DONDERO JAMES D 4

What Happened

• James D. Dondero, a director of VineBrook Homes Trust, Inc., had 34,632.5 restricted stock units (RSUs) vest on February 17, 2026. The filing reports an exercise/conversion of derivative (code M): 34,632.5 shares acquired and simultaneously 34,632.5 shares disposed at $0.00. Reported cash value for the disposed shares is $0.

Key Details

• Transaction date: 2026-02-17; Filing date: 2026-02-19 (filed within the Form 4 two-business-day deadline).
• Reported activity: Exercise/conversion of derivative (M) — 34,632.5 shares acquired and 34,632.5 shares disposed at $0.00.
• Shares owned after transaction: not listed in the excerpt of the filing.
• Relevant footnotes:
  • F1: Each RSU represents a contingent right to one share.
  • F3: The RSUs were from a Feb 17, 2022 grant of 55,412 RSUs that vested in installments; five-eighths (34,632.5) vested on Feb 17, 2026. Settlement generally occurs within 10 days and may be cash-settled at the Compensation Committee’s discretion.
• The disposal at $0.00 commonly reflects shares withheld or surrendered to satisfy tax withholding or settlement requirements (consistent with RSU settlement practices), not an open-market sale.

Context

• This was a vesting/settlement of RSUs, not a purchase or market sale by the insider; it does not directly signal a buy or sell decision. For RSU settlements, it’s common for a portion or all of the vested shares to be withheld to cover taxes or to be cash-settled, which appears to be the case here.