James Dondero - May 15, 2025 Form 4 Insider Report for NEXPOINT DIVERSIFIED REAL ESTATE TRUST (NXDT)

Signature
/s/ Paul Richards, as attorney-in-fact for James Dondero
Stock symbol
NXDT
Transactions as of
May 15, 2025
Transactions value $
$0
Form type
4
Date filed
5/19/2025, 06:57 PM
Previous filing
May 13, 2025
Next filing
May 27, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
DONDERO JAMES D President, Director, 10%+ Owner 300 CRESCENT COURT, SUITE 700, DALLAS /s/ Paul Richards, as attorney-in-fact for James Dondero 2025-05-19 0001228922

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NXDT Common Stock Award +84.7K +4.8% 1.85M May 15, 2025 See Footnote F1, F2, F5
transaction NXDT Common Stock Award +94.7K +5.12% 1.94M May 15, 2025 See Footnote F2, F3
transaction NXDT Common Stock Award +119K +6.15% 2.06M May 15, 2025 See Footnote F2, F4
holding NXDT Common Stock 738K May 15, 2025 See Footnote F5, F6
holding NXDT Common Stock 2.07M May 15, 2025 See Footnote F5, F7
holding NXDT Common Stock 4.88M May 15, 2025 Direct
holding NXDT Common Stock 6.28K May 15, 2025 As custodian of UTMA account for child 1 F5, F8
holding NXDT Common Stock 6.26K May 15, 2025 As custodian of UTMA account for child 2 F5, F8
holding NXDT Common Stock 6.28K May 15, 2025 As custodian of UTMA account for child 3 F5, F8
holding NXDT Common Stock 4.66K May 15, 2025 As custodian of UTMA account for child 4 F5, F8
holding NXDT Common Stock 4.45K May 15, 2025 As custodian of UTMA account for child 5 F5, F8
holding NXDT Common Stock 6.28K May 15, 2025 As custodian of UTMA account for child 6 F5, F8
holding NXDT Common Stock 582K May 15, 2025 See Footnote F5, F9
holding NXDT Common Stock 78.3K May 15, 2025 By employee benefit plan F5
* 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 84,735.06 common shares to the Adviser as payment of its fees for the month of January at a VWAP of $5.4762 per share.
F2 Following the transactions disclosed herein, 37,333 shares are held by Drugcrafters, L.P. ("Drugcrafters"), 81,039.19 shares are held by PCMG Trading Partners XXIII, L.P., 269,139 shares are held by Governance Re Ltd., 5,920 shares are held by NexPoint Real Estate Advisors, L.P., 14,958 shares are held by Highland Capital Management Services, L.P. ("HCM") and 1,661,335.52 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.
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 94,657.16 common shares to the Adviser as payment of its fees for the month of February at a VWAP of $5.0254 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 119,491.06 common shares to the Adviser as payment of its fees for the month of March at a VWAP of $3.9774 per share.
F5 Includes shares acquired under a dividend reinvestment plan and shares received pursuant to an elective stock dividend paid on the Company's common shares.
F6 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.
F7 Following the transactions disclosed herein, 1,444,014 shares are held by Highland Opportunities and Income Fund, 622,448 shares are held by Highland Global Allocation Fund (each of which 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.
F8 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.
F9 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