NexPoint Residential (NYSE: NXRT) officer exercises RSUs with tax-withholding shares

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Form Type

Rhea-AI Filing Summary

NexPoint Residential Trust, Inc. officer Dennis Charles Sauter Jr reported compensation-related stock activity. On May 22, 2026, he exercised 2,143 restricted stock units, receiving the same number of common shares. In connection with this vesting, 558 common shares were disposed of to cover tax obligations rather than sold on the open market.

Following these transactions, Sauter directly held 23,404 shares of common stock and 8,572 restricted stock units. The RSUs stem from a prior grant of 10,715 units that vest in stages through February 15, 2029, reflecting ongoing equity-based compensation rather than discretionary trading.

Insider Trade Summary

Net Buyer: 1,585 shares

Net Buy 3 txns

Insider Sauter Dennis Charles Jr

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,143	$0.00	$0.00
Exercise	Common Stock	2,143	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	558	$29.74	$17K

Holdings After Transaction: Restricted Stock Units — 8,572 shares (Direct); Common Stock — 23,404 shares (Direct)

Footnotes (2)

F1. Each restricted stock unit represents a contingent right to receive one share of common stock of NexPoint Residential Trust, Inc.
F2. On April 22, 2025, the reporting person was granted 10,715 restricted stock units which vested one-fifth on April 22, 2026 and which will vest one-fifth on February 15, 2027, one-fifth on February 15, 2028 and two-fifths 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

Tax-withheld shares: 558 shares Tax reference price: $29.74 per share RSUs exercised: 2,143 units/shares +4 more

7 metrics

Tax-withheld shares 558 shares Common Stock disposed to cover tax liability on May 22, 2026

Tax reference price $29.74 per share Price used for the 558-share tax-withholding disposition

RSUs exercised 2,143 units/shares Restricted stock units converted into common stock on May 22, 2026

Common shares after transactions 23,404 shares Direct common stock holdings following May 22, 2026 activity

Remaining RSU holdings 8,572 units Restricted stock units remaining after the reported RSU exercise

Original RSU grant size 10,715 units RSUs granted on April 22, 2025, vesting in scheduled tranches

Final vesting date February 15, 2029 Scheduled final vesting date for portions of the 10,715-unit RSU grant

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, contingent right

4 terms

Restricted Stock Units financial

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

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition for 558.0000 shares of Common Stock"

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 exercise/conversion financial

"transaction_action: derivative exercise/conversion for 2,143.0000 Restricted Stock Units"

contingent right financial

"represents a contingent right to receive one share of common stock of NexPoint Residential Trust, Inc."

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 05/27/2026 - 09:50 PM

FAQ

What insider transactions did NexPoint Residential Trust (NXRT) report for Dennis Sauter?

Dennis Sauter exercised 2,143 restricted stock units into common shares and had 558 common shares disposed of to cover tax obligations. These actions reflect equity compensation vesting rather than open-market buying or selling activity.

Did the NexPoint Residential Trust (NXRT) insider sale represent open-market selling?

No, the 558 common shares were disposed of to satisfy tax liabilities tied to vesting, not sold in the open market. This tax-withholding disposition is a routine mechanism when equity awards convert into shares.

How many NexPoint Residential Trust (NXRT) shares does Dennis Sauter hold after the filing?

After the reported transactions, Dennis Sauter directly held 23,404 shares of NexPoint Residential Trust common stock. This figure reflects his position following the RSU exercise and related tax-withholding disposition on May 22, 2026.

What restricted stock unit (RSU) grant underlies the NexPoint Residential Trust (NXRT) Form 4?

The activity relates to a grant of 10,715 restricted stock units awarded on April 22, 2025. These RSUs vest in scheduled tranches from April 22, 2026 through February 15, 2029, with settlement generally occurring within 10 days of vesting.

How many restricted stock units does the NexPoint Residential Trust (NXRT) officer still hold?

Following the May 22, 2026 RSU exercise, Dennis Sauter held 8,572 restricted stock units. These units continue to represent a contingent right to receive an equal number of NexPoint Residential Trust common shares as they vest over time.

Are NexPoint Residential Trust (NXRT) RSUs always settled in shares?

Each restricted stock unit represents a contingent right to receive one share of common stock, but settlement may, at the Compensation Committee’s discretion, be made in cash. The filing notes settlement generally occurs within 10 days of each vesting date.

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^*

Sauter Dennis Charles Jr

(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 Residential Trust, Inc. [ NXRT ]

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)
05/22/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/22/2026		M		2,143	A	⁽¹⁾	23,962	D
Common Stock	05/22/2026		F		558	D	$29.74	23,404	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	05/22/2026		M			2,143	⁽²⁾	⁽²⁾	Common Stock	2,143	$0	8,572	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock of NexPoint Residential Trust, Inc.

2. On April 22, 2025, the reporting person was granted 10,715 restricted stock units which vested one-fifth on April 22, 2026 and which will vest one-fifth on February 15, 2027, one-fifth on February 15, 2028 and two-fifths 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:

General Counsel and Secretary

	/s/ Paul Richards, as attorney-in-fact for D.C. Sauter	05/27/2026
	** 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)

Source: View Original Filing on SEC EDGAR