Welcome to our dedicated page for Nexpoint Diversified Real Estate Trust SEC filings (Ticker: NXDT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
NexPoint Diversified Real Estate Trust filings document the formal disclosures of an externally advised diversified REIT. Annual proxy materials cover trustee governance, shareholder voting, executive compensation tables and equity award disclosures, while current reports record material agreements involving the operating partnership, advisory arrangements, guarantees and real estate transactions.
The filings also describe related-party review processes, including Audit Committee approvals under the company's Related Party Transaction Policy, and capital-structure matters involving common shares. Recent 8-K disclosures address advisory fee mechanics, participation interests in real estate-related debt, guaranty obligations tied to storage assets and completed hospitality asset dispositions.
NexPoint Diversified Real Estate Trust entered into a material definitive agreement to sell 100% of the membership interests of NHT Bradenton, LLC, which owns the Bradenton Hampton Inn & Suites property. The sale to OSL Bradenton Downtown, LLC closed for approximately $26.3 million in cash, subject to customary closing adjustments.
The company intends to use the net proceeds for short-term liquidity needs. The buyer may be deemed an affiliate of NexPoint Real Estate Advisors X, L.P., and the related-party transaction was reviewed and approved by the company’s Audit Committee in line with its Related Party Transaction Policy.
NexPoint Diversified Real Estate Trust director Brian Mitts reported compensation-related equity activity. On March 18, 2026, he exercised 5,357 restricted share units into 5,357 common shares at an exercise price of $0.00 per share. The filing shows 804 common shares were returned to the issuer and 1,200 common shares were disposed of to cover tax obligations at $4.41 per share. Following these transactions, he directly holds 16,689 common shares and 10,714 restricted share units.
NexPoint Diversified Real Estate Trust director and 10% owner James D. Dondero exercised 73,125 restricted share units into common shares on March 18, 2026. The RSU exercise, at a stated price of $0.00, converted into 73,125 common shares.
Following the transaction, he directly owned 5,702,698.06 common shares and 146,250 restricted share units. The filing also lists various indirect holdings, including UTMA custodial accounts for his children, an employee benefit plan, and multiple investment entities, for which he generally disclaims beneficial ownership except to the extent of his pecuniary interest.
NexPoint Diversified Real Estate Trust executive Dennis Charles Sauter Jr exercised 2,679 restricted share units into an equal number of common shares. These restricted share units, each representing one common share, were part of a grant made on March 18, 2024 with scheduled vesting through March 18, 2028.
On the same date, 1,522 common shares were withheld at $4.41 per share to cover tax obligations, a non-market disposition coded as a tax-withholding transaction. After these transactions, Sauter directly held 6,630 common shares and 5,358 restricted share units, indicating a routine compensation-related exercise and associated tax withholding rather than an open-market trade.
NexPoint Diversified Real Estate Trust officer Dustin David Norris exercised restricted share units into common stock and had shares withheld to cover taxes. On March 18, 2026, he exercised 17,857 restricted share units at $0.00 per share, receiving the same number of common shares.
To satisfy tax obligations, 6,551 common shares were withheld at $4.41 per share. After these transactions, Norris held 777,320.07 common shares directly and 82,414.16 common shares indirectly through a 401(k) plan. The exercised units are part of a 71,429-unit grant that vests in four annual installments from March 18, 2025 through March 18, 2028.
NexPoint Diversified Real Estate Trust officer Paul Richards reported routine equity compensation activity rather than open‑market trading. On March 18, 2026, he exercised 8,929 restricted share units into the same number of common shares and another 8,989 common shares through derivative exercise transactions at a stated price of $0.00 per share. To cover tax obligations, 5,072 common shares were withheld at $4.41 per share, a non‑market disposition. Following these transactions, Richards directly owns 128,295 common shares and 17,858 restricted share units, each RSU representing a contingent right to one common share. The RSUs derive from a 35,714‑unit grant on March 18, 2024, vesting in four equal annual installments from 2025 through 2028, with settlement generally within 10 days of each vesting date.
NexPoint Diversified Real Estate Trust entered into two significant debt-related arrangements involving guarantees and secured loans. The Company became an additional guarantor under an amended and restated guaranty tied to an existing $28.5 million NSP Loan bearing interest at 3.62% per annum and maturing on October 6, 2031. This guaranty is generally limited to specified “bad acts” but can become full recourse for the outstanding debt if certain insolvency or similar events occur.
Separately, indirect subsidiaries borrowed $39,390,000 from The Ohio State Life Insurance Company at 8.5% per annum, with an initial maturity of February 12, 2029 and two potential one-year extensions. The loan is secured by mortgages on two hotel properties and was used to refinance existing indebtedness. It includes financial covenants, prepayment minimum interest, a 1% exit fee, and a non-recourse carve-out guaranty from the operating partnership that can also become full recourse upon specified “bad act” or bankruptcy-type events.
The Vanguard Group filed an amended Schedule 13G reporting beneficial ownership of 2,184,062 shares of NexPoint Diversified Real Estate Trust common stock, representing 4.45% of the class as of 12/31/2025.
Vanguard reports no sole voting or dispositive power, with 275,628 shares subject to shared voting power and all 2,184,062 shares subject to shared dispositive power. The filing notes that Vanguard’s clients have rights to dividends and sale proceeds, and no individual client holds more than 5% of the class. Vanguard also describes an internal realignment effective 01/12/2026, after which certain subsidiaries are expected to report beneficial ownership separately, and certifies that the holdings are in the ordinary course of business and not for influencing control.
NexPoint Diversified Real Estate Trust (NXDT) received an updated Schedule 13D/A from long‑time holder James D. Dondero and related party Nancy Marie Dondero. As of January 16, 2026, James D. Dondero may be deemed to beneficially own 12,093,550.44 shares of common stock, representing about 24.02% of the outstanding shares. Nancy Marie Dondero may be deemed to beneficially own 1,474,875.8617 shares, or about 2.9% of the company.
The filing explains that since the prior amendment, the reporting persons increased their holdings through the company’s Dividend Reinvestment Plan, cash dividends paid in common stock, and stock received indirectly via monthly advisory fees paid in shares under the Advisory Agreement with NexPoint Real Estate Advisers X, L.P. before September 2025. The update also details how voting and dispositive power is split between sole and shared control across direct holdings, managed accounts, employee benefit plans, custodial accounts, joint accounts, and a trust.
NexPoint Diversified Real Estate Trust reported that, on January 16, 2026, an entity associated with President and 10% owner James Dondero received additional shares as compensation under an advisory agreement. NexPoint Real Estate Advisers X, L.P. (the Adviser), which is ultimately controlled by Dondero, was issued 93,380.41 common shares for July fees at a VWAP of $4.7863 per share and 119,482.76 common shares for August fees at a VWAP of $3.8346 per share, both paid in stock rather than cash.
After these transactions, the Form 4 lists Dondero with indirect beneficial ownership of over 2.8 million shares through the Adviser and other entities and accounts, including investment funds, trusts, and custodial UTMA accounts for his children, while he disclaims beneficial ownership beyond his pecuniary interest.