction (Commission File Nu

FORM ARS

2025 Annual Report NREF.NEXPOINT.COM NexPoint Real Estate Finance, Inc. is an externally managed commercial mortgage real estate investment trust, with its shares of common stock listed on the New York Stock Exchange under the symbol “NREF.” The company is primarily focused on investments in real estate sectors where its senior management team has operating expertise, including in the multifamily,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

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): March 30, 2026 NexPoint Real Esta

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): March 30, 2026 NexPoint Real Estate Finance, Inc. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or other jurisdiction (Commission File Nu

NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Directors)

Execution Version NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Directors) This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of , 20, by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (the “Participant”). 1. Certain Definitions. Capitalized terms used, but not otherwise defined, in this Agreement, includi

NEXPOINT real estate finance, INC. Insider Trading Policy

NEXPOINT real estate finance, INC. Insider Trading Policy I. Introduction The purpose of this Insider Trading Policy (this “Policy”) is to promote compliance with applicable securities laws by NexPoint Real Estate Finance, Inc. (the “Company”) and its subsidiaries and all directors, officers and employees thereof (and members of the foregoing persons’ immediate families and households), in order t

List of Subsidiaries of the Registrant

List of Subsidiaries of the Registrant Subsidiary Jurisdiction of Organization NexPoint Real Estate Finance Operating Partnership, L.

FORM OF COMPLIANCE CERTIFICATE

28304230.5.BUSINESS EXECUTION VERSION AMENDED AND RESTATED LIMITED RECOURSE GUARANTY THIS AMENDED AND RESTATED LIMITED RECOURSE GUARANTY (“Guaranty”) is made this 7th day of January, 2022, by HIGHLAND INCOME FUND f/k/a HIGHLAND FLOATING RATE OPPORTUNITIES FUND (“FRO”), NEXPOINT CAPITAL, INC (“BDC”), HIGHLAND GLOBAL ALLOCATION FUND (“GAF”), NEXPOINT DIVERSIFIED REAL ESTATE TRUST (“NXDT”), NEXPOINT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-392

AMENDED AND RESTATED GUARANTY OF COLLECTION

28304229.5.BUSINESS EXECUTION VERSION AMENDED AND RESTATED GUARANTY OF COLLECTION THIS AMENDED AND RESTATED GUARANTY OF COLLECTION (“Guaranty”) is made this 7th day of January, 2022, by HIGHLAND INCOME FUND f/k/a HIGHLAND FLOATING RATE OPPORTUNITIES FUND (“FRO”), NEXPOINT CAPITAL, INC (“BDC”), HIGHLAND GLOBAL ALLOCATION FUND (“GAF”), NEXPOINT DIVERSIFIED REAL ESTATE TRUST (“NXDT”), NEXPOINT REAL E

ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT RECITALS:

ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT (this “Agreement”) is dated as of January 8, 2025 and effective as of January 2, 2025 (“Effective Date”), by and between NREF OP IV REIT SUB, LLC, a Delaware limited liability company (“NREF”), and THE OHIO STATE LIFE INSURANCE COMPANY (“OSL”).

NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Employee)

Execution Version NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Employee) This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of [, 202], by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and [●] (the “Participant”). 1. Certain Definitions. Capitalized terms used, but not otherwise defined, in this Agreement, i

NREF Announces Fourth Quarter 2025 Results, Provides First Quarter 2026 Guidance

EXHIBIT 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces Fourth Quarter 2025 Results, Provides First Quarter 2026 Guidance Dallas, TX, Thursday, February 26, 2026 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended December 31, 2025. NREF reported net in

NYSE:NREF 4Q 2025 Financial Supplement February 26, 2026 CONTACT NEXPOINT REAL ESTATE FINANCE (NYSE:NREF) 300 Crescent Court, Suite 700 Dallas, Texas 75201 (w) nref.nexpoint.com INVESTOR RELATIONS Kristen Griffith (p) 214.908.1854 (e) kgriffith@nexpo

NYSE:NREF 4Q 2025 Financial Supplement February 26, 2026 CONTACT NEXPOINT REAL ESTATE FINANCE (NYSE:NREF) 300 Crescent Court, Suite 700 Dallas, Texas 75201 (w) nref.

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): February 26, 2026 NEXPOINT REAL E

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): February 26, 2026 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

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): January 16, 2026 NexPoint Real Es

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): January 16, 2026 NexPoint Real Estate Finance, Inc. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or other jurisdiction (Commission File

NexPoint Real Estate Finance Announces Full Subscription and Closing of Series B Preferred Stock Offering and Launch of Series C Milestone Reached as NREF Continues Growth in Preferred Stock Program

Exhibit 99.1 NexPoint Real Estate Finance Announces Full Subscription and Closing of Series B Preferred Stock Offering and Launch of Series C Milestone Reached as NREF Continues Growth in Preferred Stock Program Dallas, TX – December 10, 2025 – NexPoint Real Estate Finance, Inc. (“NREF” or the “Company”), a leading real estate finance company, today announced the closing of its successful offering

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): December 10, 2025 NEXPOINT REAL E

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): December 10, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

SECOND AMENDED AND RESTATED PROMISSORY NOTE

THIS AMENDED AND RESTATED PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND LAWS.

MEMBERSHIP INTEREST PURCHASE AGREEMENT

MEMBERSHIP INTEREST PURCHASE AGREEMENT This Membership Interest Purchase Agreement (this “Agreement”), dated as of June 4, 2025 (the “Effective Date”), is entered into by and among NEXPOINT MONTFORD INVESTMENT CO, LLC, a Delaware limited liability company (“Seller”), NEXBANK CAPITAL, INC.

