MKT. Included in both the Russell 2000 & 3000 Indexes

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1 The security investment described herein relates solely to BRG s Series B Preferred Stock, a non-traded security of BRG which has not been listed on the NYSE MKT. The risks and rewards of investing in the Series B Preferred Shares are separate and distinct from an investment in BRG s common stock listed on the NYSE MKT. This is neither an offer to sell nor a solicitation of an offer to buy the securities described herein. An offering is made only by the prospectus. This sales and advertising literature must be read in conjunction with the prospectus in order to understand fully all of the implications and risks of the offering of securities to which it relates. A copy of the prospectus must be made available to you in connection with this offering. Neither the Attorney-General of the State of New York nor any other State regulators have passed on or endorsed the merits of this offering. Any representation to the contrary is unlawful. MKT Included in both the Russell 2000 & 3000 Indexes

2 Series B Redeemable Preferred Stock & Warrants Bluerock Residential Growth REIT Inc., a publicly traded Real Estate Investment Trust (REIT) listed on the New York Stock Exchange (NYSE MKT: BRG) is offering the following features and benefits: 6% Annual Dividend Paid Monthly* Senior Position to Common Stock Liquidity Shareholder Options** Full Stated Price/Value on Account Statements Institutional/Investor-Focused Fee Structure Equity Appreciation Potential with included BRG Warrant Offering Summary Offering Type: One unit = 1 share of Series B Redeemable Preferred Stock plus 1 Warrant exercisable for 20 shares of Class A Common Stock Offering Size: $435,000,000 maximum Price per Unit: $1,000 with a minimum investment of $5,000 (e.g. 5 units) then $1,000 increments Series B Redeemable Preferred Stock Dividend: 6% annualized dividend; paid monthly* Stated Value: $1,000 per share Shareholder Redemption Option as follows:** Upon issuance, for Stated Value, less a 13% redemption fee (Redemption at par upon death); After 1 year, for Stated Value, less a 10% redemption fee; After 3 years, for Stated Value, less a 5% redemption fee; After 4 years, for Stated Value, less a 3% redemption fee; and After 5 years, for Stated Value. Company Redemption Option: After 2 years, BRG may redeem for Stated Value Common Stock Warrant Terms Exercisability: Commencing 1 year following and ending 4 years from date of issuance Conversion Ratio: 20 shares per Warrant Strike Price: Per Share, 120% of the price of BRG Class A common stock at time of issuance (based on 20 prior tracking days volume weighted average price, subject to a minimum strike price of $10.00 per share) Transferability: Detachable and fully transferable There can be no assurance that any investment strategy will achieve its objectives, generate profits or avoid losses. * Dividends have been paid on our Class A and Class B common stock since May 5, 2014 through the quarter ended December 31, To date, such dividends have been declared quarterly and paid on a monthly basis at a quarterly rate of $0.29 per share. From May 5, 2014 through December 31, 2017, we have paid total common stock dividends, including dividends reinvested through our dividend reinvestment plan, of $80,616,930, of which on a cumulative basis, approximately 19% of which were paid from sources other than cash flows from operations, including from the proceeds of our equity offerings. In addition, the Company has issued Series A preferred stock, Series B preferred stock, Series C preferred stock and Series D preferred stock. The Series A preferred stock carries an 8.25% stated dividend rate, the Series B preferred stock carries a 6.00% stated dividend rate, the Series C preferred stock carries a 7.625% stated dividend rate and the Series D preferred stock carries a 7.125% stated dividend rate. From May 5, 2014 through December 31, 2017, we have paid total preferred stock dividends of $35,705,740, all of which were paid from cash flows from operations. ** Under Maryland law, redemption may be prohibited if BRG is insolvent. If we experience significant liquidity problems, we may not be able to fulfill our obligation to redeem Series B preferred stock when submitted for redemption. Redemptions may be paid in cash or in equal value of shares of the Company s Class A Common Stock at the discretion of the Company. Holder s estate may redeem for Stated Value if holder dies during first two years following date of issuance. Redemption price includes an amount equal to any accrued but unpaid dividends. 2

