NXDT officer exercises RSUs, net share holdings rise

NexPoint Diversified Real Estate Trust officer Paul Richards reported routine equity compensation activity.

Rhea-AI Filing Summary

NexPoint Diversified Real Estate Trust officer Paul Richards reported routine equity compensation activity. On April 3 and 4, he exercised restricted share units to acquire a total of 15,365 common shares at a conversion price of $0.00 per share.

To cover tax obligations, 8,466 common shares were withheld at $4.43 per share through tax-withholding dispositions, which are not open-market sales. After these transactions, Richards directly owns 135,134 common shares. The exercised restricted share units relate to grants made in 2023 and 2025 that vest in stages through 2029.

Insider Trade Summary

15,365 shares exercised/converted

Exercise 6 txns

Insider Richards Paul

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units	5,597	$0.00	$0.00
Exercise	Common Stock	5,597	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	3,514	$4.43	$16K
Exercise	Restricted Share Units	9,768	$0.00	$0.00
Exercise	Common Stock	9,768	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	4,952	$4.43	$22K

Holdings After Transaction: Restricted Share Units — 34,898 contracts (Direct); Common Stock — 135,134 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.
2. F2. On April 3, 2025, the reporting person was granted 39,069 restricted share units. The restricted share units vested one-fourth on April 3, 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.
3. F3. On April 4, 2023, the reporting person was granted 22,388 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.

Key Figures

RSU Shares Exercised: 15,365 shares Shares Withheld for Taxes: 8,466 shares Post-transaction Holdings: 135,134 shares +3 more

6 metrics

RSU Shares Exercised 15,365 shares Total common shares acquired via RSU exercises on April 3–4, 2026

Shares Withheld for Taxes 8,466 shares Tax-withholding dispositions at $4.43 per share on April 3–4, 2026

Post-transaction Holdings 135,134 shares Common shares directly owned after April 4, 2026 transactions

Withholding Price $4.43 per share Value used to satisfy tax liability via share delivery

RSU Grant 2025 39,069 units Granted April 3, 2025; vests in four installments through 2029

RSU Grant 2023 22,388 units Granted April 4, 2023; vests in four installments through 2027

Key Terms

Restricted Share Units, tax-withholding disposition, contingent right to receive one common share, vested one-fourth, +1 more

5 terms

Restricted Share Units financial

"On April 3, 2025, the reporting person was granted 39,069 restricted share units."

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

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.

contingent right to receive one common share financial

"Each restricted share unit represents a contingent right to receive one common share"

vested one-fourth financial

"The restricted share units vested one-fourth on April 3, 2026 and will vest one-fourth"

settlement will generally occur within 10 days of vesting financial

"Settlement will generally occur within 10 days of vesting and may at the discretion"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Paul Richards report in his latest Form 4 for NXDT?

Paul Richards reported exercising restricted share units to receive common shares and share withholdings for taxes. He acquired 15,365 common shares and had 8,466 shares withheld to satisfy tax liabilities, leaving him with 135,134 common shares held directly after the transactions.

How many NexPoint (NXDT) shares does Paul Richards hold after these transactions?

After the reported transactions, Paul Richards holds 135,134 NexPoint Diversified Real Estate Trust common shares directly. This figure reflects both the shares received from exercising restricted share units and the shares withheld to cover tax obligations associated with those equity compensation events.

Were any of Paul Richards’ NXDT transactions open-market buys or sells?

No, the filing shows no open-market purchases or sales. The activity consists of exercises of restricted share units at a $0.00 conversion price and related tax-withholding dispositions, where 8,466 shares were delivered back to cover taxes rather than sold in the open market.

What restricted share unit grants are involved in this NXDT Form 4?

The transactions involve restricted share units granted on April 4, 2023 and April 3, 2025. These units vest in four installments, with tranches vesting in 2024, 2025, 2026, 2027, 2028, and 2029, and are generally settled within 10 days of each vesting date.

How many NXDT shares were acquired and withheld in Paul Richards’ Form 4?

Paul Richards acquired 15,365 common shares by exercising restricted share units and had 8,466 shares withheld for tax liabilities at $4.43 per share. The net effect is an increase in his directly held common shares, primarily reflecting routine equity compensation settlement.

How do tax-withholding dispositions work in this NXDT insider filing?

Tax-withholding dispositions occur when shares are delivered to cover taxes on equity awards instead of paying cash. In this filing, 8,466 NexPoint common shares were withheld at $4.43 per share, reducing the gross shares received from restricted share unit exercises to a lower net number held directly.

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

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Accepted by SEC EDGAR 04/07/2026 - 09:48 PM 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^*

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)

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

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		9,768	A	(1)	138,003	D
Common Stock	04/03/2026		F		4,952	D	$4.43	133,051	D
Common Stock	04/04/2026		M		5,597	A	(1)	138,648	D
Common Stock	04/04/2026		F		3,514	D	$4.43	135,134	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			9,768	(2)	(2)	Common Shares	9,768	$0	29,301	D
Restricted Share Units	(1)	04/04/2026		M			5,597	(3)	(3)	Common Shares	5,597	$0	5,597	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. On April 3, 2025, the reporting person was granted 39,069 restricted share units. The restricted share units vested one-fourth on April 3, 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.

3. On April 4, 2023, the reporting person was granted 22,388 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.

Remarks:

Chief Financial Officer, Executive VP-Finance, Treasurer and Assistant Secretary

	/s/ Paul Richards	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)