SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant ☒                             [ X ]

Filed by a partyParty other than the Registrant ☐[     ]

Check the appropriate box:

NexPoint Credit StrategiesStrategic Opportunities Fund

(Name of Registrant as Specified Inin Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than Registrant)

Payment of Filing Fee (Check the appropriate box):

NEXPOINT CREDIT STRATEGIESSTRATEGIC OPPORTUNITIES FUND

200300 Crescent Court

Suite 700

Dallas, Texas 75201

(866)351-4440

April 27, 2017June 19, 2020

Dear Shareholder:

You are cordially invited to attend the 20172020 Annual Meeting of Shareholders of NexPoint Credit StrategiesStrategic Opportunities Fund (the “Fund”) to be held at 300200 Crescent Court, Suite 700, Madrone Conference Room,Crescent Club, Dallas, Texas 75201, on Friday, June 2, 2017,Tuesday, July 14, 2020, at 8:00 a.m. Central Time (the “Annual Meeting”). Details regarding the business to be conducted at the Annual Meeting are more fully described in the accompanying Notice of Annual Meeting of Shareholders and Proxy Statement.

In addition to voting on the ProposalsProposal described in the Notice of Annual Meeting of Shareholders and Proxy Statement, you will have an opportunity to hear a report on the Fund and to discuss other matters of interest to you as a shareholder.

We hopeIt is very important that you willyour shares be able to attendrepresented at the Annual Meeting. Whether or not you plan to attend, I urge you to please complete, date, sign and mail the enclosed proxy card to assure that your shares are represented at the Annual Meeting.

NEXPOINT CREDIT STRATEGIESSTRATEGIC OPPORTUNITIES FUND

200300 Crescent Court

Suite 700

Dallas, Texas 75201

(866)351-4440

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON JUNE 2, 2017JULY 14, 2020

The Annual Meeting of Shareholders of NexPoint Credit StrategiesStrategic Opportunities Fund, a Delaware statutory trust (the “Fund”), will be held at 300200 Crescent Court, Suite 700, Madrone Conference Room,Crescent Club, Dallas, Texas 75201, on Friday, June 2, 2017,Tuesday, July 14, 2020, at 8:00 a.m. Central Time (the “Annual Meeting”), for the following purposes:

The Board of Trustees recommends a votefor each Proposal in the Proxy Statement. The Proposals are separate and independent; the outcome of voting by Shareholders of the Fund on one Proposal does not affect the outcome for the other Proposal. The close of business on April 21, 2017June 19, 2020 has been fixed as the record date for the determination of shareholders entitled to notice of, and to vote at, the Annual Meeting and any adjournment or postponements thereof. Please call 1-866-351-4440(866)351-4440 for directions on how to attend the Annual Meeting and vote in person.

Important Notice Regarding Availability of Proxy Materials for the Shareholder Meeting to be held on June 2, 2017:July 14, 2020: Copies of these proxy materials, including the Fund’s annual shareholder report, the Notice for the Annual Meeting, the Proxy Statement and the form of proxy, are available to you on the Internet at www.proxyonline.com/https://vote.proxyonline.com/nexpointcap/docs/nexpointcsf2017.pdf.opportunities.pdf Copies of the proxy materials are available upon request, without charge, by writing to AST Fund Solutions, LLC at AST Fund Solutions, ATTN: NexPoint 1162414449 Fulfillment, 55 Challenger Road, Suite 201, Ridgefield Park, NJNew Jersey 07660, by calling (800)866-303-0855,870-0126, or by sending ane-mail to corporateservices@astfundsolutions.com, using subject line: NexPoint 1162414449 Fulfillment.

Shareholders are encouraged to read all of the proxy materials before voting as the proxy materials contain important information necessary to make an informed decision.

The Board of Trustees is requesting your vote. Your vote is important regardless of the number of shares that you own. Whether or not you expect to be present at the Annual Meeting, please complete and sign the enclosed proxy card and return it promptly in the enclosed envelope, which needs no postage if mailed in the United States. If you desire to vote in person at the Annual Meeting, you may revoke your proxy at any time before it is exercised.

April 27, 2017June 19, 2020

Dallas, Texas

TABLE OF CONTENTS

NEXPOINT CREDIT STRATEGIESSTRATEGIC OPPORTUNITIES FUND

200300 Crescent Court

Suite 700

Dallas, Texas 75201

(866)351-4440

PROXY STATEMENT

ANNUAL MEETING OF SHAREHOLDERS

JUNE 2, 2017JULY 14, 2020

This Proxy Statement is furnished in connection with the solicitation of proxies on behalf of the Board of Trustees of NexPoint Credit StrategiesStrategic Opportunities Fund, a Delaware statutory trust (the “Fund” or “NHF”), for use at the Fund’s Annual Meeting of Shareholders to be held at 300200 Crescent Court, Suite 700, Madrone Conference Room,Crescent Club, Dallas, Texas 75201, on Friday, June 2, 2017,Tuesday, July 14, 2020, at 8:00 a.m. Central Time, and at any and all adjournments or postponements thereof (the “Annual Meeting”), for the purposes set forth in the accompanying Notice of Annual Meeting of Shareholders dated April 27, 2017.June 19, 2020. The Fund is aclosed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). NexPoint Advisors, L.P., a Delaware limited partnership (“NexPoint” or the “Adviser”), with its principal office at 200300 Crescent Court, Suite 700, Dallas, Texas 75201, serves as the investment adviser and the administrator to the Fund. The Fund’s principal executive office is located at 200300 Crescent Court, Suite 700, Dallas, Texas 75201.

This Proxy Statement and the accompanying Notice of Annual Meeting of Shareholders and form of proxy are being provided to shareholders on or about April 27, 2017.June 19, 2020. The Board of Trustees (the “Board”) has fixed the close of business on April 21, 2017June 19, 2020 as the record date (the “Record Date”) for the determination of shareholders entitled to receive notice of, and to vote at, the Annual Meeting. As of the Record Date, 16,038,917June 15, 2020, 45,606,964 shares of the Fund’s common shares (“Common Shares”), par value $0.001 per share, were issued and outstanding, and the Fund had not issued any preferred shares. Shareholders of the Fund are entitled to one vote for each Fund share held and fractional votes for each fractional Fund share held.

If the form of proxy is properly executed and returned in time to be voted at the Annual Meeting, the shares covered thereby will be voted at the Annual Meeting in accordance with the instructions marked thereon. All properly executed proxies received by the Board that do not specify how shares should be voted will be voted (i) “FOR”the election as a Trusteeof both of the Trustee nominees listed in the Proposal, 1, (ii) “FOR” the approval of a change to the Fund’s fundamental policy regarding concentration listed in Proposal 2, and (iii) in the discretion of the persons named as proxies in connection with any other matter which may properly come before the Annual Meeting or any adjournment or postponements thereof. The Proposals are separate and independent; the outcome of voting by Shareholders of the Fund on one Proposal does not affect the outcome for the other Proposal.

The Board does not know of any matters to be considered at the Annual Meeting other than those describedthe election of the Trustees referred to in this Proxy Statement. A shareholder may revoke his or her proxy by appearing at the Annual Meeting, revoking his or her proxy and voting in person, giving written notice of such revocation to the Secretary of the Fund or by returning a later-dated proxy before the Annual Meeting.

The presence in person or by proxy of the holders of a majority of the shares of the Fund entitled to vote shall constitute a quorum (“Quorum”) for the Fund’s Annual Meeting. If a Quorum is not present at the Annual Meeting, or if a Quorum is present but sufficient votes to approve the ProposalsProposal are not received, the persons named as proxies may propose one or more adjournments or postponements of the Annual Meeting to permit further solicitation of proxies. Any adjournment or postponement will require the affirmative vote of a majority of those shares that are represented at the Annual Meeting in person or by proxy, whether or not a Quorum is present.

