Nexpoint Diversified Real Estate Trust SEC Filings

James Dondero, a director, 10% owner and president of NexPoint Diversified Real Estate Trust (NXDT), amended a Form 4 to report receipt of 57,323.76 LTIP Units in the issuer's operating partnership on April 17, 2025. Of those units, 50,157 vested immediately and 7,166.76 remain unvested and will vest on December 13, 2025. Each LTIP Unit can be redeemed for cash or common shares at the issuer's option. The units were issued pursuant to a merger agreement tied to an exchange formula using $0.36 divided by a 10-day VWAP of $3.7228. This filing corrects the number of units that vested as of the grant date.

Matt McGraner, Executive VP and Chief Investment Officer of NexPoint Diversified Real Estate Trust (NXDT), was granted 57,323.76 LTIP Units on 04/17/2025. Of the total award, 50,157 LTIP Units vested immediately as of the grant date and 7,166.76 LTIP Units remain subject to future vesting on December 13, 2025. Each LTIP Unit may be redeemed for cash or common shares at the issuer's option and is subject to adjustment for corporate events. The grant arose under an Agreement and Plan of Merger tied to the closing of NHT Hospitality, Inc.'s merger, with an exchange rate derived from $0.36 divided by the ten-day VWAP of $3.7228. This filing is an amendment to correct the number of LTIP Units that vested immediately.

Brian Mitts, a director of NexPoint Diversified Real Estate Trust (NXDT), was granted 33,071.85 LTIP Units on 04/17/2025. Of those units, 28,936 vested immediately on the grant date; the remaining 4,133.85 units vest on 12/13/2025 and do not expire. Each LTIP Unit may be redeemed for cash or common shares at the issuer's option and is subject to adjustment for corporate actions. The LTIP Units were issued as replacement equity under a November 22, 2024 merger agreement using a specified exchange rate tied to the 10-day VWAP prior to closing. This filing is an amendment correcting the number of units that vested immediately and was originally reported on 04/21/2025.

NexPoint Diversified Real Estate Trust reported an amended Form 4 showing that Paul Richards, an officer and director, was granted a total of 13,228.56 LTIP Units in the Issuer's operating partnership, of which 11,574 LTIP Units vested immediately at grant. The remaining LTIP Units vest on December 13, 2025 and do not expire. Each LTIP Unit can be redeemed for cash or common shares at the Issuer's option, and settlement generally occurs within 10 days of vesting though the Compensation Committee may elect cash settlement. The amendment corrects a prior filing that misstated the number of units that vested on the grant date.

NEXPOINT DIVERSIFIED REAL ESTATE TRUST (NXDT) reporting person D.C. Sauter Jr. was granted 7,252.5 Profits LTIP Units in the issuer's operating partnership on 04/17/2025, of which 6,345 LTIP Units vested immediately at grant and 907.5 vested immediately as well for a combined 7,252.5 units. The grant was issued pursuant to the merger agreement related to NHT Hospitality, Inc., using an exchange rate equal to $0.36 divided by the 10‑day VWAP prior to the merger close, which equaled $3.7228. Each LTIP Unit can be redeemed for cash or common shares at the issuer's option; settlement generally occurs within 10 days of vesting and may be settled in cash at the Compensation Committee's discretion. This Form 4/A amends a prior filing to correct the number of LTIP Units that vested immediately as of the grant date.

James Dondero, a director and 10% owner of NexPoint Diversified Real Estate Trust (NXDT), reported issuances of common shares to NexPoint Real Estate Advisers X, L.P. as payment of advisory fees for April, May and June 2025. The Adviser received 130,353.19 shares for April at a VWAP of $3.6465, 135,113.97 shares for May at a VWAP of $3.6634, and 115,123.38 shares for June at a VWAP of $4.1289. The filing lists detailed indirect holdings attributable to entities Mr. Dondero controls and custodial UTMA accounts for his children, and includes a total beneficial ownership figure following the reported transactions.

Brian Mitts, a director of NexPoint Diversified Real Estate Trust (NXDT), filed an amended Form 4 correcting prior reports of share sales that did not occur. The earlier Form reported sales of a total of 7,500 common shares on May 7 and August 15 that were erroneous. The amendment states that as of August 15 the reporting person directly owned 24,754.96 common shares, and the corrected filing replaces the previously reported dispositions. The amendment was submitted and signed by an attorney-in-fact on behalf of the reporting person.