[Form 4] NexPoint Diversified Real Estate Trust Insider Trading Activity

Rhea-AI Filing Summary

NexPoint Diversified Real Estate Trust (NXDT) – Form 4 insider buying disclosure

Director Arthur B. Laffer reported two open-market purchases of NXDT common stock:

• 5,000 shares on 07/02/2025 at a weighted-average price of $4.67
• 5,250 shares on 07/07/2025 at a weighted-average price of $4.63

Following the transactions, Laffer directly owns 86,737 shares. In addition, he indirectly controls 101,874 shares through a limited liability company, bringing his total reported beneficial ownership to 188,611 shares.

No derivative securities were reported. The filing was signed on 07/07/2025 by attorney-in-fact Paul Richards.

Insider purchases are often interpreted as a vote of confidence; however, the aggregate value of these trades (≈$47k) is modest relative to NXDT’s market capitalization and Laffer’s existing stake.

Positive

• Insider buying: Director Arthur B. Laffer purchased 10,250 shares, often interpreted as a confidence signal.
• Increased alignment: Direct ownership rose to 86,737 shares, enhancing board–shareholder alignment.
• No derivative hedging: Transactions were straight common-stock purchases, indicating unhedged conviction.

Negative

• Limited scale: Purchase value (~$47k) is immaterial relative to company size.
• No new strategic information: Filing contains no details on operations, earnings, or catalysts.

Insights

Equity Research Analyst

TL;DR: Small insider buy signals confidence but not materially market-moving.

Arthur Laffer's 10,250-share purchase modestly increases his direct stake by roughly 13%. While insider buying generally carries positive informational value, the dollar amount (≈$47k) is immaterial versus the trust’s float. The absence of derivative transactions suggests straight equity conviction rather than hedged exposure. Given NXDT’s recent trading range around $4.60–$4.70, the purchase price aligns with market levels, indicating no valuation premium. Overall impact: incremental positive sentiment, low fundamental effect.

Corporate Governance Specialist

TL;DR: Governance positive—director increases skin in the game.

Directors increasing ownership tends to align board incentives with shareholders. Laffer now holds nearly 189k shares (direct + indirect), reinforcing commitment ahead of any strategic moves the REIT may contemplate. The filing is timely, Rule 10b5-1 safe-harbor not invoked, suggesting discretionary buying. While not transformational, it reduces agency concerns and adds a governance positive in the trust’s proxy profile.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LAFFER ARTHUR B

(Last) (First) (Middle)

300 CRESCENT COURT, SUITE 700

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEXPOINT DIVERSIFIED REAL ESTATE TRUST [ NXDT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/02/2025		P		5,000	A	$4.67(1)	81,487	D
Common Stock	07/07/2025		P		5,250	A	$4.63(2)	86,737	D
Common Stock								101,874	I	By limited liability company(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.66 to $4.67, inclusive. The reporting person undertakes to provide to NexPoint Diversified Real Estate Trust, any security holder of NexPoint Diversified Real Estate Trust, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (2) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.60 to $4.63, inclusive.

3. The reporting person holds these shares indirectly through a limited liability company which the reporting person controls. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

	/s/ Paul Richards, as attorney-in-fact for Arthur Laffer	07/07/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many NXDT shares did Arthur B. Laffer buy?

He bought 10,250 common shares in two transactions.

At what prices were the NXDT insider purchases executed?

Weighted-average prices were $4.67 (07/02/2025) and $4.63 (07/07/2025).

What is Laffer's total direct ownership in NXDT after the trades?

His direct holdings increased to 86,737 shares.

Does the director own additional NXDT shares indirectly?

Yes, he controls 101,874 shares through a limited liability company.

Were any derivative securities reported in this Form 4?

No, no derivative positions were disclosed.

Is the filing associated with a Rule 10b5-1 trading plan?

The box for Rule 10b5-1(c) was not checked; trades appear discretionary.