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Shares represented by properly executed proxies with respect to which (i) a vote is withheld, (ii) the shareholder abstains, or (iii) a broker does not vote (i.e., “brokernon-votes”) will be treated as shares that are present and entitled to vote for purposes of determining a Quorum. Assuming the presence of a Quorum, abstentions and “brokernon-votes” will have no effect on the effectoutcome of athe vote against eachon the Proposal.

In addition to soliciting proxies by mail, the Fund’s officers and employees of the Adviser may solicit proxies by web,the Internet or by telephone or in person. Copies of the Notice for the Annual Meeting, the Proxy Statement and the form of proxy are available at www.proxyonline.com/https://vote.proxyonline.com/nexpointcap/docs/nexpointcsf2017.pdf.opportunities.pdf. The Fund has engaged AST Fund Solutions, LLC, at 48 Wall Street, 21^st Floor,AST Fund Solutions, ATTN: NexPoint 14449 Fulfillment, 55 Challenger Road, Suite 201, Ridgefield Park, New York, NY 10005Jersey 07660 for inquiries, to provide shareholder meeting services, including the distribution of this Proxy Statement and related materials to shareholders as well as assisting the Fund in soliciting proxies for the Annual Meeting at an approximate cost of $70,000.$48,000. The costs of proxy solicitation and expenses incurred in connection with preparing this Proxy Statement and its enclosures will be paid by the Fund.

THE PROPOSAL 1

ELECTION OF TRUSTEES

The Fund’s Board is currently composed of fivefour Trustees, fourthree of whom are not “interested persons” of the Fund (as defined in the 1940 Act) (the “Independent Trustees”). The remaining Trustee, Mr. Powell, is currently treated as an “interested person”Independent Trustees of the Fund (an “Interested Trustee”). Mr.Board are Bryan A. Ward, Ethan Powell, and Dr. Bob Froehlich. John Honis is treated as an Interested Trustee because of his previous positions withthe Fund in light of certain relationships between Mr. Honis and certain affiliates of the Adviser, and the possibility that he may provide consulting services to affiliatesincluding Highland Capital Management, L.P. (“HCMLP”), arising out of the Adviser. HCMLP’s pending Chapter 11 proceedings.

At the Annual Meeting, the holders of the Fund’s Common Shares are being asked to(i) re-elect Dr. Bob Froehlich and Timothy K. Hui(ii) elect Mr. Edward Constantino as Class II Trustees of the Fund, each to serve for a three-year term until the 20202023 annual meeting of shareholders or until his respective successor is duly elected and qualified. Dr. Froehlich and Mr. Hui areis currently serving as a Class II TrusteesTrustee of the Fund and havehas agreed to continue to serve as a Class II Trustees,Trustee, ifre-elected. If Dr. Froehlich and Mr. Hui areis not available forre-election or if Mr. Constantino is not available for election at the time of the Annual Meeting, the persons named as proxies will vote for such substitute nominee(s) as the Fund’s Governance and Compliance Committee may select.

The Fund’s Board is divided into three classes with the term of office of one class expiring each year. Dr. Bob Froehlich and Timothy K. Hui areis currently serving as a Class II Trustees.Trustee. Dr. Froehlich and Mr. Hui werewas last elected to serve a three yearthree-year term at the annual meeting of shareholders held on June 6, 2014.2, 2017. Ethan Powell and Bryan A. Ward are currently serving as Class I Trustees. Messrs. Powell and Ward were last elected to serve until the 20192022 annual meeting of shareholders at the Fund’s annual meeting of shareholders held on June 3, 2016. John14, 2019. Mr. Honis is currently serving as a Class III Trustee and was last elected to serve until the 20182021 annual meeting of shareholders at the annual meeting of shareholders held on June 5, 2015.22, 2018. Dr. Froehlich and Mr. Hui will continue to serve as a Class II TrusteesTrustee ifre-elected at the Annual Meeting.Meeting until the 2023 annual meeting of shareholders or until his respective successor is duly elected and qualifies. The Fund’s Trustees are not required to attend the Fund’s annual shareholder meetings. No

Mr. Constantino is nominated to serve as a Class II Trustee of the Fund. Mr. Constantino, age 73, has served as a member of NexPoint Residential Trust, Inc. (“NXRT”) since NXRT was spun out of the Fund in March 2015. Mr. Constantino has also served as a member of the board of NexPoint Real Estate Finance, Inc. (“NREF”), a mortgage real estate investment trust (“REIT”) advised by an affiliate of the Adviser, since February 2020. Mr. Constantino has over 40 years of audit, advisory and tax experience working for two major accounting firms, Arthur Andersen LLP and KPMG. He retired from KPMG in late 2009, where he was an audit partner in charge of the firm’s real estate and asset management businesses. Mr. Constantino is, and since 2010 has been, a member of the Board of Directors of Patriot Bank N.A. Mr. Constantino has also served as a consultant for the law firm Skadden, Arps, Slate, Meagher & Flom LLP. He is a licensed CPA, a member of the American Institute of Certified Public Accountants and a member of the New York State Society of Public Accountants. He is currently a member of the Board of Trustees attendedand the Audit Committee Chairman of St. Francis College in Brooklyn Heights, New York.

The Board and the Adviser believe that the Fund would benefit from the expertise that Mr. Constantino would provide in overseeing the Fund’s annual meetingreal estate and real estate-related investments. Additionally, as discussed more fully below in the section of this Proxy Statement entitled “Proposed REIT Conversion,” the election of Mr. Constantino would benefit the Fund in the event that the Fund’s proposed conversion from aclosed-end investment management investment company to a diversified REIT is approved by the Fund’s shareholders at the Special Meeting to be held on June 3, 2016.September 4, 2020 (“REIT Conversion”). The Board expects that full implementation of the REIT Conversion may take up to two years and would involve, among other things, the transition of the Fund’s assets into real property and mortgage securing real estate; therefore, the Board believes that the Fund will benefit from Mr. Constantino’s knowledge, experience and oversight during the REIT Conversion process.

Vote Required for Election of Trustees

For a Class II Trustee of the Fund, the election requires the affirmative vote of the holders of a majority of the Common Shares of the Fund, represented in person or by proxy at the Annual Meeting and entitled to vote for the election of a Trustee. Abstentions and “brokernon-votes” (i.e., shares held in “street name” by brokers or nominees that indicate on their proxies that they do not have discretionary authority to vote such shares as to the election of a Trustee) are counted as present at the Annual Meeting but, assuming the presence of a Quorum, will have no effect on the effectoutcome of athe vote against each nominee.on the Proposal.

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THE BOARD, INCLUDING ALL OF THE INDEPENDENT TRUSTEES, UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE “FOR” THE ELECTION OF THE NOMINEES AS TRUSTEES.

Qualifications and Additional Information about each Nomineethe Nominees for Trustee and the Continuing Trustees

The following provides an overview of the considerations that led the Board to conclude that each individual nominee for Trustee or the individuals serving as continuing Trustees of the Fund should be nominated or so serve, as well as each nominee’s and each Trustee’s name and certain biographical information as reported by them to the Fund. Among the factors the Board considered when concluding that an individual should be a nominee for Trustee or serve on the Board were the following: the individual’s experience, skills, expertise, education, knowledge, diversity, personal and professional integrity, character, business judgment, time availability in light of other commitments, dedication, the candidate’s ability to qualify as an Independent Trustee and the existence of any other relationships that might give rise to a conflict of interest and other relevant factors that the Fund’s Governance and Compliance Committee considers appropriate in the context of the needs of the Board (e.g., whether a candidate is an “audit committee financial expert” under the federal securities laws).