NexPoint Real Estate Finance, Inc. Launches $200 Million Continuous Offering of 8.00% Series C Cumulative Redeemable Preferred Stock

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Launches $200 Million Continuous Offering of 8.00% Series C Cumulative Redeemable Preferred Stock Dallas, TX, November 4, 2025, – NexPoint Real Estate Finance, Inc. (NYSE: NREF) ("NREF" or the "Company") announced today the launch of a continuous public offering of up to 8,000,000 shares of its newly designated 8.00% Series C Cumulative Redeemable Pr

THIRD AMENDMENT TO DEALER MANAGER November 4, 2025

Exhibit 1.1 Execution Version THIRD AMENDMENT TO DEALER MANAGER AGREEMENT November 4, 2025 NexPoint Securities, Inc. 200 Crescent Court, Suite 700 Dallas, Texas 75201 RE: NexPoint Real Estate Finance, Inc. Ladies and Gentlemen: This Third Amendment to Dealer Manager Agreement dated November 4, 2025 (this “Amendment”) amends the Dealer Manager Agreement dated November 2, 2023, as amended by the Ame

Exempt Payee Code (If Any): _________ Exemption from FATCA Reporting Code (If Any): _________

Exhibit 99.2 Subscription Agreement We, NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), are selling up to a maximum of 8,000,000 shares of Series C Cumulative Redeemable Preferred Stock (the “Share(s)”) in connection with this offering (the “Offering”). Each Share will be sold at a public offering price of $25.00 per Share and will not be certificated. This subscription

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): November 4, 2025 NEXPOINT REAL ES

-12-31 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): November 4, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporati

Series C Cumulative Redeemable

Exhibit 99.3 Series C Cumulative Redeemable Preferred Stock Purchase Form (For DTC Purchases Only) INVESTMENT Please Select One: Number of Shares: ☐ Investment ☐ Additional Investment Purchase Price per Share: $ DISTRIBUTIONS WILL BE PAID IN CASH Aggregate Purchase Amount: $ Brokerage Account Number: Advisory Account Number: INVESTOR INFORMATION Investor Name Investor Address City, State & Zip Pho

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 November 4, 2025

THIRD AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P. a Delaware limited partnership

Exhibit 10.1 Execution Version THIRD AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF I

FORM FWP

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 November 4, 2025

NexPoint Real Estate Finance, Inc. 8.00% Series C Cumulative Redeemable Preferred Stock (Stated Value $25.00 per share of Series C Cumulative Redeemable Preferred Stock) Maximum of 8,000,000 Shares

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-276177 PROSPECTUS SUPPLEMENT (To Prospectus dated December 29, 2023) NexPoint Real Estate Finance, Inc. 8.00% Series C Cumulative Redeemable Preferred Stock (Stated Value $25.00 per share of Series C Cumulative Redeemable Preferred Stock) Maximum of 8,000,000 Shares This prospectus supplement and the accompanying prospectus re

NEXPOINT REAL ESTATE FINANCE, INC. ARTICLES SUPPLEMENTARY 8.00% SERIES C CUMULATIVE REDEEMABLE PREFERRED STOCK

Exhibit 3.1 Execution Version NEXPOINT REAL ESTATE FINANCE, INC. ARTICLES SUPPLEMENTARY 8.00% SERIES C CUMULATIVE REDEEMABLE PREFERRED STOCK NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (the “SDAT”) that: FIRST: Pursuant to authority expressly vested in the Board of Directors of the

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 November 4, 2025

EXHIBIT 99.2

Exhibit 99.2

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): October 30, 2025 NEXPOINT REAL ES

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): October 30, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Co

NREF Announces Third Quarter 2025 Results, Provides Fourth Quarter 2025 Guidance

Exhibit 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces Third Quarter 2025 Results, Provides Fourth Quarter 2025 Guidance Dallas, TX, Thursday, October 30, 2025 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended September 30, 2025. NREF reported net in

LIMITED CONSENT TO LOAN AGREEMENT

Exhibit 10.2 LIMITED CONSENT TO LOAN AGREEMENT THIS LIMITED CONSENT TO LOAN AGREEMENT (this “Consent”) is entered into as of October 10, 2025 by and among NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Borrower”), and NEXBANK (“Lender”). RECITALS A. The Borrower and Lender are party to that certain Loan Agreement dated as of April 29, 2024 (as previously

NexPoint Real Estate Finance Operating Partnership, L.P. 7.875% Senior Unsecured Notes due 2026 Fully and unconditionally guaranteed by NexPoint Real Estate Finance, Inc. Note Purchase Agreement Dated October 10, 2025 Section Heading Page

Exhibit 10.1 NexPoint Real Estate Finance Operating Partnership, L.P. $45,000,000 7.875% Senior Unsecured Notes due 2026 Fully and unconditionally guaranteed by NexPoint Real Estate Finance, Inc. Note Purchase Agreement Dated October 10, 2025 Section Heading Page Page SECTION 1. AUTHORIZATION OF NOTES; INTEREST RATE. 1 Section 1.1 Authorization of Notes; Additional Notes 1 Section 1.2 Interest on

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): October 8, 2025 NEXPOINT REAL EST

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): October 8, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Com

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): October 1, 2025 NEXPOINT REAL EST

-12-31 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): October 1, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporatio

FORM FWP

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 October 1, 2025

SECOND AMENDMENT SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P. a Delaware limited partnership

Exhibit 10.1 Execution Version SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P. a Delaware limited partnership THIS SECOND AMENDMENT (this “Amendment”) to the Second Amended and Restated Limited Partnership Agreement of NexPoint Real Estate Finance Operating Partnership, L.P. (the “Partnership”), dated as of O

NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 3,482,858 Shares

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-276177 AMENDMENT NO. 1 TO PROSPECTUS SUPPLEMENT DATED MARCH 14, 2025 (To Prospectus dated December 29, 2023) NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 3,482,858 Shares This Amendm

NEXPOINT REAL ESTATE FINANCE, INC. ARTICLES SUPPLEMENTARY 9.00% SERIES B CUMULATIVE REDEEMABLE PREFERRED STOCK

Exhibit 3.1 Execution Version NEXPOINT REAL ESTATE FINANCE, INC. ARTICLES SUPPLEMENTARY 9.00% SERIES B CUMULATIVE REDEEMABLE PREFERRED STOCK NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (the “SDAT”) that: FIRST: By Articles Supplementary filed with the SDAT on November 2, 2023 (the “

SECOND AMENDMENT TO DEALER MANAGER AGREEMENT October 1, 2025

Exhibit 1.1 Execution Version SECOND AMENDMENT TO DEALER MANAGER AGREEMENT October 1, 2025 NexPoint Securities, Inc. 200 Crescent Court, Suite 700 Dallas, Texas 75201 RE: NexPoint Real Estate Finance, Inc. Ladies and Gentlemen: This Second Amendment to Dealer Manager Agreement, dated October 1, 2025 (this “Amendment”) amends the Dealer Manager Agreement dated November 2, 2023, as amended by the Am

FORM FWP

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 October 1, 2025

FORM FWP

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 October 1, 2025

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): August 25, 2025 NEXPOINT REAL EST

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): August 25, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation)

