Richards Paul 4

4 · NEXPOINT DIVERSIFIED REAL ESTATE TRUST · Filed Apr 7, 2026

AI-generated summary of this filing

Updated Apr 8, 2026

NEXPOINT (NXDT) CFO Paul Richards Exercises RSUs, Sells Shares for Taxes

What Happened

Paul Richards, NexPoint Diversified Real Estate Trust’s Chief Financial Officer (also Executive VP‑Finance, Treasurer and Assistant Secretary), had restricted share units (RSUs) convert to common shares on April 3–4, 2026. A total of 15,365 shares were issued on conversion (9,768 on Apr 3 and 5,597 on Apr 4). To satisfy tax withholding, 8,466 shares were surrendered (4,952 on Apr 3 and 3,514 on Apr 4) at $4.43 per share, generating $21,937 and $15,567 respectively (total $37,504). The derivative conversion lines showing $0 reflect the non‑cash conversion of RSUs into shares.

Key Details

Transaction dates and prices:
- Apr 3, 2026: 9,768 RSUs converted; 4,952 shares withheld at $4.43 ($21,937) for taxes.
- Apr 4, 2026: 5,597 RSUs converted; 3,514 shares withheld at $4.43 ($15,567) for taxes.
Net shares from these vesting events: 15,365 converted − 8,466 withheld = 6,899 net shares delivered to Richards.
Shares owned after transaction: not disclosed in the filing.
Footnotes: RSUs represent contingent rights to one common share each. Grants: 39,069 RSUs granted Apr 3, 2025 (1/4 vested Apr 3, 2026; remaining vesting through 2029) and 22,388 RSUs granted Apr 4, 2023 (staggered vesting through 2027). Settlement generally occurs within 10 days and may be in cash at the Compensation Committee’s discretion.
Filing timeliness: the filing is marked late (L).

Context

This was not an open‑market sale for investment reasons but a routine tax withholding on RSU vesting (similar to a cashless exercise/settlement). Such withholding is common and does not by itself indicate insider sentiment about the stock.

Form 4

Period: 2026-04-03

See Remarks

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-04-03+9,768→ 138,003 total
Tax Payment
Common Stock
2026-04-03$4.43/sh−4,952$21,937→ 133,051 total
Exercise/Conversion
Common Stock
[F1]
2026-04-04+5,597→ 138,648 total
Tax Payment
Common Stock
2026-04-04$4.43/sh−3,514$15,567→ 135,134 total
Exercise/Conversion
Restricted Share Units
[F1][F2]
2026-04-03−9,768→ 29,301 total
→ Common Shares (9,768 underlying)
Exercise/Conversion
Restricted Share Units
[F1][F3]
2026-04-04−5,597→ 5,597 total
→ Common Shares (5,597 underlying)

Footnotes (3)

[F1]Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust.
[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.
[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.

Signature

/s/ Paul Richards|2026-04-07

1 file