In respect of each Trustee nominee and each continuing Trustee, the individual’s professional accomplishments and prior experience, including, in some cases, in fields related to the operations of the Fund, were a significant factor in the determination that the individual should be a nominee for Trustee or serve as a Trustee of the Fund. Each Trustee nominee’s and each continuing Trustee’s professional experience and additional considerations that contributed to the Board’s conclusion that an individual should serve on the Board are summarized in the table below.

The “Highland Funds Complex,” as referred to herein consists of: the Fund, each series of Highland Funds I (“HFI”), each series of Highland Funds II (“HFII”), Highland Income Fund (“HFRO”), NexPoint Event-Driven Fund (“NEDF”), NexPoint Latin American Opportunities Fund (“NLAF”), NexPoint Real Estate Strategies Fund (“NRESF”), NexPoint Strategic Income Fund (“NSIF”), NexPoint Energy and Materials Opportunities Fund (“NEMO”), NexPoint Discount Strategies Fund (“NDSF”), NexPoint Healthcare Opportunities Fund (“NHOF”, and together with NEDF, NLAF, NRESF, NSIF, NEMO, and NDSF, the “Interval Funds”), and NexPoint Capital, Inc. (the “BDC”), aclosed-end management investment company that has elected to be treated as a business development company under the 1940 Act.

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In addition, Mr. Honis serves as a trustee of a trust that owns substantially all of the economic interest in an investment adviser affiliated with the Adviser. Mr. Honis indirectly receives an asset-based fee in respect of such interest, which is projected to range from $100,000-$150,000 annually. In light of these relationships between Mr. Honis and affiliates of the Adviser, it is possible that the SEC might in the future determine Mr. Honis to be an interested person of the Fund.

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Information about the Fund’s Executive Officers

Set forth below are the names and certain information regarding the Fund’s executive officers. Such officers serve at the pleasure of the Trustees or until their successors have been duly elected and qualified. The Trustees may fill any vacancy in office or add any additional officers at any time.

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Beneficial Ownership of Shares

Set forth in the table below is the dollar range of shares of the Fund and the aggregate dollar range of shares beneficially owned by each Trustee and the Nominee of the Fund.

Set forth in the table below is the security ownership in the Fund of each Trustee and executive officer.Fund.

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As of February 28, 2017,2020, the Trustees and officers of the Fund as a group owned 20.17%12.24% of the Fund’s outstanding Common Shares, including shares of the Common Stock directly owned by the AdvisorAdviser over which Mr. Dondero controls through his control of NexPoint Advisors GP, LLC, the general partner of the Advisor.Adviser.

As of February 28, 2017,2020, none of the Independent Trustees or their immediate family members owned beneficially or of record any securities issued by the Adviser, the principal underwriter, or any person controlling, controlled by, or under common control with the Adviser or principal underwriter.

Role of the Board of Trustees, Leadership Structure and Risk Oversight

The Role of the Board of Trustees

The Board oversees the management and operations of the Fund. Like most registered investment companies, theday-to-day management and operation of the Fund is performed by various service providers to the Fund, such as the Adviser, and the distributor, administrator, custodian, and transfer agent. The Board has appointed senior employees of certain of these service providers as officers of the Fund, with responsibility to monitor and report to the Board on the Fund’s operations. The Board receives regular reports from these officers and service providers regarding the Fund’s operations. For example, the Treasurer provides reports as to financial reporting matters and investment personnel report on the performance of the Fund. The Board has appointed a Chief Compliance Officer who administers the Fund’s compliance program and regularly reports to the Board as to compliance matters. Some of these reports are provided as part of formalin-person Board meetings, which are typically held quarterly, in person, and involve the Board’s review of, among other items, recent Fund operations. The Board also periodically holds telephonic meetings as part of its review of the Fund’s activities. From time to time one or more members of the Board may also meet with management in less formal settings, between scheduled Board meetings, to discuss various topics. In all cases, however, the role of the Board and of any individual Trustee is one of oversight and not of management of theday-to-day affairs of the Fund and its oversight role does not make the Board a guarantor of the Fund’s investments, operations or activities.

Board Structure and Leadership

The Board has structured itself in a manner that it believes allows it to perform its oversight function effectively. The Board currently consists of fivefour Trustees, fourthree of whom are not “interested persons,” as defined in the 1940 Act and are “independent” as defined in Rule 303A.02 of the New York Stock Exchange Listed Company

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Manual. The remaining Trustee, Mr. Powell,Honis, is currently treated as an “interested person” of the Fund (an “Interested Trustee”). Mr. Powell is treated as an Interested Trustee because of his previous positions with affiliates of the Adviser and the possibility that he may provide consulting services to affiliates of the Adviser. Mr. Powell also serves as Chairman of the Board. The Board believes that it is in the best interests of the Fund for Mr. Powell to lead the Board because of his familiarity with the Fund Complex from his former positions with affiliates of the Adviser and his broad experience in the investment industry and with the day-to-day management and operation of other investment funds, as described below. The Trustees meet periodically throughout the year in person and by telephone to oversee the Fund’s activities, review contractual arrangements with service providers for the Fund and review the Fund’s performance. During the fiscal year ended December 31, 2016,2019, the Board convened tenfourteen times. Each Trustee attended at least 75% of the aggregate of the total number of meetings of the Board and Committees on which he served during the periods that he served.

The BoardFund encourages, but does not have a lead Independent Trustee. As noted below, the Board’s leadership structure features each of the Independent Trustees serving as a member of one or more Board Committees. Inclusion of Independent Trustees in the Committees allows them to participate in the full range of the Board’s oversight duties, including oversight of the risk management process. In addition, although the Independent Trustees recognize that having a lead Independent Trustee may in some circumstances help coordinate communications with management and otherwise assist a board in the exercise of its oversight duties, the Independent Trustees believe that because of the relatively small size of the Board, the ratio of Independentrequire, Trustees to attend the Interested Trustee and the good working relationship among the Board members, it has not been necessary to designate a lead Independent Trustee.Annual Meeting.

The Board periodically reviews its leadership structure, including the role of the Chairman. The Board also completes an annual self-assessment during which it reviews its leadership and Committee structure and considers whether its structure remains appropriate in light of the Fund’s current operations. The Board believes that its leadership structure, including the current percentage of the Board who are Independent Trustees is appropriate given its specific characteristics. These characteristics include: (i) the extent to which the work of the Board is conducted through the standing committees, each of whoseand that the Audit and Qualified Legal Compliance Committee (the “Audit Committee”) and the Governance and Compliance Committee meetings are chaired by an Independent Trustee; (ii) the extent to which the Independent Trustees meet as needed, together with their independent legal counsel, in the absence of members of management and any member of the Board who is considered an “interested person” of the Fund; and (iii) Mr. Powell’s and Mr. Honis’ previous positions with affiliates of the Adviser, and the possibility that he may provide consulting services to affiliates of the Adviser and Mr. Honis’ previous position with an affiliate of the Adviser, both of which enhanceenhances the Board’s understanding of the operations of the Adviser.