3 About Bluerock Residential Growth REIT ( BRG ) BRG is a publicly traded real estate investment trust (REIT) that acquires institutional quality, Class A apartment properties in growth markets across the United States. With over 12,400 units and more than $1.7 billion in property assets, BRG seeks to maximize returns through investments where we believe we can drive substantial growth in funds from operations and net asset value. There can be no assurance that any investment strategy will achieve its objectives, generate profits or avoid losses. Investment Strategy Leveraging Partner Network in High Growth Markets BRG will invest primarily with members of its Network, which allows us to draw on the collective market knowledge of some of the nation s leading private apartment owner/operators who also invest alongside BRG (generally 10%) to create a better alignment of interest for our stockholders. BRG Offers: Partnerships with some of the largest, leading apartment operators in the nation with more than 150,000 apartment units under management Decades of experience and local market knowledge within BRG s selected target markets Extensive operational infrastructure to deliver best-in-class execution across multiple markets without the cost and logistical burdens to BRG BRG Targeting Growth Markets % 1.50% 1.00% U.S. 12% 1.70% 1.90% Employment Growth Rate BRG Target Market 1.49% 1.80% Projected Median Household Income Growth Rate 21% Bluerock focuses on demographically attractive growth markets which we define as markets characterized by growing population and job growth. Employment growth is highly correlated with apartment demand; therefore, we believe that selecting markets with job growth significantly above the national average will provide high potential for increase rental demand leading to revenue growth and attractive risk-adjusted returns. We select and continuously evaluate our target markets for strong rentership characteristics which include areas with: High populations of a young, educated workforce with a high density of renters by choice Jobs of the future such as health care and technology that lead to employment growth Growing economic base driven by the presence of technology centers, major colleges and universities, health care, trade, next-generation manufacturing, government industries, and modern transportation facilities and networks Areas with abundant recreation, leisure, cultural, and entertainment options which foster population retention and growth Extensive Experience Approximately 150,000+ Total Units Under Management Boston MASSACHUSETTS Bluerock Selected Partners PARTNER BELL PROPERTIES CWS CAPITAL PARTNERS 26,000 CARROLL TRAMMELL CROW AS OF JANUARY 2018 UNITS 58,000 20,000 15,750 Operating Properties Development Properties Under Contract Existing BRG Markets Target BRG Markets Additional Partner Markets (1) Source: Bureau of Labor Statistics (2) Projected median household income annualized growth ARIZONA Phoenix COLORADO Denver TEXAS Dallas/Ft. Worth Austin San Antonio Houston OHIO Columbus Northern Virginia VIRGINIA NORTH Nashville Charlotte CAROLINA TENNESSEE Raleigh SOUTH CAROLINA Birmingham Atlanta ALABAMA GEORGIA FLORIDA Tampa Sarasota Naples Daytona Orlando Ft. Lauderdale 3

4 Why Invest in Apartments? Millennials Far Outnumber Baby Boomers U.S. Population by Generation 100 MILLIONS million BABY BOOMERS (current ages from 56-71) 86 million MILLENNIALS (ECHO BOOMERS) (current ages from 16-36) Sources: Marcus & Millichap 2016 National Apartment Report In 2015, there were nearly a record 67 million people in the year old age cohort in the U.S. the prime renter demographic Millennial Generation Beginning to Form Households The Millennial Generation, at more than 86 million, already exceeding that of the Baby Boomers at similar ages, is expected to increase over the next 20 years as immigration (typically of young adults) continues to pick up. Although they are only now beginning to live on their own, Millennials will likely form even more households than the gen-xers and even the Baby Boomers. The chart below illustrates the potential for household growth among Millennials. Potential Additional Households POPULATION (MILLIONS) Baby Boom Gen-X Millennial HOUSEHOLDS (MILLIONS) 59 % of the 22 million new households that will form between 2010 and 2030 will rent * POPULATION (MILLIONS) HOUSEHOLDS (MILLIONS) Sources: JCHS tabulations of U.S. Census Bureau, 2013 American Community Survey * Urban Institute, Headship and Homeownership: What Does the Future Hold?, June

