DONDERO JAMES D 4
4 · NexPoint Residential Trust, Inc. · Filed May 27, 2026
Research Summary
AI-generated summary of this filing
NXRT — 10% Owner James Dondero Exercises/Converts 19,577 Shares
What Happened
- James D. Dondero (reported as a 10% owner) executed a derivative conversion/exercise on May 22, 2026. The Form 4 shows 19,577 shares acquired via an exercise/conversion of a derivative (code M) and an equal 19,577 shares listed as disposed at a $0.00 price. No cash proceeds are reported for the disposal (price = $0 / total $0).
- This was not an open-market purchase or sale for cash; it reflects conversion/settlement of a derivative/award and an internal transfer or settlement rather than a routine sale to outside buyers.
Key Details
- Transaction date: 2026-05-22; Form filed: 2026-05-27.
- Reported transactions: 19,577 shares acquired by exercise/conversion (code M) and 19,577 shares disposed at $0.00.
- Price/Value: acquisition price listed as N/A; disposal price listed as $0 (total value $0).
- Shares owned after transaction: not specified in the provided excerpt. Footnotes show substantial related-party and managed-entity holdings (see notes below).
- Notable footnotes:
- F1: Restricted stock units (RSUs) represent contingent rights to receive one share.
- F8: Describes an RSU grant (10,715 RSUs) with a vesting schedule, indicating prior RSU grants/vesting activity.
- F3–F7: Many shares are held by trusts, funds, or managed entities; Mr. Dondero disclaims beneficial ownership of certain holdings except to the extent of his pecuniary interest.
- Filing timeliness: Transaction occurred 5 days before the Form 4 filing date (May 22 → filed May 27). Form 4s are generally required within 2 business days of the transaction, so this appears to be a late filing.
Context
- Code M denotes an exercise or conversion of a derivative (e.g., RSUs, options). Because an equal number of shares were listed as disposed at $0, this appears to reflect settlement/transfer activity (such as conversion of RSUs and transfer to related entities or for tax/administrative purposes) rather than a market sale.
- As a reported 10% owner, Dondero’s transactions often reflect transfers among related trusts or managed funds; such activity is institutional/organizational in nature and not the same signal as an executive buying or selling for personal investment reasons.
- Retail investors should view this as routine internal/settlement activity unless further filings clarify open-market purchases or sales.
Insider Transaction Report
Form 4
DONDERO JAMES D
DirectorPresident10% Owner
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-05-22+19,577→ 732,285 total - Exercise/Conversion
Restricted Stock Units
[F1][F8]2026-05-22−19,577→ 78,306 total→ Common Stock (19,577 underlying)
Holdings
- 1,335,251(indirect: By Trust)
Common Stock
[F2][F3] - 161,970(indirect: By NexPoint Advisors, L.P.)
Common Stock
[F2][F4] - 409,063(indirect: See Footnote)
Common Stock
[F5] - 15,456(indirect: See Footnote)
Common Stock
[F2][F6] - 856,929(indirect: See Footnote)
Common Stock
[F7] - 44,104.143(indirect: By 401(k))
Common Stock
[F2]
Footnotes (8)
- [F1]Each restricted stock unit represents a contingent right to receive one share of common stock of NexPoint Residential Trust, Inc.
- [F2]Includes shares acquired under a dividend reinvestment plan.
- [F3]These shares are held by a trust. Mr. Dondero disclaims beneficial ownership of such shares.
- [F4]36,822 shares are held by NexPoint Real Estate Strategies Fund, 101,739 shares are held by NexPoint Diversified Real Estate Trust and 23,409 shares are held by NexPoint Capital, Inc. These entities are managed by NexPoint Advisors, L.P. ("NP"). Mr. Dondero is the sole member of NP's general partner, and may be deemed to be an indirect beneficial owner of shares held by NP. Mr. Dondero disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F5]213,700 shares are held by Highland Opportunities and Income Fund and 195,363 shares are held by Highland Global Allocation Fund. These entities are managed by NexPoint Asset Management, L.P., which is ultimately controlled by Mr. Dondero. Mr. Dondero may be deemed to be an indirect beneficial owner of shares held by such entities. Mr. Dondero disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F6]These shares are held through PCMG Trading Partners XXIII, L.P. ("PCMG"). The reporting person may be deemed to be an indirect beneficial owner of the shares held by PCMG. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F7]These shares are held by a subsidiary of the trust referenced in footnote 2 to this Form 4. Mr. Dondero disclaims beneficial ownership of such shares.
- [F8]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.
Signature
/s/ Paul Richards as attorney-in-fact for James D. Dondero|2026-05-27