NYSE TEXAS CERTIFICATION

New York Stock Exchange 11 Wall Street New York, NY 10005 Tel: +1 212.656.3000 nyse.com August 18, 2025 Chief, Information Technology Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE MS 3040 Washington, DC 20549 To whom it may concern: The NYSE Texas certifies its approval for listing and registration of the Common Stock, par value $0.01 per share, of NEXPOINT REAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 NEXPOINT REAL ESTATE FINANCE, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Maryland 84-2178264 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identif

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

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): July 31, 2025 NEXPOINT REAL ESTAT

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): July 31, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commi

Presentation of NexPoint Real Estate Finance, Inc. dated July 31, 2025

Exhibit 99.2

NREF Announces Second Quarter 2025 Results, Provides Third Quarter 2025 Guidance

EXHIBIT 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces Second Quarter 2025 Results, Provides Third Quarter 2025 Guidance Dallas, TX, Thursday, July 31, 2025 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended June 30, 2025. NREF reported net income att

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): July 22, 2025 NEXPOINT REAL ESTAT

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): July 22, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commi

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 20, 2025 NEXPOINT REAL ESTATE

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 20, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commis

Assignment and Assumption and Co-Lender Agreement, effective as of January 2, 2025, by and between NREF OP IV, L.P. and The Ohio State Life Insurance Company

ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT (this “Agreement”) is dated as of January 8, 2025 and effective as of January 2, 2025 (“Effective Date”), by and between NREF OP IV REIT SUB, LLC, a Delaware limited liability company (“NREF”), and THE OHIO STATE LIFE INSURANCE COMPANY (“OSL”).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 1, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commiss

Presentation of NexPoint Real Estate Finance, Inc. dated May 1, 2025

Exhibit 99.2

NREF Announces First Quarter 2025 Results, Provides Second Quarter 2025 Guidance

EXHIBIT 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces First Quarter 2025 Results, Provides Second Quarter 2025 Guidance Dallas, TX, Thursday, May 01, 2025 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended March 31, 2025. NREF reported net income att

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

ARS

2024 ANNUAL REPORT nref.nexpoint.com NexPoint Real Estate Finance, Inc. is an externally managed commercial mort- gage real estate investment trust, with its shares of common stock listed on the New York Stock Exchange under the symbol “NREF.” The company is primarily focused on investments in real estate sectors where its senior management team has operating expertise, including in the multifamil

Financial Statements and Exhibits, Other Events

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): March 28, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-392

Form of Restricted Stock Units Agreement (2024) (Directors)

NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Directors) This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of , 20, by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (the “Grantee”). 1.Certain Definitions. Capitalized terms used, but not otherwise defined, in this Agreement will have the meanings given to

Assignment and Assumption and Co-Lender Agreement, dated as of May 10, 2024, by and among NREF OP IV, L.P., NexPoint Diversified Real Estate Trust Operating Partnership, L.P. and The Ohio State Life Insurance Company

ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT (this “Agreement”) is dated as of May 10, 2024, (“Effective Date”) by and among NREF OP IV REIT SUB, LLC, a Delaware limited liability company (“NREF”), THE OHIO STATE LIFE INSURANCE COMPANY (“OSL”), and NEXPOINT DIVERSIFIED REAL ESTATE TRUST OPERATING PARTNERSHIP, L.

List of Subsidiaries of the Registrant

List of Subsidiaries of the Registrant Subsidiary Jurisdiction of Organization NexPoint Real Estate Finance Operating Partnership, L.

ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT

ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AND CO-LENDER AGREEMENT (this “Agreement”) is dated as of January 8, 2025 and effective as of January 2, 2025 (“Effective Date”), by and between NREF OP IV REIT SUB, LLC, a Delaware limited liability company (“NREF”), and THE OHIO STATE LIFE INSURANCE COMPANY (“OSL”).

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 March 14, 2025

$87,424,507 NexPoint Real Estate Finance, Inc. Common Stock 8.50% Series A Cumulative Redeemable Preferred Stock Liquidation Preference $25.00 Per Share

Filed Pursuant to Rule 424(b)(5) Registration No. 333-276177 PROSPECTUS SUPPLEMENT (To Prospectus dated December 29, 2023) $87,424,507 NexPoint Real Estate Finance, Inc. Common Stock and/or 8.50% Series A Cumulative Redeemable Preferred Stock Liquidation Preference $25.00 Per Share On March 15, 2022, we filed with the Securities and Exchange Commission (the “SEC”) a prospectus supplement relating

Amendment to Dealer Manager Agreement, by and between NexPoint Real Estate Finance, Inc. and NexPoint Securities, Inc. dated March 14, 2025

Exhibit 1.1 AMENDMENT TO DEALER MANAGER AGREEMENT March 14, 2025 NexPoint Securities, Inc. 200 Crescent Court, Suite 700 Dallas, Texas 75201 RE: NexPoint Real Estate Finance, Inc. Ladies and Gentlemen: This Amendment to Dealer Manager Agreement, dated March 14, 2025 (the “Amendment”) amends the Dealer Manager Agreement (the “Dealer Manager Agreement”) dated November 2, 2023 by and between NexPoint

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 March 14, 2025

Financial Statements and Exhibits, Other Events

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): March 14, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Comm

NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 7,881,334 Shares

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-276177 PROSPECTUS SUPPLEMENT (To Prospectus dated December 29, 2023) NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 7,881,334 Shares On November 2, 2023, we filed with the Securities a

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-276177 March 14, 2025

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 27, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

NREF Announces Fourth Quarter 2024 Results, Provides First Quarter 2025 Guidance

EXHIBIT 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces Fourth Quarter 2024 Results, Provides First Quarter 2025 Guidance Dallas, TX, Thursday, February 27, 2025 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended December 31, 2024. NREF reported net in

Presentation of NexPoint Real Estate Finance, Inc. dated February27, 2025

Exhibit 99.2

Entry into a Material Definitive Agreement

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): January 2, 2025 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Com

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): December 24, 2024 NEXPOINT REAL E

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): December 24, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

Separation Agreement, dated as of November 11, 2024, by and among NexPoint Advisors, L.P., NexPoint Residential Trust, Inc., NexPoint Real Estate Advisors, L.P., NexPoint Real Estate Finance, Inc., NexPoint Real Estate Advisors VII, L.P., NexPoint Diversified Real Estate Trust, NexPoint Real Estate Advisors X, L.P., VineBrook Homes Trust, Inc., NexPoint Real Estate Advisors V, L.P., NexPoint Homes Trust, Inc., NexPoint Real Estate Advisors XI, L.P., NexPoint Storage Partners, Inc., NexPoint Hospitality Trust and Brian Mitts.

