James Dondero - Apr 4, 2024 Form 4 Insider Report for NEXPOINT DIVERSIFIED REAL ESTATE TRUST (NXDT)

Role: President, Director, 10%+ Owner
Signature: /s/ James Dondero
Stock symbol: NXDT
Transactions as of: Apr 4, 2024
Transactions value $: $0
Form type: 4
Date filed: 4/8/2024, 07:07 PM
Previous filing: Apr 4, 2024
Next filing: Apr 15, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NXDT	Common Stock	Options Exercise		+46.9K	+1.13%		4.21M	Apr 4, 2024	Direct	F1, F2
holding	NXDT	Common Stock						597K	Apr 4, 2024	See Footnote	F3
holding	NXDT	Common Stock						1.9M	Apr 4, 2024	See Footnote	F4
holding	NXDT	Common Stock						103K	Apr 4, 2024	See Footnote	F5
holding	NXDT	Common Stock						527K	Apr 4, 2024	See Footnote	F2, F6
holding	NXDT	Common Stock						65.9K	Apr 4, 2024	By employee benefit plan	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NXDT	Restricted Shares Units	Options Exercise	$0	-46.9K	-25%	$0.00	141K	Apr 4, 2024	Common Shares	46.9K		Direct	F1, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted shares unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust.
F2	Includes shares acquired under a dividend reinvestment plan.
F3	32,082 shares are held by Drugcrafters, L.P. ("Drugcrafters"), 69,495.55 shares are held by PCMG Trading Partners XXIII, L.P., 180,159 shares are held by Governance Re Ltd. and 315,668.61 shares are held by the Adviser. Mr. Dondero owns 75% of PCMG Trading Partners XXIII, L.P. ("PCMG") and PCMG owns 99% of Drugcrafters. These entities 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.
F4	1,330,582 shares are held by Highland Opportunities and Income Fund and 573,554 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.
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	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.
F7	On April 4, 2023, the reporting person was granted 187,662 restricted shares units which vested one-fourth on April 4, 2024, and will vest one-fourth on April 4, 2025, one-fourth on April 4, 2026 and one-fourth on April 4, 2027. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

Remarks:

President