Board Oversight of Risk Management. The Board’s role is one of oversight, rather than active management. This oversight extends to the Fund’s risk management processes. These processes are embedded in the responsibilities of officers of, and service providers to, the Fund. For example, the Adviser and other service providers to the Fund are primarily responsible for the management of the Fund’s investment risks. The Board has not established a formal risk oversight committee. However,committee; however, much of the regular work of the Board and its standing Committees addresses aspects of risk oversight. For example, the Trustees seek to understand the key risks facing the Fund, including those involving conflicts of interest; how management identifies and monitors these risks on an ongoing basis; how management develops and implements controls to mitigate these risks; and how management tests the effectiveness of those controls.

In the course of providing that oversight, the Board receives a wide range of reports on the Fund’s activities from the Adviser and other service providers, including reports regarding the Fund’s investment portfolio, the compliance of the Fund with applicable laws, and the Fund’s financial accounting and reporting. The Board also meets periodically with the Fund’s Chief Compliance Officer to receive reports regarding the compliance of the Fund with the federal securities laws and the Fund’s internal compliance policies and procedures and meets with the Fund’s Chief Compliance Officer periodically, including at least annually, to review the Chief Compliance Officer’s annual report, including the Chief Compliance Officer’s risk-based analysis for the Fund. The Board’s

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Audit and Qualified Legal Compliance Committee (the “Audit Committee”) also meets regularly with the Treasurer and the Fund’s independent registered public accounting firm to discuss, among other things, the internal control structure of the Fund’s financial reporting function. The Board also meets periodically with the portfolio managers of the Fund to receive reports regarding the management of the Fund, including its investment risks.

The Board recognizes that not all risks that may affect the Fund can be identified, that it may not be practical or cost-effective to eliminate or mitigate certain risks, that it may be necessary to bear certain risks (such as investment-related risks) to achieve the Fund’s goals, that reports received by the Trustees with respect to risk management matters are typically summaries of the relevant information, and that the processes, procedures and controls employed to address risks may be limited in their effectiveness. As a result of the foregoing and other factors, risk management oversight by the Board and by the Committees is subject to substantial limitations.

Committees of the Board

The Board conducts much of its work through certain standing Committees. The Board has fivethree Committees, the Audit and Qualified Legal Compliance Committee, the Governance Committee, theand Compliance Committee, and the Distribution Oversight Committee and the Alternatives Oversight Committee, which are discussed in greater detail below. The Board has adopted charters for each of these committees.

The Audit and Qualified Legal Compliance CommitteeCommittee..The members of the Audit Committee are Dr. Froehlich and Messrs. HuiWard and Ward,Powell, each of whom is independent for purposes of the 1940 Act. The Audit Committee is responsible for (i) approving the Fund’s independent accountants, (ii) reviewing with the Fund’s independent accountants the plans and results of the audit engagement and the adequacy of the Fund’s internal accounting controls and (iii) approving professional services provided by the Fund’s independent accountants. The Audit Committee is charged with compliance with Rules 205.2(k) and 205.3(c) of Title 17 of the Code of Federal Regulations regarding alternative reporting procedures for attorneys representing the Fund who appear and practice before the SEC on behalf of the Fund. The Audit Committee is also responsible for reviewing and overseeing the valuation of debt and equity securities that are not publicly traded or for which current market values are not readily available pursuant to policies and procedures adopted by the Board. The Board and Audit Committee will use the services of one or more independent valuation firms to help them determine the fair value of these securities. In addition, each member of the Audit Committee meets the current independence and experience requirements of Rule10A-3 under the Securities Exchange Act.Act of 1934, as amended (the “1934 Act”).

The Audit Committee met sixeight times during the fiscal year ended December 31, 2016.2019. Mr. Ward acts as the Chairman of the Audit Committee and as the audit committee financial expert.

The Governance and Compliance Committee.The Fund’s Governance and Compliance Committee’s function is to oversee and make recommendations to the full Board or the Independent Trustees, as applicable, with respect to the governance of the Fund, selection and nomination of Trustees, compensation of Trustees, and related matters.matters, as well as to oversee and assist Board oversight of the Fund’s compliance with legal and regulatory requirements and to seek to address any potential conflicts of interest between the Fund and NexPoint in connection with any potential or existing litigation or other legal proceeding related to securities held by the Fund and the Adviser or another client of the Adviser. The Governance and Compliance Committee is also responsible for at least annually evaluating each Trustee and determining whether to recommend each Trustee’s continued service in that capacity. The Governance and Compliance Committee will consider recommendations for Trustee nominees from shareholders sent to the Secretary of the Trust, 200Fund, 300 Crescent Court, Suite 700, Dallas, Texas 75201. A nomination submission must include all information relating to the recommended nominee that is required to be disclosed in solicitations or proxy statements for the election of Trustees, as well as information sufficient to evaluate the recommended nominee’s ability to meet the responsibilities of a Trustee of the Fund. Nomination submissions must be accompanied by a written consent of the individual to stand for election if nominated by the Board and to serve if elected by the shareholders, and such additional information must be provided regarding the recommended nominee as reasonably requested by the Governance and Compliance Committee. The Governance Committee is currently comprised of Messrs. Hui, Ward and Powell. Mr. Powell serves as the Chairman of the Governance Committee. The Governance Committee met four times during the fiscal year ended December 31, 2016.

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The Compliance Committee. The Compliance Committee’s function is to oversee and assist Board oversight of the Fund’s compliance with legal and regulatory requirements and to seek to address any potential conflicts of interest between the Fund and NexPoint in connection with any potential or existing litigation or other legal proceeding relating to securities held by the Fund and the Adviser or another client of the Adviser. The Compliance Committee is currently comprised of Dr. Froehlich and Messrs. HuiWard and Powell.Powell, each of whom is independent for purposes of the 1940 Act. Mr. Hui actsHonis serves as an ex officio non-voting Governance and Compliance Committee member. Dr. Froehlich serves as the Chairman of the Governance and Compliance Committee. Prior to the February 28, 2019-March 1, 2019 Board Meeting, the Governance and Compliance Committee was divided into the Governance Committee and the Compliance Committee, each of which met one time and one time respectively, during the fiscal year ended December 31, 2019. The Governance and Compliance Committee met sixthree times during the fiscal year ended December 31, 2016.2019.

The Distribution and Alternatives Oversight Committee.The members of the Distribution and Alternatives Oversight Committee are Dr. Froehlich and Mr. Honis.Messrs. Honis, Ward, and Powell. The Distribution and Alternatives Oversight Committee is responsible for overseeing and making recommendationsreviewing arrangements with financial intermediaries who provide service to the Board with respect to the appointment and oversight of Fund’s sub-advisers, if any, and anyFund, including Fund payments to financial intermediaries. Dr. Froehlich serves as Chairman of the Distribution Oversight Committee. The Distribution Oversight Committee met four times during the fiscal year ended December 31, 2016.

The Alternatives Oversight Committee. The members of the Alternatives Oversight Committee are Messrs. Honisintermediaries, and Ward. The Alternatives Oversight Committee is responsible for overseeing any funds that, in the Board’s determination, employ alternative investment strategies. Mr. Honis serves as Chairman of the Distribution and Alternatives Oversight Committee. Prior to the February 28, 2019-March 1, 2019 Board Meeting, the Distribution and Alternatives Oversight Committee was divided into the Distribution Oversight Committee and the Alternatives Oversight Committee, which met one time and one time, respectively, during the fiscal year ended December 31, 2019. The Distribution and Alternatives Oversight Committee met three times during the fiscal year ended December 31, 2016.2019.