Exhibit 10.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the “Agreement”) is made and entered into as of November 11, 2024 by and among (i) NexPoint Advisors, L.P. (the “Adviser”), (ii) NexPoint Residential Trust, Inc. (“NXRT”), (iii) NexPoint Real Estate Advisors, L.P. (the “NXRT Adviser”), (iv) NexPoint Real Estate Finance, Inc. (“NREF”), (v) NexPoint Real Estate Advisors VII, L.P. (the “NRE

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 8, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 31, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Co

NREF Announces Third Quarter 2024 Results, Provides Fourth Quarter 2024 Guidance

Exhibit 99.1 Contact: Kristen Griffith Investor Relations [email protected] Media: [email protected] NREF Announces Third Quarter 2024 Results, Provides Fourth Quarter 2024 Guidance Dallas, TX, October 31, 2024 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended September 30, 2024. NREF reported net income attri

Presentation of NexPoint Real Estate Finance, Inc. dated October 31, 2024

Exhibit 99.2

NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 16,000,000 Shares

Filed pursuant to Rule 424(b)(5) Registration No. 333-263300 PROSPECTUS SUPPLEMENT DATED SEPTEMBER 3, 2024 (To Prospectus Dated March 14, 2022) NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 16,000,000 Shares This prospectus supplement (the “Prospectus Sup

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Loan Agreement, dated as of April 29, 2024, by and between NexBank and NexPoint Real Estate Finance Operating Partnership, L.P.

Execution Version LOAN AGREEMENT for a loan in the amount of $10,000,000.00 MADE BY AND BETWEEN NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P., 300 Crescent Court, Suite 700, Dallas, Texas 75201, as Borrower AND NEXBANK, 2515 McKinney Avenue, Suite 1100, Dallas, Texas 75201, as Lender Dated as of April 29, 2024 TABLE OF CONTENTS ARTICLE I INCORPORATION OF RECITALS AND EXHIBITS 1 1.1Incor

Promissory Note, dated as of April 19, 2024, by and between NexPoint Diversified Real Estate Trust Operating Partnership, L.P. and NREF OP IV, L.P.

THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND LAWS.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 1, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Comm

NREF Announces Second Quarter 2024 Results, Provides Third Quarter 2024 Guidance

Exhibit 99.1 Contact: Kristen Thomas Investor Relations [email protected] Media: [email protected] NREF Announces Second Quarter 2024 Results, Provides Third Quarter 2024 Guidance Dallas, TX, August 1, 2024 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended June 30, 2024. NREF reported net income attributable t

Presentation of NexPoint Real Estate Finance, Inc. dated August 1, 2024

Exhibit 99.2

Promissory Note, dated as of March 28, 2024, by and between NexPoint SFR Operating Partnership, L.P. and NexPoint Real Estate Finance, Inc.

THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND LAWS.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

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 7, 2024 NEXPOINT REAL ESTATE

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 7, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commiss

Entry into a Material Definitive Agreement

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): April 29, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (

Jun. 30, 2024

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces First Quarter 2024 Results, Provides Second Quarter 2024 Guidance Dallas, TX, May 2, 2024 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended March 31, 2024.

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 2, 2024 NEXPOINT REAL ESTATE

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 2, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commiss

Presentation of NexPoint Real Estate Finance, Inc. dated May 2, 2024

Exhibit 99.2

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): April 19, 2024 NEXPOINT REAL ESTA

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): April 19, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (

ARS

NexPoint Real Estate Finance, Inc. is an externally managed commercial mortgage real estate investment trust, with its shares of common stock listed on the New York Stock Exchange under the symbol “NREF.” The company is primarily focused on investments in real estate sectors where its senior management team has operating expertise, including in the multifamily, single-family rental, self- VWRUDJH

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

Entry into a Material Definitive Agreement

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): March 31, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact name of registrant as specified in its charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (

List of Subsidiaries of the Registrant

List of Subsidiaries of the Registrant Subsidiary Jurisdiction of Organization NexPoint Real Estate Finance Operating Partnership, L.

NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Directors)

NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Directors) This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of , 20, by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (the “Grantee”). 1.Certain Definitions. Capitalized terms used, but not otherwise defined, in this Agreement will have the meanings given to

Form of Restricted Stock Units Agreement (Directors)

NEXPOINT REAL ESTATE FINANCE, INC. Form of Restricted Stock Units Agreement (Key Employee) This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of , 20, by and between NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), and (the “Grantee”). 1.Certain Definitions. Capitalized terms used, but not otherwise defined, in this Agreement will have the meanings given

Insider Trading Policy

NEXPOINT REAL ESTATE FINANCE, INC. Insider Trading Policy I.Introduction The purpose of this Insider Trading Policy (this “Policy”) is to promote compliance with applicable securities laws by NexPoint Real Estate Finance, Inc. (the “Company”) and its subsidiaries and all directors, officers and employees thereof (and members of the foregoing persons’ immediate families and households), in order to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-392

Presentation of NexPoint Real Estate Finance, Inc. dated February 29, 2024

Exhibit 99.2

Mar. 31, 2024

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces Fourth Quarter 2023 Results, Provides First Quarter 2024 Guidance Dallas, TX, February 29, 2024 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended December 3

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 29, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

Table of Contents SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement NexPoint Real Estate Finance, Inc.

As filed with the Securities and Exchange Commission on January 29, 2024

As filed with the Securities and Exchange Commission on January 29, 2024 Registration No.

Filing Fees Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) NexPoint Real Estate Finance, Inc.

Amended and Restated NexPoint Real Estate Finance, Inc. 2020 Long Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, filed by the Company on January 29, 2024)

Exhibit 10.1 NEXPOINT REAL ESTATE FINANCE, INC. 2020 LONG TERM INCENTIVE PLAN (as amended and restated effective January 26, 2024) 1. Purpose. The purpose of this NexPoint Real Estate Finance, Inc. 2020 Long Term Incentive Plan (the “Plan”) is to enable the Company and its Affiliates and Subsidiaries to attract and retain directors, officers and other key employees and advisors and to provide to s

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): January 26, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Co

SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

Table of Contents SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement NexPoint Real Estate Finance, Inc.