5 Future Supply/Demand Imbalance A new study concludes that the U.S. will need 4.6 million apartment units by Current supply trends indicate that just over three million units will be delivered during that time, leading to an imbalance. Projected National Apartment Demand PROJECTED CUMULATIVE DEMAND PROJECTED CUMULATIVE SUPPLY MILLIONS OF UNITS Source: NMHC U.S. Apartment Demand - A Forward Look, May 2017 Favorable Market Outlook Robust apartment market conditions are expected to continue nationally with Axiometrics projecting an average occupancy rate of 94.9% and effective rent growth of 14.6% through National Apartment Market Trends $1, % MONTHLY EFFECTIVE RENT PER UNIT $1,500 $1,400 $1,300 $1,200 $1,100 $1,000 $ % 94.0% 93.0% 92.0% 91.0% OCCUPANCY RATE $800 1Q10 2Q10 3Q10 4Q10 1Q11 2Q11 3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21 1Q22 2Q22 3Q22 4Q % MONTHLY EFFECTIVE RENT PER UNIT OCCUPANCY RATE PROJECTED Sources: Axiometrics Q National Trend Report 5

6 New Class A Portfolio - BRG Sample Properties Roswell City Walk James on South First Park & Kingston Wesley Village Location: Roswell, Georgia Year Built: 2015 BRG Ownership: 98% Location: Austin, Texas Year Built: 2016 BRG Ownership: 90% Location: Charlotte, North Carolina Year Built: 2014 BRG Ownership: 100% Location: Charlotte, North Carolina Year Built: 2010 BRG Ownership: 100% Preserve at Henderson Beach Location: Destin, FL Year Built: 2010 BRG Ownership: 100% Arium Palms Location: Orlando, Florida Year Built: 2007 BRG Ownership: 95% Sovereign Apartments Location: Fort Worth, Texas Year Built: 2015 BRG Ownership: 95% Ashton Reserve Location: Charlotte, North Carolina Year Built: BRG Ownership: 100% Bluerock Leadership Bluerock is a private asset management and investment firm based in New York, NY whose senior management team has an average of over 30 years each investing experience and has helped launch several leading real estate private and public company platforms. Bluerock s key principals have been involved with sourcing, structuring and acquiring over 35 million square feet of real estate, with approximately $10 billion in value during three major market cycles. Bluerock has acquired/developed approximately 117 real estate properties, including nearly 80 apartment properties comprising over 23,000 apartment units, representing approximately 28 million combined square feet across 14 states and $4.7 billion in acquisition value. Formed in ,000+ $3.4 billion+ over $4.7 billion 6