Remuneration of Trustees and Executive Officers

The executive officers of the Fund and those of its Trustees who are “interested persons” (as defined in the Investment Company Act) of the Fund receive no direct remuneration from the Fund. Each Independent Trustee receives an annual retainer of $150,000 payable in quarterly installments and allocated among each portfolio in the FundHighland Funds Complex based upon relative net assets. Because he does not serve on the board of any other portfolio in the Highland Funds Complex, if elected, Mr. Constantino’s annual retainer will equal the portion of the $150,000 annual retainer for each other Trustee that is allocated to the Fund. The Independent Trustees are reimbursed for actualout-of-pocket expenses relating to attendance at meetings. The Independent Trustees do not receive any separate compensation in connection with service on Committees or for attending Board or Committee Meetings.Meetings; however, the Chairman of the Board and the Chairman of the Audit Committee each receive an additional payment of $10,000 payable in quarterly installments and allocated among each portfolio in the Highland Funds Complex based on relative net assets. The Trustees do not have any pension or retirement plan.

The following table summarizes the compensation paid by the Fund to its Trustees and the aggregate compensation paid by the FundHighland Funds Complex to the Trustees for services rendered in the fiscal year ended December 31, 2016.2019.

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Share Ownership and Certain Beneficial Owners

To the knowledge of management of the Fund and the Board, the following shareholder(s) or “groups,” as the term is defined in Section 13(d) of the 1934 Act, beneficially owned, or were owners of record of, more than 5% of the Fund’s outstanding shares as of April 21, 2017:February 28, 2020:

Certain Relationships and Related Party Transactions

Members of senior management also serve as officers of other investment managers affiliated with the Adviser that do and may in the future manage investment funds, accounts or other investment vehicles with investment objectives similar to those of the Fund. In addition, the Fund’s executive officers and directors and the members of the Adviser serve or may serve as officers, directors or principals of entities that operate in the same, or related, lines of business as the Fund does or of investment funds, accounts or other investment vehicles managed by the Fund’s affiliates. These investment funds, accounts or other investment vehicles may have investment objectives similar to the Fund’s investment objective.

As a result, the Fund may not be given the opportunity to participate in certain investments made by investment funds, accounts or other investment vehicles managed by the Adviser or its affiliates. However, in order to fulfill its fiduciary duties to each of its clients, the Adviser intends to allocate investment opportunities in a manner that is fair and equitable over time and is consistent with the Adviser’s allocation policy, investment objective and strategies so that the Fund is not disadvantaged in relation to any other client. Where the Fund is able toco-invest consistent with the requirements of the 1940 Act, if sufficient securities or loan amounts are available to satisfy the Fund’s and each such account’s proposed demand, the opportunity will be allocated in accordance with the Adviser’spre-transaction determination. If there is an insufficient amount of an investment opportunity to satisfy the Fund’s demand and that of other accounts sponsored or managed by the Adviser or its affiliates, the allocation policy provides that allocations among the Fund and such other accounts will generally be made pro rata based on the amount that each such party would have invested if sufficient securities or loan amounts were available. Where the Fund is unable toco-invest consistent with the requirements of the 1940 Act, the Adviser’s allocation policy further provides for investments to be allocated on a random or rotational basis to assure that all clients have fair and equitable access to such investment opportunities.

The Board, in consultation with the Fund’s Chief Executive Officer, Chief Compliance Officer and legal counsel, may review potential related party transactions and, during these reviews, it may also consider any conflicts of interest brought to its attention pursuant to the Fund’s Code of Conduct or the Fund’s or the Adviser’s Rule17j-1 Code of Ethics.

The Fund has entered into an investment advisory agreement with the Adviser pursuant to which the Adviser has agreed to provide investment advisory services to the Fund. In exchange for these services, the Fund will pay the Adviser a fee for investment management services. The Fund’s contractual advisory fee for the year ended December 31, 2019 was 1.00%.

The Fund has entered into an administration agreement with SEI Investments Global Funds Services (“SEI”) and pays SEI a fee for administration services. The Adviser generally assists in all aspects of the Fund’s administration and operations and furnishes offices, necessary facilities, equipment and personnel.

The Adviser has been historically affiliated through common control with HCMLP, anSEC-registered investment adviser. On October 16, 2019, HCMLP filed for Chapter 11 bankruptcy protection with the United States Bankruptcy Court for the District of Delaware. The case was subsequently transferred to the United States Bankruptcy Court for the Northern District of Texas. On January 9, 2020, the bankruptcy court approved a change of control of HCMLP, which involved the resignation of James Dondero as the sole director of, and the appointment of an independent board to, HCMLP’s general partner. Mr. Dondero will, however, remain as an employee of HCMLP and as portfolio manager for all funds and vehicles for which he currently holds such titles. Nevertheless, given Mr. Dondero’s historic role with HCMLP and his continued ownership interest and roles with respect to the Highland platform as a whole, as well as the shared services agreements between HCMLP and the Adviser, the Fund will still treat HCMLP and its affiliates as the Fund’s affiliates for purposes hereof.

The Adviser is not a party to HCMLP’s bankruptcy filing. The Adviser is a party to a shared services arrangement with HCMLP. Under this arrangement the Adviser may utilize employees from HCMLP in connection with various services such as human resources, accounting, tax, valuation, information technology services, office space, employees, compliance and legal. The Fund does not expect HCMLP’s bankruptcy filings to impact its provision of services to the Adviser at this time.

In the future, the Fund may engage the Adviser or certain of its affiliates to provide services other than those discussed above. Any arrangements would be subject to approval by the Board prior to the Adviser or its affiliates being engaged to provide services to the Fund.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the 1934 Act and Section 30(h) of the 1940 Act, and the rules thereunder, require that the Fund’s Trustees and officers, the Adviser, certain persons affiliated with the Adviser, and persons who own beneficially, directly or indirectly, more than 10% of the Fund’s outstanding interests (collectively, “Section 16 reporting persons”), file initial reports of beneficial ownership and reports of changes in beneficial ownership of Fund interests with the SEC and the New York Stock Exchange. Section 16 reporting persons are required by SEC regulations to furnish to the Fund copies of all Section 16(a) forms they file with respect to shares of the Fund. As of the date of the Proxy Statement, the Fund is aware that one late Form 3 for the Fund was filed on July 19,

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2016 for Dr. Bob Froehlich, Independent Trustee of the Fund. Based solely on a review of copies of such reports of ownership furnished to the Fund, theThe Fund believes that during the past fiscal year, all other officers, trusteesthe Officers, Trustees and greater than 10% beneficial holders of the Fund complied with all applicable filing requirements.

PROPOSAL 2

APPROVAL OF A CHANGE TO THE FUND’S FUNDAMENTAL POLICY REGARDING CONCENTRATION

The Fund’s Board has approved and recommends that shareholders of the Fund approve a proposal to change the Fund’s fundamental policy regarding concentration. Currently, the Fund’s fundamental investment policy regarding concentration provides that the Fund may not invest 25% or more of the value of its total assets in any single industry or group of industries (the “Current Policy”). The Current Policy may not be changed without the approval of the holders of a majority of the outstanding common shares and preferred shares, if any, voting together as a single class, and of the holders of a majority of the outstanding preferred shares, if any, voting as a separate class.

The Board approved a change in the fundamental policy regarding concentration for the Fund based upon the recommendation of the Fund’s Adviser that the Fund would be better able to pursue its investment objectives to provide both current income and capital appreciation if it were to concentrate its investments in the real estate industry. The Adviser noted that due to the Fund’s current fundamental investment policy, the Fund’s is currently precluded from investing additional assets in the real estate industry and therefore cannot take advantage of certain investment opportunities the Adviser believes would be beneficial to the Fund.

