DONDERO JAMES D 4
4 · NEXPOINT DIVERSIFIED REAL ESTATE TRUST · Filed Jun 12, 2026
Research Summary
AI-generated summary of this filing
NEXPOINT (NXDT) President James Dondero Exercises RSUs
What Happened
James D. Dondero, President and a reported 10% owner of NexPoint Diversified Real Estate Trust (NXDT), had 36,692 restricted share units (RSUs) vest and convert into common shares on June 10, 2026. The Form 4 shows 36,692 shares as “acquired” via exercise/conversion of a derivative and the same 36,692 shares as “disposed” at $0.00 (derivative). Because the acquired and disposed amounts are equal, there is no net increase in his reported beneficial ownership from this transaction.
Key Details
- Transaction date: 2026-06-10; Form 4 filed: 2026-06-12 (filed timely).
- Reported amounts: 36,692 shares acquired (derivative); 36,692 shares disposed at $0.00 (derivative). Acquired price listed as N/A.
- Net effect: no net change in shares held (acquired and disposed amounts match).
- Relevant footnotes: F1 explains each restricted share unit equals a contingent right to one common share. F8 notes 146,768 RSUs were granted on 6/10/2025 and one-fourth (36,692) vested on 6/10/2026; future vesting dates are listed. Settlement generally occurs within 10 days of vesting and may be cash at the Compensation Committee’s discretion.
- Ownership context: filing includes multiple entities and custodial holdings tied to Mr. Dondero (F3–F7); he disclaims beneficial ownership of certain holdings except to the extent of his pecuniary interest.
Context and investor takeaways
- This was a derivative/vesting event (RSU conversion), not an open-market buy or sale. Such entries often reflect compensation vesting and routine tax/settlement mechanics rather than an expression of buy/sell sentiment.
- The matching acquired and disposed lines at $0.00 are consistent with immediate settlement or netting related to the RSU vesting (the filing notes settlement may be in cash), but the Form 4 does not show a cash amount for any share sale.
Insider Transaction Report
Form 4
DONDERO JAMES D
DirectorSee Remarks10% Owner
Transactions
- Exercise/Conversion
Common Stock
[F1][F2]2026-06-10+36,692→ 6,046,963.064 total - Exercise/Conversion
Restricted Share Units
[F1][F8]2026-06-10−36,692→ 110,076 total→ Common Shares (36,692 underlying)
Holdings
- 7,386.28(indirect: By Children)
Common Stock
[F2][F3] - 7,370.369(indirect: By Children)
Common Stock
[F2][F3] - 7,386.291(indirect: By Children)
Common Stock
[F2][F3] - 5,476.991(indirect: By Children)
Common Stock
[F2][F3] - 5,242.334(indirect: By Children)
Common Stock
[F2][F3] - 7,386.291(indirect: By Children)
Common Stock
[F2][F3] - 2,895,808.15(indirect: See Footnote)
Common Stock
[F2][F4] - 850,356(indirect: See Footnote)
Common Stock
[F2][F5] - 2,283,589(indirect: See Footnote)
Common Stock
[F2][F6] - 643,132(indirect: See Footnote)
Common Stock
[F2][F7] - 90,471.146(indirect: By employee benefit plan)
Common Stock
[F2]
Footnotes (8)
- [F1]Each restricted share unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust (the "Company").
- [F2]Includes shares acquired under a dividend reinvestment plan and shares received pursuant to an elective stock dividend paid on the Company's common shares.
- [F3]The shares are held for one of Mr. Dondero's children, through a custodial account established pursuant to the Uniform Transfer to Minors Act ("UTMA") for which Mr. Dondero serves as custodian. Mr. Dondero disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F4]43,224 shares are held by Drugcrafters, L.P. ("Drugcrafters"), 95,972.27 shares are held by PCMG Trading Partners XXIII, L.P., 297,351 shares are held by Governance Re Ltd., 14,962.88 shares are held by Highland Capital Management Services, L.P. ("HCM") and 2,444,298 shares are held by NexPoint Real Estate Advisers X, L.P. (the "Adviser"). Mr. Dondero owns 75% of PCMG Trading Partners XXIII, L.P. ("PCMG") and HCM, and PCMG owns 99% of Drugcrafters. Drugcrafters, PCMG, Governance Re Ltd., HCM and the Adviser are 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.
- [F5]These shares are held by The Dugaboy Investment Trust of which Mr. Dondero is the beneficiary pursuant to an employee purchase plan. Mr. Dondero disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F6]1,595,828 shares are held by Highland Opportunities and Income Fund and 687,761 shares are held by Highland Global Allocation Fund (both of which 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.
- [F7]These shares are held by subsidiaries of The Dugaboy Investment Trust. Mr. Dondero disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F8]On June 10, 2025, the reporting person was granted 146,768 restricted share units. The restricted share units vested one-fourth on June 10, 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.
Signature
/s/ Paul Richards, as attorney-in-fact for James Dondero|2026-06-12