7 Risk Factors An investment in Bluerock Residential Growth REIT, Inc. ( BRG ) involves a high degree of risk. You should purchase our securities only if you can afford a complete loss of your investment. See the Risk Factors sections of the Prospectus Supplement and the accompanying Prospectus for a discussion of material risks related to an investment in our Series B Redeemable Preferred Stock and Warrants, which include, but are not limited to, the following: There is limited liquidity and no public market for the Series B Redeemable Preferred Stock or Warrants and we do not intend to list them on a securities exchange. If our Class A common stock is no longer listed on the NYSE MKT or another national securities exchange, we would be required to terminate the offering and could result in our raising gross proceeds substantially less than if the maximum offering is sold. Dividends have been paid on our Class A and Class B common stock since May 5, 2014 through the quarter ended December 31, To date, such dividends have been declared quarterly and paid on a monthly basis at a quarterly rate of $0.29 per share. From May 5, 2014 through December 31, 2017, we have paid total common stock dividends, including dividends reinvested through our dividend reinvestment plan, of $80,616,930, of which on a cumulative basis, approximately 19% of which were paid from sources other than cash flows from operations, including from the proceeds of our equity offerings. In addition, the Company has issued Series A preferred stock, Series B preferred stock, Series C preferred stock and Series D preferred stock. The Series A preferred stock carries an 8.25% stated dividend rate, the Series B preferred stock carries a 6.00% stated dividend rate, the Series C preferred stock carries a 7.625% stated dividend rate and the Series D preferred stock carries a 7.125% stated dividend rate. From May 5, 2014 through December 31, 2017, we have paid total preferred stock dividends of $35,705,740, all of which were paid from cash flows from operations. Distributions paid from sources other than cash flow or funds from operations may constitute a return of capital and reduce investor returns. Rates of distribution to you may not be indicative of our operating results. We make no guarantee that we will make distributions. We established the offering price for the Units pursuant to negotiations among us and our affiliated dealer manager. As a result, the actual value of your investment may be substantially less than what you pay. Our manager has broad discretion over the use of proceeds from the offering of the Series B Redeemable Preferred Stock and Warrants, and investors will not be able to evaluate the economic or other merits of our investments made with such proceeds prior to our making them. We are dependent on our external manager to select investments and conduct our operations and adverse changes in the financial condition of our manager or our relationship with our manager could adversely affect us and our stockholders. There are substantial conflicts of interest between us and our manager and other affiliates, including conflicts arising out of allocation of personnel to our activities, allocation of investment opportunities between us and investment vehicles of our affiliates, the purchase or sale of apartment properties, and fee arrangements with our manager that might induce our manager to make investment decisions that are not in the best interests of our stockholders. Upon the sale of any individual property, holders of Series B Redeemable Preferred Stock do not have a priority over holders of our common stock regarding return of capital. Our charter contains various restrictions on the ownership and transfer of our securities. After two years from the date of original issuance, we will be able to redeem the outstanding shares of Series B Redeemable Preferred Stock, without your consent, at 100% of the Stated Value per share, plus any accrued and unpaid dividends. If we experience significant liquidity problems, we may not be able to fulfill our obligation to redeem Series B preferred stock when submitted for redemption. Maintenance of our exemption from registration under the Investment Company Act of 1940 and our REIT qualification impose significant limitations on our operations. Holders of the Series B Redeemable Preferred Stock will have no voting rights or control over changes in our policies and operations. Our board of directors may approve changes to our policies without your approval. Our qualification as a REIT depends upon our satisfaction of numerous regulatory limitations and qualifications. We may fail to maintain our qualification as a REIT, which would result in higher taxes for us and reduced cash available for distribution to our stockholders. Summary of Fees and Expenses: Investors will be subject to the following Fees and Expenses as part of the Offering: selling commissions, dealer manager fee, and other offering expenses. In addition, our advisor or its affiliates may be entitled to receive a base management fee, incentive fee, expense reimbursement, termination fee. Please see the Prospectus for a complete listing of all Fees and Expenses related to the Offering. BRG has filed a registration statement on Form S-3 (No , the Registration Statement ) with the Securities and Exchange Commission (the SEC ), including a prospectus (the Prospectus ), with respect to the securities we may offer and sell from time to time, and has further filed with the SEC a prospectus supplement relating to the offering of the Series B Redeemable Preferred Stock and the Warrants (the Prospectus Supplement ). A copy of the Prospectus Supplement and the accompanying Prospectus must be made available to you in connection with the offering of the Series B Redeemable Preferred Stock and the Warrants, and must be read in conjunction with these materials in order fully understand the risks of an investment in the offering. This material contains forward-looking statements that are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed future results of BRG s business, financial condition, liquidity, results from operations, plans and objectives. These forward- looking statements are based on BRG s beliefs, assumptions and expectations of its future performance, taking into account all information currently available to us. You should not place undue reliance on these forward-looking statements. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to BRG, and we cannot guarantee that we will achieve any or all of these expectations. 7

8 Pictured (left to right): Whetstone Apartments Durham, NC BRG has a Preferred Equity/Mezzanine Investment in this Property Enders Place at Baldwin Park Orlando, FL BRG Ownership: 90% Marquis at TPC San Antonio, TX BRG Ownership: 90% Front cover: Alexan City Centre Houston, TX BRG has a Preferred Equity/Mezzanine Investment in this Property Securities offered through: Bluerock Capital Markets LLC Member FINRA/SIPC Affiliated with Bluerock Real Estate, LLC Bluerock Real Estate All rights reserved V-18-32