Second Amended and Restated Bylaws of NexPoint Real Estate Finance, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K, filed by the Company on January 4, 2024)

Exhibit 3.1 Adopted as of January 3, 2024 NEXPOINT REAL ESTATE FINANCE, INC. SECOND AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Corporation”), in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corpo

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -12-31 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): January 3, 2024 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporatio

NexPoint Real Estate Finance, Inc. 300 Crescent Court, Suite 700 Dallas, TX 75201

NexPoint Real Estate Finance, Inc. 300 Crescent Court, Suite 700 Dallas, TX 75201 December 27, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: NexPoint Real Estate Finance, Inc. Registration Statement on Form S-3 Filed December 20, 2023 File No. 333-276177 Ladies and Gentlemen: Pursuant to Rule 461 of the rules and

LETTER

United States securities and exchange commission logo December 26, 2023 Brian Mitts Chief Financial Officer NexPoint Real Estate Finance, Inc.

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-263300 December 22, 2023

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-263300 December 22, 2023

Calculation of Filing Fee Tables.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) NexPoint Real Estate Finance, Inc.

As filed with the Securities and Exchange Commission on December 20, 2023

Table of Contents As filed with the Securities and Exchange Commission on December 20, 2023 Registration No.

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939 of the Trustee.

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UMB BANK, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 44-0194180 I.R.S. Employer Identific

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to Sec.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Separation Agreement, dated as of November 9, 2023, by and among NexPoint Advisors, L.P., NexPoint Residential Trust, Inc., NexPoint Real Estate Advisors, L.P., NexPoint Real Estate Finance, Inc., NexPoint Real Estate Advisors VII, L.P., NexPoint Diversified Real Estate Trust, NexPoint Real Estate Advisors X, L.P., VineBrook Homes Trust, Inc., NexPoint Real Estate Advisors V, L.P. and Matthew Goetz (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q, filed by the Company on November 13, 2023)

Exhibit 10.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the “Agreement”) is made and entered into as of November 9, 2023 by and among (i) NexPoint Advisors, L.P. (the “Adviser”), (ii) NexPoint Residential Trust, Inc. (“NXRT”), (iii) NexPoint Real Estate Advisors, L.P. (the “NXRT Adviser”), (iv) NexPoint Real Estate Finance, Inc. (“NREF”), (v) NexPoint Real Estate Advisors VII, L.P. (the “NREF

Clawback Policy (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, filed by the Company on November 7, 2023).

Exhibit 10.1 NEXPOINT REAL ESTATE FINANCE, INC. Clawback Policy NexPoint Real Estate Finance, Inc. (the “Company”) will recover reasonably promptly the amount of erroneously awarded incentive-based compensation in the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the securities

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 6, 2023 NexPoint Real Estate Finance, Inc.

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to Sec.

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): November 2, 2023 NEXPOINT REAL ES

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): November 2, 2023 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Co

NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 16,000,000 Shares

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-263300 PROSPECTUS SUPPLEMENT (To Prospectus dated March 14, 2022) NexPoint Real Estate Finance, Inc. 9.00% Series B Cumulative Redeemable Preferred Stock (Liquidation Preference $25.00 per share of Series B Cumulative Redeemable Preferred Stock) Maximum of 16,000,000 Shares This prospectus supplement and the accompanying prosp

First Amendment to Second Amended and Restated Limited Partnership Agreement of NexPoint Real Estate Finance Operating Partnership, L.P., dated November 2, 2023 (incorporated by reference to Exhibit 10.1 to NexPoint Real Estate Finance, Inc.’s Current Report on Form 8-K filed with the SEC on November 2, 2023).

Exhibit 10.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P. a Delaware limited partnership THIS FIRST AMENDMENT (this “Amendment”) to the Second Amended and Restated Limited Partnership Agreement of NexPoint Real Estate Finance Operating Partnership, L.P. (the “Partnership”), dated as of November 2, 2023, is

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-263300 November 2, 2023

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

-12-31 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): November 2, 2023 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporati

Dealer Manager Agreement, by and between NexPoint Real Estate Finance, Inc. and NexPoint Securities, Inc., dated November 2, 2023 (incorporated by reference to Exhibit 1.1 to the Current Report on Form 8-K, filed by the Company on November 2, 2023)

Exhibit 1.1 NEXPOINT SECURITIES, INC. DEALER MANAGER AGREEMENT November 2, 2023 NexPoint Securities, Inc. 200 Crescent Court, Suite 700 Dallas, Texas 75201 RE: NexPoint Real Estate Finance, Inc. Ladies and Gentlemen: NexPoint Real Estate Finance, Inc. (the “Company”) is a Maryland corporation that qualified to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes be

Presentation of NexPoint Real Estate Finance, Inc. dated November 2, 2023

Exhibit 99.2

Dec. 31, 2023

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces Third Quarter 2023 Results, Provides Fourth Quarter 2023 Guidance Dallas, TX, November 2, 2023 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended September 3

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-263300 November 2, 2023

Articles Supplementary to the Articles of Amendment and Restated of NexPoint Real Estate Finance, Inc., designating the Company’s 9.00% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K, filed by the Company on November 2, 2023)

Exhibit 3.1 NEXPOINT REAL ESTATE FINANCE, INC. ARTICLES SUPPLEMENTARY 9.00% SERIES B CUMULATIVE REDEEMABLE PREFERRED STOCK NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (the “SDAT”) that: FIRST: Pursuant to authority expressly vested in the Board of Directors of the Corporation (the “

For help completing this form, please call Investor Services at 833-697-7253 1

Exhibit 99.2 Subscription Agreement We, NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Company”), are selling up to a maximum of 16,000,000 shares of Series B Cumulative Redeemable Preferred Stock (the “Share(s)”) in connection with this offering (the “Offering”). Each Share will be sold at a public offering price of $25.00 per Share and will not be certificated. This subscriptio

NexPoint Real Estate Finance, Inc. Launches $400 Million Continuous Offering of 9.0% Series B Cumulative Redeemable Preferred Stock

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Launches $400 Million Continuous Offering of 9.0% Series B Cumulative Redeemable Preferred Stock Dallas, TX, November 2, 2023, – NexPoint Real Estate Finance, Inc. (NYSE: NREF) ("NREF" or the "Company") announced today the launch of a continuous public offering of up to 16,000,000 shares of its new designated 9.0% Series B Cumulative Redeemable Prefe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Presentation of NexPoint Real Estate Finance, Inc. dated July 27, 2023

Exhibit 99.2

Sep. 30, 2023

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces Second Quarter 2023 Results, Provides Third Quarter 2023 Guidance Dallas, TX, April 27, 2023 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended June 30, 2023