The Board considered NexPoint’s expertise and the breadth of opportunities available in the real estate industry, noting that in the three years ended December 31, 2016, NexPoint and its affiliates (“Highland”) have completed approximately $2.3 billion of commercial real estate transactions. The Board also considered that Highland manages various investment vehicles that primarily invest in real estate related assets, including two wholly-owned real estate investment trust (“REIT”) subsidiaries of the Fund, a real estate focused closed-end interval fund overseen by the Board (NRESF), a non-traded multifamily REIT, and a publically traded multifamily REIT. The Board further noted that, although past performance is no guarantee of future results, the Fund’s investments in the real estate industry have performed well during the past five years, with preferred equity real estate positions in one of the Fund’s REIT subsidiaries contributing meaningfully to the Fund’s performance for the fiscal year ended December 31, 2016. The Board considered that the proposed change to the Fund’s fundamental policy would better position the Fund to take advantage of Highland’s experience in the real estate sector and could provide additional opportunities for the Fund to fulfill its investment objectives, though there is no guarantee that any of the Fund’s investments in the real estate industry or otherwise will be successful or that the Fund will achieve its investment objectives.

The Board also considered the risks inherent in the proposed change, including that increasing the percentage of the Fund’s total assets that can be invested in the securities of issuers in the real estate industry increases the risk that the Fund will be adversely affected by events impacting the real estate industry. Additionally, a concentrated fund would be more significantly affected by events impacting the real estate industry than would a fund that was not so concentrated. Financial, economic, business, and other developments affecting issuers in the real estate industry will have a greater effect on the Fund, and if securities of the real estate industry fall out of favor, the Fund could underperform, or its net asset value may be more volatile than, funds that have greater industry diversification. Issuers principally engaged in the real estate industry, including REITs, may be subject to risks similar to the risks associated with the direct ownership of real estate, including: (i) changes in general economic and market conditions; (ii) changes in the value of real estate properties; (iii) risks related to local economic conditions, overbuilding and increased competition; (iv) increases in property taxes and operating expenses; (v) changes in zoning laws; (vi) casualty and condemnation losses; (vii) variations in rental income,

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neighborhood values or the appeal of property to tenants; (viii) the availability of financing and (ix) changes in interest rates and leverage.

For these reasons, the Board recommends that shareholders of the Fund approve the following as a new fundamental investment policy for the Fund (the “New Policy”), replacing the Current Policy described above:

The Fund will, under normal market conditions, invest at least 25% of the value of its total assets at the time of purchase in the securities of issuers conducting their principal business activities in the real estate industry, including obligations issued or guaranteed by the U.S. Government, any state or territory of the United States or any of their agencies, instrumentalities or political subdivisions, and investments by any territory of the United States or any of their agencies, instrumentalities or political subdivisions for which the underlying collateral is real estate.

If shareholders approve the New Policy for the Fund, the New Policy will take effect shortly after the Annual Meeting. If shareholders do not approve the New Policy, the Fund will continue to operate with its current fundamental investment policy regarding concentration.

Vote Required for Approval of Change to the Fund’s Fundamental Policy Regarding Concentration

Approval of the New Policy requires the affirmative vote of the holders of a majority of the Common Shares of the Fund, represented in person or by proxy at the Annual Meeting and entitled to vote for the approval of the New Policy. Abstentions and “broker non-votes” (i.e., shares held in “street name” by brokers that indicate on their proxies that they do not have discretionary authority to vote such shares as to the approval of the New Policy) are counted as present at the Annual Meeting but, assuming the presence of a Quorum, will have the effect of a vote against the New Policy.

THE BOARD, INCLUDING ALL OF THE INDEPENDENT TRUSTEES, UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE “FOR” THE APPROVAL OF A CHANGE TO THE FUND’S FUNDAMENTAL POLICY REGARDING CONCENTRATION.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

At a meeting held on December 15-16, 2016, the Fund’s Audit Committee approved, and the Fund’s Board, including a majority of the Independent Trustees, ratified the selection of, PricewaterhouseCoopers LLP (“PwC”), an independent registered public accounting firm located at 2121 N. Pearl Street, Suite 2000, Dallas, TX 75201, serves as the Fund’s independent registered public accounting firm for the fiscal year ending December 31, 2017.firm. Representatives of PwC will not be present at the Annual Meeting.Meeting, but PwC has been given the opportunity to make a statement if they desire to do so and will be available should any matter arise requiring their presence. After reviewing the Fund’s audited financial statements for the fiscal year ended December 31, 2016,2019, the Fund’s Audit Committee recommended to the Fund’s Board that such statements be included in the Fund’s Annual Report to Shareholders for the fiscal year ended December 31, 2016.2019. A copy of the Audit Committee’s report appears below.

On June 8, 2020, the Fund’s Audit Committee informed PwC that it has been dismissed, effective June 8, 2020, as the Fund’s independent registered public accounting firm. PwC’s report on the Fund’s financial statements for the fiscal years ended December 31, 2018 and 2019 did not contain any adverse opinion or disclaimer of opinion, nor were the reports qualified or modified as to uncertainty, audit scope, or accounting principles.

During the fiscal years ended December 31, 2018 and 2019 and the subsequent interim period through June 8, 2020, the Fund had (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the instructions thereto with PwC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, any of which that, if not resolved to PwC’s satisfaction, would have caused it to make reference to the subject matter of any such disagreement in connection with its reports for such years and interim period and (ii) no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K, except

for the material weakness related to controls over the application of fair value accounting with respect to the validation of fair value methodologies for Level 3 real estate-related holdings.

On June 19, 2020, the Audit Committee recommended, and the Board approved, the appointment of Cohen & Company as the Fund’s independent registered public accounting firm. During the fiscal years ended December 31, 2018 and 2019 and the subsequent interim period through June 8, 2020, neither the Fund nor anyone on its behalf has consulted with Cohen & Company regarding (i) the application of accounting principles to a specific transaction, either completed or proposed, (ii) the type of audit opinion that might be rendered on the Fund’s financial statements, (iii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the instructions thereto, or (iv) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.

Independent Registered Public Accounting Firm Fees and Services

The following chart reflects fees paid to PwC in the Fund’s last two fiscal years. One hundred percent (100%) of all services provided by PwC to the Fund in each year werepre-approved and no fees were subject topre-approval by the Audit Committee pursuant to Rule2-01(c)(7)(i)(c)(C) of RegulationS-X. The audit services are approved by the Audit Committee pursuant to an audit engagement letter, and, in accordance with the Fund’spre-approval policies and procedures, the Audit Committee of the Fund mustpre-approve allnon-audit services provided by PwC, and allnon-audit services provided by PwC to the Adviser, or any entity controlling, controlled by, or under common control with the Adviser that provides ongoing services to the Fund that are related to the operations and financial reporting of the Fund. In some circumstances, when certain services were not recognized at the time of the engagement to benon-audit services, thepre-approval requirement may be

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waived if the aggregate amount of the fees for suchnon-audit services constitutes less than five percent of the total amount of revenues paid to PwC by the Fund during the fiscal year in which thenon-audit services are provided. PwC providednon-audit services to the Adviser during the Fund’s last two fiscal years, but these services did not relate directly to the operations and financial reporting of the Fund, and therefore were not subject topre-approval pursuant to Rule2-01(c)(7)(ii) of RegulationS-X. PwC did not provide anynon-audit services to any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund. The Audit Committee has considered whether the provision ofnon-audit services that were rendered to the Adviser iswas compatible with maintaining PwC’s independence.

Audit Fees. Audit fees consist of fees billed for professional services rendered for the audit of the Fund’syear-end consolidated financial statements and reviews of the interim consolidated financial statements included in quarterly reports and services that are normally provided by PwC in connection with statutory and regulatory filings. These services also include the required audits of the Fund’s internal controls over financial reporting.

