James Dondero - Jan 31, 2025 Form 4 Insider Report for NEXPOINT DIVERSIFIED REAL ESTATE TRUST (NXDT)

Signature
/s/ James Dondero
Stock symbol
NXDT
Transactions as of
Jan 31, 2025
Transactions value $
$0
Form type
4
Date filed
2/3/2025, 04:31 PM
Previous filing
Aug 15, 2024
Next filing
Feb 19, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NXDT Common Stock Award +90.3K +6.59% 1.46M Jan 31, 2025 See Footnote F1, F2
transaction NXDT Common Stock Award +95.3K +6.52% 1.56M Jan 31, 2025 See Footnote F2, F3
transaction NXDT Common Stock Award +71.9K +4.62% 1.63M Jan 31, 2025 See Footnote F2, F4, F5
holding NXDT Common Stock 5.98K Jan 31, 2025 As custodian of UTMA account for child 1 F5, F6
holding NXDT Common Stock 5.97K Jan 31, 2025 As custodian of UTMA account for child 2 F5, F6
holding NXDT Common Stock 5.98K Jan 31, 2025 As custodian of UTMA account for child 3 F5, F6
holding NXDT Common Stock 4.44K Jan 31, 2025 As custodian of UTMA account for child 4 F5, F6
holding NXDT Common Stock 4.25K Jan 31, 2025 As custodian of UTMA account for child 5 F5, F6
holding NXDT Common Stock 5.98K Jan 31, 2025 As custodian of UTMA account for child 6 F5, F6
holding NXDT Common Stock 274K Jan 31, 2025 See Footnote F5, F7
holding NXDT Common Stock 2.01M Jan 31, 2025 See Footnote F8, F9
holding NXDT Common Stock 4.59M Jan 31, 2025 Direct F8
holding NXDT Common Stock 567K Jan 31, 2025 See Footnote F8, F10
holding NXDT Common Stock 73.6K Jan 31, 2025 By employee benefit plan
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Under the terms of the Advisory Agreement, dated July 1, 2022, by and between NexPoint Diversified Real Estate Trust (the "Company") and NexPoint Real Estate Advisers X, L.P. (the "Adviser"), as amended by that First Amendment to Advisory Agreement dated October 25, 2022, as amended by that Second Amendment to Advisory Agreement, dated April 11, 2023 and as amended by that Third Amendment to Advisory Agreement dated July 22, 2024 (the "Advisory Agreement"), the Adviser receives payment for a portion of its monthly fees under the Advisory Agreement in common shares of the Company. Such common shares received as payment are valued at the volume-weighted average price ("VWAP") of the shares for the 10 trading days prior to the end of the month for which such fees will be paid. The Company issued 90,327.16 common shares to the Adviser as payment of its fees for the month of October at a VWAP of $5.5431 per share.
F2 35,935 shares are held by Drugcrafters, L.P. ("Drugcrafters"), 77,705.36 shares are held by PCMG Trading Partners XXIII, L.P., 193,808 shares are held by Governance Re Ltd. and 1,321,272.24 shares (following the transactions described herein) are held by the Adviser. Mr. Dondero owns 75% of PCMG Trading Partners XXIII, L.P. ("PCMG") and PCMG owns 99% of Drugcrafters. Drugcrafters, PCMG, Governance Re Ltd. 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.
F3 Under the terms of the Advisory Agreement, the Adviser receives payment for a portion of its monthly fees under the Advisory Agreement in common shares of the Company. Such common shares received as payment are valued at the VWAP of the shares for the 10 trading days prior to the end of the month for which such fees will be paid. The Company issued 95,314.77 common shares to the Adviser as payment of its fees for the month of November at a VWAP of $5.3913 per share.
F4 Under the terms of the Advisory Agreement, the Adviser receives payment for a portion of its monthly fees under the Advisory Agreement in common shares of the Company. Such common shares received as payment are valued at the VWAP of the shares for the 10 trading days prior to the end of the month for which such fees will be paid. The Company issued 71,910.68 common shares to the Adviser as payment of its fees for the month of December at a VWAP of $6.9627 per share.
F5 Includes shares received pursuant to an elective stock dividend paid on the Company's common shares on December 31, 2024.
F6 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.
F7 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.
F8 Includes shares acquired under a dividend reinvestment plan and shares received pursuant to an elective stock dividend paid on the Company's common shares on December 31, 2024.
F9 1,406,480 shares are held by Highland Opportunities and Income Fund and 606,269 shares are held by Highland Global Allocation Fund. These entities are managed by NexPoint Asset Management, L.P. ("NexPoint Asset Management"), 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.
F10 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.

Remarks:

President