NORRIS DUSTIN DAVID 4

What Happened

• Dustin Norris, Executive Vice President of NexPoint Diversified Real Estate Trust (NXDT), had 7,245 restricted share units (RSUs) vest on June 10, 2026. Those RSUs converted into 7,245 common shares.
• To cover tax withholding, 1,973 of the vested shares were withheld (sell-to-cover) at $5.07 per share, totaling $10,003. Net shares delivered to Norris were 5,272 (7,245 vested minus 1,973 withheld).
• This was a scheduled vesting/settlement of an equity award (not an open-market buy or discretionary sale).

Key Details

• Transaction date: June 10, 2026; Form filed June 12, 2026 (timely filing).
• Vesting/conversion reported under derivative code M; tax withholding recorded under code F.
• Withheld shares: 1,973 @ $5.07 = $10,003 (sell-to-cover for taxes).
• Gross shares from vesting: 7,245; net shares received: 5,272.
• Footnotes: Each RSU equals a contingent right to one common share. Norris was originally granted 28,980 RSUs on June 10, 2025; one-fourth (7,245) vested on June 10, 2026, with remaining tranches vesting Feb 15, 2027, Feb 15, 2028, and Feb 15, 2029. Settlement generally occurs within 10 days of vesting and may be cash at the Compensation Committee’s discretion.
• Filing shows conversion/settlement of RSUs rather than an open-market sale or new purchase.

Context

• This is a routine equity award vesting. The RSUs converted to shares and part were withheld to satisfy tax obligations (a common cashless/withholding settlement), so it does not necessarily signal a bullish or bearish view by the insider.
• Code explanations: M = exercise/conversion of derivative (here, RSU conversion to common shares); F = payment of exercise price or tax liability via withholding.