Audit-Related Fees. Audit-related fees consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of the Fund’s consolidated financial statements and are not reported under “Audit Fees.” These services include attestation services that are not required by statute or regulation, consultations concerning financial accounting and reporting standards, and fees related to requests for documentation and information from regulatory and other government agencies.

Tax Fees. Tax fees consist of fees billed for professional services for tax compliance. These services include assistance regarding federal, state, and local tax compliance.

All Other FeesFees.. All other fees include fees for products and services other than the services reported above.

Report of the Audit Committee

The Audit Committee oversees the Fund’s accounting and financial reporting processes and the audits of the Fund’s financial statements. Management is responsible for the preparation, presentation and integrity of the Fund’s financial statements, the Fund’s accounting and financial and reporting principles, and internal controls and procedures designed to assure compliance with accounting standards and applicable laws and regulations. The Audit Committee reviewed the audited financial statements in the Annual Report dated December 31, 20162019 with management and discussed the quality of the accounting principles, the reasonableness of significant judgments and the clarity of disclosures in the financial statements.

The Audit Committee has considered and discussed the above described December 31, 20162019 audited financial statements with management and with PwC. The Audit Committee has also discussed with PwC the matters required to be discussed by the statement on Auditing Standards No. 1301, as amended (AICPA, Professional Standards, Vol. 1. AU section 380), as adopted by the Public Company Accounting Oversight Board (“PCAOB”) in Rule 3200T,The Auditor’s Communication With Those Charged With Governance. The Audit Committee

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reviewed with PwC, who is responsible for expressing an opinion on the conformity of those audited financial statements with generally accepted accounting principles, their judgment as to the quality, not just the acceptability, of the Fund’s accounting principles and such other matters as are required to be discussed with the Audit Committee under generally accepted auditing standards. Finally, the Audit Committee reviewed the written disclosures and the letters from PwC required by PCAOB Rule 3526,Communication with Audit Committees Concerning Independence, as currently in effect, has considered whether the provision of othernon-audit services by PwC to the Fund are compatible with maintaining PwC’s independence, and has discussed with PwC its independence of the Fund.

The Audit Committee discussed with PwC the overall scope and plans for the audit. The Audit Committee met with PwC to discuss the results of their audit, their evaluations of the Fund’s internal controls and the overall quality of the Fund’s financial reporting.

Based upon the reports and discussions described in this report, and subject to the limitations on the role and responsibilities of the Audit Committee referred to in this proxy statement and in the Audit Committee’s Charter, the Audit Committee recommended to the Board (and the Board has approved) that the Fund’s audited financial statements be included in the Annual Report to Shareholders for the fiscal year ended December 31, 20162019 and filed with the SEC.

Shareholders are reminded, however, that the members of the Audit Committee are not professionally engaged in the practice of auditing or accounting. Members of the Audit Committee rely, without independent verification, on the information provided to them and on the representations made by management and PwC. Accordingly, the Audit Committee’s oversight does not provide an independent basis to determine that management has maintained appropriate accounting and financial reporting principles or appropriate internal controls and procedures designed to assure compliance with accounting standards and applicable laws and regulations. Furthermore, the Audit Committee’s considerations and discussions, referred to above, do not assure that the audit of the Fund’s financial statements has been carried out in accordance with the standards of the PCAOB, that the financial statements are presented in conformity with accounting principles generally accepted in the United States of America or that the Fund’s independent registered public accounting firm is, in fact, “independent.”

Bryan A. Ward, Audit Committee Chair

Dr. Bob Froehlich, Audit Committee Member

Timothy K. Hui,Ethan Powell, Audit Committee Member

OTHER MATTERS TO COME BEFORE THE ANNUAL MEETING

The Trustees do not intend to present any other business at the Annual Meeting nor are they aware that any shareholder intends to do so. If, however, any other matters are properly brought before the Annual Meeting, the persons named in the accompanying proxy will vote thereon in accordance with their judgment.

PROPOSED REIT CONVERSION

On June 16, 2020, the Adviser presented proposals to the Board to (i) change the Fund’s business from aclosed-end registered investment company that invests primarily in debt and equity securities to a diversified REIT and to amend the Fund’s fundamental investment objectives and restrictions to permit the Fund to engage in its new business as a diversified REIT (the “REIT Conversion Proposal”), and (ii) amend the Fund’s Agreement and Declaration of Trust (the “Declaration of Trust”) in order to implement the REIT Conversion Proposal, operate as a REIT and impose certain limits and restrictions on ownership and transferability relating to the Fund’s capital stock in order to comply with certain federal tax requirements applicable to REITs (the “Amendment Proposal,” and together with the REIT Conversion Proposal, the “Special Meeting Proposals”). The Declaration of Trust will also be amended to allow the Fund to operate more efficiently and enhance its ability to achieve the full benefit of the REIT Conversion Proposal, as well as to update the Declaration of Trust to more modern provisions for investment vehicles organized as Delaware statutory trusts.

The Fund intends to hold a special meeting of shareholders on or about September 4, 2020 (the “2020 Special Meeting”) at which shareholders will be asked to vote on the Special Meeting Proposals. Approval of each of the REIT Conversion Proposal and the Amendment Proposal is contingent on approval ofboth Special Meeting Proposals. Accordingly, the Amendment Proposal will be implemented only if the REIT Conversion Proposal is also approved, and the REIT Conversion Proposal will be implemented only if the Amendment Proposal is also approved. A proxy statement providing further information on these proposals, as well as the Board’s recommendation thereon, will be sent to shareholders of record entitled to vote on the Special Meeting Proposals prior to the 2020 Special Meeting.

ADDITIONAL INFORMATION

Shareholder Proposals

AnyPursuant to our Declaration of Trust and our Bylaws, shareholders may make nominations and propose other business only in connection with annual meetings of shareholders. Our Bylaws require compliance with certain procedures for a shareholder to properly make a nomination for election to the Board or to propose other Fund business at an annual meeting. In order for a shareholder to properly propose a nominee for election to the Board or propose business outside of Rule14a-8 under the 1934 Act, the shareholder must comply, in all respects, with the advance notice and other provisions set forth in our Bylaws, which currently include, among other things, requirements as to the shareholder’s timely delivery of advance notice, ownership of at least a specified minimum amount of our common or preferred shares, as applicable, for a specified minimum period of time, record ownership and submission of specified information. If a shareholder who is eligible to do so under our Bylaws wishes to nominate a person or persons for election to the Board or propose other Fund business at an annual meeting, notice of such proposal must be timely received at our principal executive offices. The notice must set forth detailed specified information about any proposed nominee, the shareholder making the nomination and affiliates and associates of that shareholder. As to any other Fund business that the shareholder proposes to bring before the meeting, our Bylaws provide that the notice must set forth a description of such business, the reasons for proposing such business at the meeting and any material interest in such business of the shareholder, a description of all agreements, arrangements and understandings involving the shareholder in connection with the proposal of such business and a representation that the shareholder intends to appear in person or by proxy at the meeting to bring the business before the meeting.

