Compensation-linked share vesting at NexPoint (NYSE: NXDT) with tax withholding
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
NexPoint Diversified Real Estate Trust officer Dennis Charles Sauter Jr reported compensation-related share activity, combining an option/RSU exercise with tax withholding. On June 10, 2026, he exercised derivative awards covering 6,036 restricted share units, each convertible into one common share at $0.00 per unit.
To cover tax obligations, 3,014 common shares were disposed of at $5.07 per share as a tax-withholding transaction, not an open-market sale. Following these transactions, he directly holds 18,536 common shares. A prior grant on June 10, 2025 of 24,150 restricted share units vests in four equal installments through February 15, 2029, with settlement generally within 10 days of each vesting date and potentially in cash at the Compensation Committee’s discretion.
Positive
- None.
Negative
- None.
Insider Trade Summary
6,036 shares exercised/converted
Mixed
3 txns
Insider
Sauter Dennis Charles Jr
Role
See Remarks
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 6,036 | $0.00 | -- |
| Exercise | Common Stock | 6,036 | $0.00 | -- |
| Tax Withholding | Common Stock | 3,014 | $5.07 | $15K |
Holdings After Transaction:
Restricted Share Units — 18,114 shares (Direct, null);
Common Stock — 18,536 shares (Direct, null)
Footnotes (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. 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.
Key Figures
RSUs exercised: 6,036 units
Tax-withholding shares: 3,014 shares
Tax-withholding price: $5.07 per share
+3 more
6 metrics
RSUs exercised
6,036 units
Restricted share units converted to common shares on June 10, 2026
Tax-withholding shares
3,014 shares
Common shares disposed of for tax withholding on June 10, 2026
Tax-withholding price
$5.07 per share
Price used for 3,014-share tax-withholding disposition
Shares held after transactions
18,536 shares
Direct common share ownership following Form 4 transactions
RSU grant size
24,150 units
Restricted share units granted on June 10, 2025
RSU vesting schedule
4 equal installments
Vesting on June 10, 2026 and February 15 of 2027, 2028, 2029
Key Terms
restricted share units, elective stock dividend, tax-withholding disposition, derivative security
4 terms
elective stock dividend financial
"Includes shares received pursuant to an elective stock dividend paid on the Company's common shares"
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.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
FAQ
What insider transactions did NXDT officer Dennis Charles Sauter Jr report?
Dennis Charles Sauter Jr reported exercising 6,036 restricted share units into NexPoint Diversified Real Estate Trust common shares, alongside a tax-withholding disposition of 3,014 common shares at $5.07 per share. These actions reflect compensation-related vesting rather than open-market trading.
Were the NXDT Form 4 transactions open-market buys or sells?
The Form 4 for NexPoint Diversified Real Estate Trust shows no open-market buys or sells. Instead, it reports a derivative exercise of 6,036 restricted share units and a tax-withholding disposition of 3,014 shares, both typical compensation and tax-related events for an executive.
Does the NXDT Form 4 mention elective stock dividends?
Yes. The filing notes that the reporting person’s holdings include shares received through an elective stock dividend paid on NexPoint Diversified Real Estate Trust common shares. This indicates part of the reported position comes from stock dividends rather than direct market purchases.