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): July 27, 2023 NEXPOINT REAL ESTAT

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): July 27, 2023 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commi

Submission of Matters to a Vote of Security Holders

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) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

Presentation of NexPoint Real Estate Finance, Inc. dated April 27, 2023

Exhibit 99.2

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 27, 2023 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Comm

Jun. 30, 2023

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces First Quarter 2023 Results, Provides Second Quarter 2023 Guidance, Declares Special Dividend Dallas, TX, April 27, 2023 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the

ARS

REPORT ANNUAL REAL ESTATE FINANCE 300 Crescent Court, Suite 700 Dallas, TX 75201 NREF.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

List of Subsidiaries of the Registrant

List of Subsidiaries of the Registrant Subsidiary Jurisdiction of Organization NexPoint Real Estate Finance Operating Partnership, L.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-392

Amended and Restated Sponsor Guaranty Agreement, dated December 8, 2022, by NREF OP IV REIT Sub, LLC, NexPoint Diversified Real Estate Trust, Highland Income Fund, NexPoint Real Estate Strategies Fund, and NexPoint Storage Partners, Inc., in favor of Extra Space Storage, LP.

Execution Version AMENDED AND RESTATED SPONSOR GUARANTY AGREEMENT This AMENDED AND RESTATED SPONSOR GUARANTY AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified and in effect from time to time, this “Guaranty”) is made as of December 8, 2022, by the entities named on Schedule A (the “Guarantors” and each, a “Guarantor”), and NexPoint Storage Partners, Inc.

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): February 22, 2023 NEXPOINT REAL E

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): February 22, 2023 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

Amended and Restated Bylaws of NexPoint Real Estate Finance, Inc.

Exhibit 3.1 Adopted as of February 22, 2023 NEXPOINT REAL ESTATE FINANCE, INC. AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of NexPoint Real Estate Finance, Inc., a Maryland corporation (the “Corporation”), in the State of Maryland shall be located at such place as the Board of Directors may designate. Section 2. ADDITIONAL OFFICES. The Corporatio

Presentation of NexPoint Real Estate Finance, Inc. dated February 23, 2023

Exhibit 99.2

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): February 23, 2023 NEXPOINT REAL E

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): February 23, 2023 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

Mar. 31, 2023

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces Fourth Quarter and Full Year 2022 Results, Provides First Quarter 2023 Guidance, Announces Special Dividend Dallas, TX, February 23, 2023 – NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financia

NREF / NexPoint Real Estate Finance Inc / DONDERO JAMES D - SCHEDULE 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Joint Filing Agreement among the Reporting Persons.

EX-99.1 2 ex459306.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock of NexPoint Real Estate Finance, Inc., and further agree that thi

Unregistered Sales of Equity Securities

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): December 23, 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) (C

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): December 8, 2022 NEXPOINT REAL ES

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): December 8, 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) (Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39210 NexPoi

Presentation of NexPoint Real Estate Finance, Inc. dated October 27, 2022

Exhibit 99.2

Sep. 30, 2022

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Kristen Thomas Director, Investor Relations [email protected] Media: [email protected] NREF Announces Third Quarter 2022 Results, Provides Fourth Quarter 2022 Guidance Dallas, TX, October 27, 2022, ? NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended September

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 27, 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) (Co

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): August 2, 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) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39210 NexPoint Re

Sep. 30, 2022

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Jackie Graham Director, Investor Relations [email protected] Media: [email protected] NREF Announces Second Quarter 2022 Results, Provides Third Quarter 2022 Guidance Dallas, TX, July 28, 2022, ? NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended June 30, 2022.

Presentation of NexPoint Real Estate Finance, Inc. dated July 28, 2022

Exhibit 99.2

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 28, 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) (Commi

Submission of Matters to a Vote of Security Holders

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) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39210 NexPoint R

NREF Announces First Quarter 2022 Results, Provides Second Quarter 2022 Guidance

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Jackie Graham Director, Investor Relations [email protected] Media: [email protected] NREF Announces First Quarter 2022 Results, Provides Second Quarter 2022 Guidance Dallas, TX, April 28, 2022, ? NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the first quarter ended March 3

Presentation of NexPoint Real Estate Finance, Inc. dated April 28, 2022

Exhibit 99.2

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 28, 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) (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934

DEF 14A 1 nref20220405def14a.htm FORM DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate

Form of Equity Distribution Agreement

Exhibit 1.1 NEXPOINT REAL ESTATE, INC. Shares of Common Stock (Par Value $0.01 per share) Shares of 8.50% Series A Cumulative Redeemable Preferred Stock (Par Value $0.01 per share) EQUITY DISTRIBUTION AGREEMENT Dated: March [?], 2022 i TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF SECURITIES. 1 SECTION 2 PLACEMENTS. 5 SECTION 3 SALE OF SECURITIES. 6 SECTION 4 SUSPENSION OF SALES. 7 SECTION 5 REP

$100,000,000 NexPoint Real Estate Finance, Inc. Common Stock 8.50% Series A Cumulative Redeemable Preferred Stock Liquidation Preference $25.00 Per Share

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-263300 PROSPECTUS SUPPLEMENT (To Prospectus dated March 14, 2022) $100,000,000 NexPoint Real Estate Finance, Inc. Common Stock and/or 8.50% Series A Cumulative Redeemable Preferred Stock Liquidation Preference $25.00 Per Share This prospectus supplement and the accompanying prospectus relate to the issuance and sale, from time

Financial Statements and Exhibits, Other Events

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): March 15, 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) (Comm

LETTER

United States securities and exchange commission logo March 9, 2022 Brian Mitts Chief Financial Officer NexPoint Real Estate Finance, Inc.

[NexPoint Real Estate Finance, Inc. Letterhead]

[NexPoint Real Estate Finance, Inc. Letterhead] March 10, 2022 BY EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: NexPoint Real Estate Finance, Inc. Registration Statement on Form S-3 File No. 333-263300 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, NexPoint Real Estate Finance, Inc., a Ma

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939 of the Trustee.

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) UMB BANK, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 44-0194180 I.R.S. Employer Identific

As filed with the Securities and Exchange Commission on March 4, 2022

Table of Contents As filed with the Securities and Exchange Commission on March 4, 2022 Registration No.

Calculation of Filing Fee Tables

EX-FILING FEES 7 ex342943.htm EXHIBIT FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) NexPoint Real Estate Finance, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of the Registrant Subsidiary Jurisdiction of Organization NexPoint Real Estate Finance Operating Partnership, L.P. Delaware NexPoint Buffalo Pointe Holdings, LLC Delaware NREF OP I, L.P. Delaware NREF OP I Holdco, LLC Delaware NREF OP I Subholdco, LLC Delaware NexPoint WLIF I Borrower, LLC Delaware NREF OP II, L.P. Delaware NREF OP II Holdco, LLC Delaware NREF OP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-392

NREF Announces Fourth Quarter and Full Year 2021 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Jackie Graham Director, Investor Relations [email protected] Media: [email protected] NREF Announces Fourth Quarter and Full Year 2021 Results Dallas, TX, February 17, 2022, ? NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the fourth quarter and full year ended December 31,

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 17, 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) (C

2.8% DISCOUNT TO BOOK1

EX-99.2 3 ex327660.htm EXHIBIT 99.2 Exhibit 99.2 Cautionary Statements FORWARD LOOKING STATEMENTS This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on management's current expectations, assumptions and beliefs. Forward-looking statements can often be identified by words such as "anticipate", "estimate",

NREF / NexPoint Real Estate Finance Inc / KENNEDY CAPITAL MANAGEMENT, INC. - AMENDED 13G FOR NEXPOINT REAL ESTATE FINANCE INC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NexPoint Real Estate Finance Inc (nref) - (Name of Issuer) Common Stock - (Title of Class of Securities) 65342V101 - (CUSIP Number) 12/31/2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): January 25, 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) (Co

NexPoint Real Estate Finance, Inc. Announces Closing of $35 Million Offering of 5.75% Senior Unsecured Notes due 2026

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Announces Closing of $35 Million Offering of 5.75% Senior Unsecured Notes due 2026 Dallas, TX, January 25, 2022 ? NexPoint Real Estate Finance, Inc. (NYSE: NREF) (?NREF? or the ?Company?) announced today that it has closed its previously announced underwritten public offering of $35 million aggregate principal amount of its 5.75% Senior Unsecured Not

Underwriting Agreement by and among NexPoint Real Estate Finance, Inc., NexPoint Real Estate Finance Operating Partnership, L.P., NexPoint Real Estate Advisors VII, L.P. and Raymond James & Associates, Inc.

Exhibit 1.1 Execution Version NEXPOINT REAL ESTATE FINANCE, INC. as Issuer $35,000,000 5.75% SENIOR NOTES DUE 2026 UNDERWRITING AGREEMENT January 21, 2022 Raymond James & Associates, Inc 880 Carillon Parkway St. Petersburg, Florida 33716 As Representative of the Several Underwriters listed on Schedule I hereto Ladies and Gentlemen: NexPoint Real Estate Finance, Inc., a Maryland corporation (the ?C

NexPoint Real Estate Finance, Inc. Announces Offering of Senior Unsecured Notes

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Announces Offering of Senior Unsecured Notes Dallas, TX January 21, 2022 ? NexPoint Real Estate Finance, Inc. (NYSE: NREF) (?NREF? or the ?Company?) announced today that it has launched an offering of its 5.75% Senior Notes due 2026 (the ?Additional Notes?). The Additional Notes are being offered as an additional issue of the Company?s existing $135

$35,000,000 NexPoint Real Estate Finance, Inc. 5.75% Senior Notes due 2026

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-251854 PROSPECTUS SUPPLEMENT (To Prospectus dated March 31, 2021) $35,000,000 NexPoint Real Estate Finance, Inc. 5.75% Senior Notes due 2026 NexPoint Real Estate Finance, Inc. (the ?issuer? or ?NREF?) is offering $35,000,000 in aggregate principal amount of its 5.75% Senior Notes due 2026 (the ?notes?). Interest on the notes i

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): January 21, 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) (Co

NexPoint Real Estate Finance, Inc. Announces Pricing of $35 million Offering of 5.75% Senior Unsecured Notes due 2026

Exhibit 99.2 NexPoint Real Estate Finance, Inc. Announces Pricing of $35 million Offering of 5.75% Senior Unsecured Notes due 2026 Dallas, TX, January 21, 2022 ? NexPoint Real Estate Finance, Inc. (NYSE: NREF) (?NREF? or the ?Company?) announced today the pricing of its underwritten public offering of $35 million aggregate principal amount of its 5.75% Senior Unsecured Notes due 2026 (the ?Additio

NexPoint Real Estate Finance, Inc. $35,000,000 5.75% Senior Notes due 2026 (the ?Notes?) January 21, 2022 Term Sheet

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-251854 January 21, 2022 NexPoint Real Estate Finance, Inc. $35,000,000 5.75% Senior Notes due 2026 (the ?Notes?) January 21, 2022 Term Sheet The information in this pricing term sheet supplements the Issuer?s Preliminary Prospectus Supplement, dated January 21, 2022, and supersedes the information in the Preliminary Pro

SUBJECT TO COMPLETION, DATED JANUARY 21, 2022

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-251854 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities, and are not soliciting offers to buy these securities in any jurisdiction where such offer or sale is not permitted

Unregistered Sales of Equity Securities

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): January 7, 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) (Com

NREF / NexPoint Real Estate Finance Inc / DONDERO JAMES D - SCHEDULE 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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): December 20, 2021 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

NexPoint Real Estate Finance, Inc. Announces Closing of $60 Million Offering of 5.75% Senior Unsecured Notes due 2026

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Announces Closing of $60 Million Offering of 5.75% Senior Unsecured Notes due 2026 Dallas, TX, December 20, 2021 ? NexPoint Real Estate Finance, Inc. (NYSE: NREF) (?NREF? or the ?Company?) announced today that it has closed its previously announced underwritten public offering of $60 million aggregate principal amount of its 5.75% Senior Unsecured No

Underwriting Agreement by and among NexPoint Real Estate Finance, Inc., NexPoint Real Estate Finance Operating Partnership, L.P., NexPoint Real Estate Advisors VII, L.P. and Raymond James & Associates, Inc.