2021 Annual Meeting. Shareholder proposals of shareholders intended to be presented pursuant to Rule14a-8 under the 1934 Act at the Fund’s 2018 Annual Meetingour 2021 annual meeting of Shareholdersshareholders must be received at the Fund’sour principal executive office nooffices not later than December 28, 2017February 19, 2021 in order to be considered for inclusion in the Fund’sour proxy statement and proxy card relating tofor our 2021 annual meeting of shareholders; provided that if we hold our 2021 annual meeting on a date that is more than 30 days before or after the 2018 Annual Meetingfirst anniversary of Shareholders andthe date of our 2020 annual meeting, shareholders must comply with the requirements of Rule 14a-8 under the 1934 Act and all other legal requirements. Suchsubmit proposals must also comply with the requirements as to form and substance established by the SEC if such proposals are to be includedfor inclusion in theour 2021 proxy statement within a reasonable time before we begin to print and form of proxy. The submission by asend proxy materials. Under Rule14a-8, we are not required to include shareholder of a proposal for inclusion

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proposals in the proxy materials does not guarantee that it will be included. Any proposals submitted after such date will not be includedunless conditions specified in the Fund’s proxy statement and proxy card relating to the 2018 Annual Meeting of Shareholders. Proxies solicited by the Fund will confer discretionary voting authority with respect to these proposals if the proposalsrule are not received by the Fund, in good order and complying with all applicable legal requirements, by March 13, 2018, and may confer discretionary voting authority with respect to proposals received before such date, in each case subject to SEC rules governing the exercise of this authority.met.

Delivery Requirements

The SEC has adopted rules that permit companies and intermediaries such as brokers to satisfy delivery requirements for proxy statements with respect to two or more shareholders sharing the same address by delivering a single proxy statement or Notice of Internet Availability of Proxy Materials (“Notice”) addressed to those shareholders or by sending separate Notices for each household account in a single envelope. This process, which is commonly referred to as “householding,” potentially provides extra convenience for shareholders and cost savings for companies. The Fund and some brokers household proxy materials or Notices, delivering a single proxy statement or Notice to multiple shareholders sharing an address unless contrary instructions have been received from the affected shareholders. Once a shareholder has received notice from a broker or the Fund that they will be householding materials to the shareholder’s address, householding will continue until the shareholder is notified otherwise or until the shareholder revokes consent.

We will deliver promptly, upon request, a separate copy of any of these documents to shareholders at a shared address to which a single copy of such document(s) was delivered. Shareholders who wish to receive a separate copy of any of these documents, or to receive a single copy of such documents if multiple copies were delivered, now or in the future, should submit their request by writing to the Fund c/o NexPoint Advisors, L.P., 200300 Crescent Court, Suite 700, Dallas, Texas 75201 or calling the Fund at 1-866-351-4440.(866)351-4440.

Communications with Trustees

Shareholders of the Fund who wish to communicate with Trustees (or to the Independent Trustees as a group) should send communications to the attention of the Secretary of the Fund, c/o NexPoint Advisors, L.P., 200300 Crescent Court, Suite 700, Dallas, Texas 75201, and all communications will be directed to the Trustee or Trustees indicated in the communication or, if no Trustee or Trustees are indicated, to all Trustees.

COPIES OF THE FUND’S ANNUAL REPORT DATED DECEMBER 31, 20162019 AND SEMI-ANNUAL REPORT DATED JUNE 30, 20162019 TO SHAREHOLDERS ARE AVAILABLE UPON REQUEST, WITHOUT CHARGE, BY WRITING THE FUND AT 6201 15TH AVENUE, BROOKLYN, NEW YORK 11219, OR BY CALLING TOLL-FREE 1-866-351-4440.(866)351-4440.

It is important that proxies be returned promptly. Therefore, whether or not you expect to attend the Annual Meeting in person, you are urged to fill in, sign and return the proxy in the enclosed stamped, self-addressed envelope.

Dallas, Texas

April 27, 2017June 19, 2020

BYLAW AMENDMENTS

At a meeting of the Board on June 18, 2020, pursuant to the Board’s authority to adopt, amend or repeal the Fund’s bylaws (the “Bylaws”), the Board amended the Bylaws to clarify that:

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The foregoing summary is qualified in its entirety by reference to the Bylaws, a copy of which is available upon request.

	PROXY CARD  NEXPOINT STRATEGIC OPPORTUNITIES FUND

The undersigned holder of shares of NexPoint Credit StrategiesStrategic Opportunities Fund, a Delaware statutory trust (the “Fund”), hereby appoints Brian MittsFrank Waterhouse and Dustin Norris,Jason Post, and each of them separately, with full power of substitution, as proxies to represent the undersigned at the Annual Meeting of Shareholders to be held at 300200 Crescent Court, Suite 700, Madrone Conference Room,Crescent Club, Dallas, TX 75201, on June 2, 2017,July 14, 2020, at 8:00 a.m., Central Time and at any and all adjournments and postponements thereof (the “Annual Meeting”), and thereat to vote all shares of the Fund which the undersigned would be entitled to vote, with all powers the undersigned would possess if personally present, in accordance with the instructions of this proxy. The undersigned holder hereby acknowledges receipt of the accompanying Notice of Annual Meeting and Proxy Statement.

The execution of this proxy is not intended to, and does not, revoke any prior proxies or powers of attorney other than the revocation, in accordance with the law of the State of Delaware and applicable federal securities laws, of any proxy previously granted specifically in connection with the voting of the shares subject hereto.

IF YOU SIGN, DATE AND RETURN THIS PROXY, IT WILL BE VOTED AS DIRECTED, OR IF NO DIRECTION IS INDICATED, WILL BE VOTED “FOR” THE PROPOSALS.PROPOSAL.

THREE OPTIONS FOR VOTING YOUR PROXY

				THREE OPTIONS FOR VOTING YOUR PROXY
1.		1.  Internet		Log on towww.proxyonline.com. vote.proxyonline.com. Make sure to have this proxy card available when you plan to vote your shares. You will need the control number found in the box at the right at the time you execute your vote.
2.		2.  Telephone		Simply dial toll-free (866)(800)303-0855870-0126 and have this proxy card available at the time of the call. You will need the control number found in the box at the right at the time you execute your vote.
3.		3.  Mail		Simply sign, date, and complete the reverse side of this proxy card and return it in the postage paid envelope provided.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THIS ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 2, 2017. JULY 14, 2020.

The proxy statement for this meeting is available at:www.proxyonline.com/https://vote.proxyonline.com/nexpointcap/docs/nexpointcsf2017.pdfopportunities.pdf.

NEXPOINT CREDIT STRATEGIESSTRATEGIC OPPORTUNITIES FUND		PROXY CARD

IF THIS PROXY IS PROPERLY EXECUTED, THE VOTES ENTITLED TO BE CAST BY THE UNDERSIGNED HOLDER WILL BE CAST IN THE MANNER DIRECTED ONBY THE REVERSE SIDE HEREOF,BOARD OF TRUSTEES BELOW, AND WILL BE VOTED IN THE DISCRETION OF THE PROXY HOLDER(S) ON ANY OTHER MATTERS THAT MAY PROPERLY COME BEFORE THE ANNUAL MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS THEREOF. THIS PROXY WILL BE VOTEDFOR THE PROPOSALSPROPOSAL UNLESS OTHERWISE INDICATED. THIS PROXY WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE AND APPLICABLE FEDERAL SECURITIES LAWS.

PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE

TO VOTE, MARK CIRCLES BELOWONE BOX FOR EACH ITEM IN BLUE OR BLACK INK AS FOLLOWS.INK. Example:🌑

THE BOARD OF TRUSTEES RECOMMENDS A VOTEFORTHE BELOW PROPOSALS.PROPOSAL.

PROPOSAL:

1. To elect each of Dr. Bob Froehlich and Edward Constantino as a Class II Trustee of the Fund, to serve for a three-year term expiring at the 2023 Annual Meeting or until his successor is duly elected and qualifies (the “Proposal”); and

PROPOSALS:

THANK YOU FOR VOTING