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  4. [Form 4] NEXPOINT DIVERSIFIED REAL ESTATE TRUST Insider Trading Activity

NexPoint (NXDT) officer RSUs vest; 3,014 shares used for tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NexPoint Diversified Real Estate Trust officer Paul Richards reported routine equity compensation activity involving restricted share units and related tax withholding. On June 10, 2026, 6,036 restricted share units converted into an equal number of common shares, reflecting a scheduled vesting.

To cover tax obligations, 3,014 common shares were disposed of at $5.07 per share through a tax-withholding mechanism, not an open-market sale. Following these transactions, Richards directly holds 142,600.65 common shares and 18,114 restricted share units. The RSUs stem from a June 10, 2025 grant of 24,150 units that vest in four equal installments through February 15, 2029.

Positive

  • None.

Negative

  • None.
Insider Richards Paul
Role See Remarks
Type Security Shares Price Value
Exercise Restricted Share Units 6,036 $0.00 $0.00
Exercise Common Stock 6,036 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 3,014 $5.07 $15K
Holdings After Transaction: Restricted Share Units — 18,114 shares (Direct); Common Stock — 142,600.65 shares (Direct)
Footnotes (3)
  1. F1. Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust (the "Company").
  2. F2. Includes shares received pursuant to an elective stock dividend paid on the Company's common shares.
  3. F3. On June 10, 2025, the reporting person was granted 24,150 restricted share units. The restricted share units vested one-fourth on June 10, 2026 and will vest one-fourth on February 15, 2027, one-fourth on February 15, 2028 and one-fourth on February 15, 2029. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
RSUs exercised 6,036 units/shares Restricted share units converted to common shares on June 10, 2026
Tax-withholding shares 3,014 shares Shares delivered to cover tax liability on June 10, 2026
Tax-withholding price $5.07 per share Value used for tax-withholding disposition of 3,014 shares
Common shares after transactions 145,614.65 shares Direct common stock holding following June 10, 2026 activity
RSUs after transactions 18,114 units Remaining restricted share units following 6,036-unit vesting
Original RSU grant 24,150 units Grant made on June 10, 2025, vesting in four equal installments
restricted share unit financial
"Each restricted share unit represents a contingent right to receive one common share"
A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
elective stock dividend financial
"Includes shares received pursuant to an elective stock dividend paid on the Company's common shares."
settlement financial
"Settlement will generally occur within 10 days of vesting and may at the discretion"
Settlement is the process of completing a financial transaction, like buying or selling a stock, by transferring money and ownership between parties. It ensures that both the buyer gets the asset and the seller gets paid, making the deal official. Without settlement, the transaction wouldn't be finalized or legally recognized.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did Paul Richards report for NXDT on June 10, 2026?
Paul Richards reported vesting of 6,036 restricted share units into common shares and a related tax-withholding disposition of 3,014 common shares at $5.07 per share. These movements reflect scheduled equity compensation events rather than discretionary market trades.

How many NEXPOINT DIVERSIFIED REAL ESTATE TRUST shares does Paul Richards hold after this Form 4?
After the reported transactions, Paul Richards directly holds 145,614.65 common shares of NEXPOINT DIVERSIFIED REAL ESTATE TRUST and 18,114 restricted share units. These figures show his continuing equity stake following the June 10, 2026 vesting and tax-withholding events.

What is the size and vesting schedule of Paul Richards’ NXDT restricted share unit grant?
Paul Richards received 24,150 restricted share units on June 10, 2025. The units vest one-fourth on June 10, 2026, then one-fourth on February 15, 2027, February 15, 2028, and February 15, 2029, with settlement generally within 10 days of each vesting date.

Was Paul Richards’ Form 4 transaction in NXDT an open-market sale?
No. The 3,014-share disposition was a tax-withholding event at $5.07 per share to satisfy tax obligations on vested equity. The filing describes it as payment of tax liability by delivering securities, not a discretionary open-market sale.

What do the restricted share units in NXDT represent for Paul Richards?
Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust. Settlement generally occurs within 10 days of vesting and, at the Compensation Committee’s discretion, may be settled in cash instead of shares.
SEC Form 4
FORM 4UNITED 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*
Richards Paul
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/10/2026M6,036A(1)145,614.65(2)D
Common Stock06/10/2026F3,014D$5.07142,600.65D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(1)06/10/2026M6,036 (3) (3)Common Shares6,036$018,114D
Explanation of Responses:
1. Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust (the "Company").
2. Includes shares received pursuant to an elective stock dividend paid on the Company's common shares.
3. On June 10, 2025, the reporting person was granted 24,150 restricted share units. The restricted share units vested one-fourth on June 10, 2026 and will vest one-fourth on February 15, 2027, one-fourth on February 15, 2028 and one-fourth on February 15, 2029. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
Remarks:
Chief Financial Officer, Executive VP-Finance, Treasurer and Assistant Secretary
/s/ Paul Richards06/12/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR