NXRT officer exercises 2,073 RSUs, withholds shares for tax

NexPoint Residential Trust, Inc. officer Dennis Charles Sauter Jr reported routine equity compensation activity.

Rhea-AI Filing Summary

NexPoint Residential Trust, Inc. officer Dennis Charles Sauter Jr reported routine equity compensation activity. On March 28, 2026, 2,073 Restricted Stock Units were exercised into 2,073 shares of common stock, reflecting a scheduled vesting from a prior grant. To cover tax obligations, 654 common shares were withheld at $24.60 per share, a non‑market, tax-withholding disposition rather than an open-market sale. After these transactions, Sauter directly held 21,819 shares of common stock and 4,144 Restricted Stock Units, indicating he retained a meaningful equity stake following this compensation-related event. The RSUs stem from a 10,363‑unit grant made on March 28, 2023, vesting in equal one‑fifth installments from 2024 through 2028.

Insider Trade Summary

2,073 shares exercised/converted

Exercise 3 txns

Insider Sauter Dennis Charles Jr

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,073	$0.00	$0.00
Exercise	Common Stock	2,073	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	654	$24.60	$16K

Holdings After Transaction: Restricted Stock Units — 4,144 contracts (Direct); Common Stock — 21,819 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit represents a contingent right to receive one share of common stock of NexPoint Residential Trust, Inc.
2. F2. On March 28, 2023, the reporting person was granted 10,363 restricted stock units which vested one-fifth on March 28, 2024, one-fifth on March 28, 2025 and one-fifth on March 28, 2026, and which will vest one-fifth on March 28, 2027 and one-fifth on March 28, 2028. 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: 2,073 units Shares withheld for taxes: 654 shares at $24.60 Common shares held after: 21,819 shares +2 more

5 metrics

RSUs exercised 2,073 units Restricted Stock Units converted to common stock on March 28, 2026

Shares withheld for taxes 654 shares at $24.60 Tax-withholding disposition on March 28, 2026

Common shares held after 21,819 shares Direct NXRT common stock ownership following transactions

RSUs held after 4,144 units Restricted Stock Units remaining after 2,073-unit vesting tranche

Original RSU grant 10,363 units Grant dated March 28, 2023 with five equal annual vestings

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative security, vesting

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

"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.

derivative security financial

"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.

vesting financial

"which vested one-fifth on March 28, 2024, one-fifth on March 28, 2025 and one-fifth on March 28, 2026"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What insider transaction did NXRT officer Dennis Charles Sauter Jr report?

Dennis Charles Sauter Jr reported exercising 2,073 Restricted Stock Units into 2,073 NexPoint Residential Trust common shares. This was part of a scheduled vesting from a 2023 RSU grant and represents routine equity compensation activity rather than an open-market stock purchase.

How many NexPoint Residential Trust (NXRT) shares were used for tax withholding?

A total of 654 NexPoint Residential Trust common shares were withheld at $24.60 per share to satisfy tax liabilities. This F-code transaction is a tax-withholding disposition, meaning it is not an open-market sale and does not reflect discretionary selling by the insider.

What are Dennis Charles Sauter Jr’s holdings in NXRT after this Form 4?

Following the reported transactions, Dennis Charles Sauter Jr directly held 21,819 shares of NexPoint Residential Trust common stock and 4,144 Restricted Stock Units. These positions show he maintained a significant continuing equity interest after the compensation-related vesting and associated tax withholding.

What is the vesting schedule of the 2023 NXRT RSU grant reported in this filing?

The March 28, 2023 NexPoint Residential Trust RSU grant totaled 10,363 units, vesting one-fifth on March 28 of 2024, 2025, 2026, 2027, and 2028. Settlement generally occurs within 10 days of each vesting date and may be in cash at the Compensation Committee’s discretion.

Did the NXRT insider sell shares on the open market in this Form 4?

No open-market sale is reported. The only disposition is an F-code tax-withholding transaction of 654 shares at $24.60, used to pay tax obligations on vested equity. Such withholdings are mechanical and do not represent a discretionary market sale by the insider.

What does each NXRT Restricted Stock Unit represent in this filing?

Each NexPoint Residential Trust Restricted Stock Unit represents a contingent right to receive one share of common stock. Upon vesting, RSUs are settled generally within 10 days, either in shares or, at the Compensation Committee’s discretion, potentially in cash as described in the filing’s footnotes.

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

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Accepted by SEC EDGAR 03/31/2026 - 08:21 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^*

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)
03/28/2026

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	03/28/2026		M		2,073	A	(1)	22,473	D
Common Stock	03/28/2026		F		654	D	$24.6	21,819	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 Stock Units	(1)	03/28/2026		M			2,073	(2)	(2)	Common Stock	2,073	$0	4,144	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 March 28, 2023, the reporting person was granted 10,363 restricted stock units which vested one-fifth on March 28, 2024, one-fifth on March 28, 2025 and one-fifth on March 28, 2026, and which will vest one-fifth on March 28, 2027 and one-fifth on March 28, 2028. 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	03/31/2026
	** 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)