Exhibit 1.1 NEXPOINT REAL ESTATE FINANCE, INC. as Issuer $60,000,000 5.75% SENIOR NOTES DUE 2026 UNDERWRITING AGREEMENT December 16, 2021 Raymond James & Associates, Inc 880 Carillon Parkway St. Petersburg, Florida 33716 As Representative of the Several Underwriters listed on Schedule I hereto Ladies and Gentlemen: NexPoint Real Estate Finance, Inc., a Maryland corporation (the ?Company?), which i

NexPoint Real Estate Finance, Inc. $60,000,000 5.75% Senior Notes due 2026 (the “Notes”) December 16, 2021 Term Sheet

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333- 251854 December 16, 2021 NexPoint Real Estate Finance, Inc. $60,000,000 5.75% Senior Notes due 2026 (the ?Notes?) December 16, 2021 Term Sheet The information in this pricing term sheet supplements the Issuer?s Preliminary Prospectus Supplement, dated December 16, 2021, and supersedes the information in the Preliminary

$60,000,000 NexPoint Real Estate Finance, Inc. 5.75% Senior Notes due 2026

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-251854 PROSPECTUS SUPPLEMENT (To Prospectus dated March 31, 2021) $60,000,000 NexPoint Real Estate Finance, Inc. 5.75% Senior Notes due 2026 NexPoint Real Estate Finance, Inc. (the ?issuer? or ?NREF?) is offering $60,000,000 in aggregate principal amount of its 5.75% Senior Notes due 2026 (the ?notes?). Interest on the notes i

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): December 16, 2021 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

NexPoint Real Estate Finance, Inc. Announces Offering of Senior Unsecured Notes

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Announces Offering of Senior Unsecured Notes Dallas, TX December, 16, 2021 ? NexPoint Real Estate Finance, Inc. (NYSE: NREF) (?NREF? or the ?Company?) announced today that it has launched an offering of its 5.75% Senior Notes due 2026 (the ?Additional Notes?). The Additional Notes are being offered as an additional issue of the Company?s existing $75

NexPoint Real Estate Finance, Inc. Announces Pricing of $60 million Offering of 5.75% Senior Unsecured Notes due 2026

EX-99.2 4 d270985dex992.htm EX-99.2 Exhibit 99.2 NexPoint Real Estate Finance, Inc. Announces Pricing of $60 million Offering of 5.75% Senior Unsecured Notes due 2026 Dallas, TX, December 16, 2021 – NexPoint Real Estate Finance, Inc. (NYSE: NREF) (“NREF” or the “Company”) announced today the pricing of its underwritten public offering of $60 million aggregate principal amount of its 5.75% Senior U

SUBJECT TO COMPLETION, DATED DECEMBER 16, 2021

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-251854 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not offers to sell these securities, and are not soliciting offers to buy these securities in any jurisdiction where such offer or sale is not permitted

Termination of a Material Definitive Agreement

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): December 16, 2021 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

Second Amendment to Management Agreement, dated November 3, 2021, by and between NexPoint Real Estate Finance, Inc. and NexPoint Real Estate Advisors VII, L.P. (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q, filed by the Company on September 30, 2021)

Exhibit 10.5 SECOND AMENDMENT TO MANAGEMENT AGREEMENT This Second Amendment to Management Agreement (this ?Amendment?) is entered into as of November 3, 2021 by and among NexPoint Real Estate Finance, Inc., a Maryland corporation (the ?Company?), and NexPoint Real Estate Advisors VII, L.P., a Delaware limited partnership (the ?Manager?). All capitalized terms used herein and not otherwise defined

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39210 NexPoi

NREF Announces Third Quarter 2021 Results

Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Jackie Graham Director, Investor Relations [email protected] NREF Announces Third Quarter 2021 Results Dallas, TX, November 4, 2021, ? NexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial results for the quarter ended September 30, 2021. NREF reported net income of $25.2 million, or $1.17 per diluted c

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 4, 2021 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Co

Presentation of NexPoint Real Estate Finance, Inc. dated November 4, 2021

Exhibit 99.2

NREF / NexPoint Real Estate Finance Inc / DONDERO JAMES D - SCHEDULE 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Second Amended and Restated Limited Partnership Agreement of NREF OP I, L.P., dated September 8, 2021

Exhibit 10.2 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NREF OP I, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS THE TRANSFEROR

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): September 8, 2021 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (C

Second Amended and Restated Limited Partnership Agreement of NREF OP IV, L.P., dated September 8, 2021

Exhibit 10.4 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NREF OP IV, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS THE TRANSFEROR

Second Amended and Restated Limited Partnership Agreement of NREF OP II, L.P., dated September 8, 2021

Exhibit 10.3 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NREF OP II, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION, UNLESS THE TRANSFEROR

Second Amended and Restated Limited Partnership Agreement of NexPoint Real Estate Finance Operating Partnership, L.P., dated September 8, 2021 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K, filed by the Company on September 9, 2021)

Exhibit 10.1 SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT REAL ESTATE FINANCE OPERATING PARTNERSHIP, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF

LETTER

United States securities and exchange commission logo August 31, 2021 Brian Mitts Chief Financial Officer NexPoint Real Estate Finance, Inc.

August 23, 2021

August 23, 2021 BY EDGAR Jeffrey Lewis Office of Real Estate and Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: NexPoint Real Estate Finance, Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): August 18, 2021 NEXPOINT REAL ESTATE FINANCE, INC. (Exact Name Of Registrant As Specified In Charter) Maryland 001-39210 84-2178264 (State or Other Jurisdiction of Incorporation) (Com

NexPoint Real Estate Finance, Inc. Announces Pricing of Public Offering of Common Stock

Exhibit 99.1 NexPoint Real Estate Finance, Inc. Announces Pricing of Public Offering of Common Stock Dallas, TX, August 18, 2021 ? NexPoint Real Estate Finance, Inc. (NYSE: NREF) (?NREF? or the ?Company?) announced today that it has priced its previously announced underwritten public offering of 2,000,000 shares of its common stock at a price to the public of $21.00 per share. The offering is expe

Underwriting Agreement, dated August 18, 2021, by and among NexPoint Real Estate Finance, Inc., NexPoint Real Estate Finance Operating Partnership, L.P., NexPoint Real Estate Advisors VII, L.P. and Raymond James & Associates, Inc., as representative of the underwriters named therein

Exhibit 1.1 2,000,000 Shares NEXPOINT REAL ESTATE FINANCE, INC. Common Stock UNDERWRITING AGREEMENT August 18, 2021 Raymond James & Associates, Inc. 880 Carillon Parkway St. Petersburg, Florida 33716 As Representative of the Several Underwriters listed on Schedule I hereto Ladies and Gentlemen: NexPoint Real Estate Finance, Inc., a Maryland corporation (the ?Company?), which is externally managed

LETTER

United States securities and exchange commission logo August 19, 2021 Brian Mitts Chief Financial Officer NexPoint Real Estate Finance, Inc.