NXDT director exercises RSUs, holds 24,216 shares

NexPoint Diversified Real Estate Trust director Brian Mitts reported compensation-related equity activity involving restricted share units and common stock.

Rhea-AI Filing Summary

NexPoint Diversified Real Estate Trust director Brian Mitts reported compensation-related equity activity involving restricted share units and common stock. On April 3, 2026 and April 4, 2026, he exercised a total of 15,276 restricted share units into an equal number of common shares at $0.00 per share.

Portions of these previously granted restricted share units vested and were settled in cash at the discretion of the Compensation Committee, with related dispositions of 3,906 and 1,119 common shares back to the issuer and 2,724 shares withheld at $4.43 per share to cover tax obligations. After these transactions, Mitts directly holds 24,216 common shares of NXDT.

Insider Trade Summary

15,276 shares exercised/converted

Exercise 7 txns

Insider Mitts Brian

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units	7,463	$0.00	$0.00
Exercise	Common Stock	7,463	$0.00	$0.00
Disposition	Common Stock	1,119	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	2,724	$4.43	$12K
Exercise	Restricted Share Units	7,813	$0.00	$0.00
Exercise	Common Stock	7,813	$0.00	$0.00
Disposition	Common Stock	3,906	$0.00	$0.00

Holdings After Transaction: Restricted Share Units — 7,463 contracts (Direct); Common Stock — 24,216 shares (Direct)

Footnotes (5)

1. F1. Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust.
2. F2. Represents the portion of the previously reported restricted share unit grant that vested on April 3, 2026 and settled in cash.
3. F3. Represents the portion of the previously reported restricted share unit grant that vested on April 4, 2026 and settled in cash.
4. F4. On April 3, 2025, the reporting person was granted 7,813 restricted share units which vested on April 3, 2026. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
5. F5. On April 4, 2023, the reporting person was granted 29,851 restricted share units. The restricted share units vested one-fourth on April 4, 2024, one-fourth on April 4, 2025 and one-fourth on April 4, 2026, and will vest one-fourth on April 4, 2027. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

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Accepted by SEC EDGAR 04/07/2026 - 09:47 PM EDT Learn about SEC filing dates

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^*

Mitts Brian

(Last) (First) (Middle)

300 CRESCENT COURT, SUITE 700

(Street)

DALLAS TEXAS 75201

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/03/2026

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

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

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

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	04/03/2026		M		7,813	A	(1)	24,502	D
Common Stock	04/03/2026		D		3,906	D	(2)	20,596	D
Common Stock	04/04/2026		M		7,463	A	(1)	28,059	D
Common Stock	04/04/2026		D		1,119	D	(3)	26,940	D
Common Stock	04/04/2026		F		2,724	D	$4.43	24,216	D

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
Restricted Share Units	(1)	04/03/2026		M			7,813	(4)	(4)	Common Shares	7,813	$0	0	D
Restricted Share Units	(1)	04/04/2026		M			7,463	(5)	(5)	Common Shares	7,463	$0	7,463	D

Explanation of Responses:

1. Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust.

2. Represents the portion of the previously reported restricted share unit grant that vested on April 3, 2026 and settled in cash.

3. Represents the portion of the previously reported restricted share unit grant that vested on April 4, 2026 and settled in cash.

4. On April 3, 2025, the reporting person was granted 7,813 restricted share units which vested on April 3, 2026. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

5. On April 4, 2023, the reporting person was granted 29,851 restricted share units. The restricted share units vested one-fourth on April 4, 2024, one-fourth on April 4, 2025 and one-fourth on April 4, 2026, and will vest one-fourth on April 4, 2027. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

	/s/ Paul Richards, as attorney-in fact for Brian Mitts	04/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)