James Dondero - Aug 13, 2024 Form 4 Insider Report for NEXPOINT DIVERSIFIED REAL ESTATE TRUST (NXDT)

Signature
/s/ James Dondero
Stock symbol
NXDT
Transactions as of
Aug 13, 2024
Transactions value $
$0
Form type
4
Date filed
8/15/2024, 04:16 PM
Previous filing
Jul 1, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NXDT Common Stock Award +70.7K +8.41% 911K Aug 13, 2024 See Footnote F1, F2
transaction NXDT Common Stock Award +82.6K +9.06% 994K Aug 13, 2024 See Footnote F2, F3
transaction NXDT Common Stock Award +86K +8.65% 1.08M Aug 13, 2024 See Footnote F2, F4, F5
holding NXDT Common Stock 261K Aug 13, 2024 See Footnote F5, F6
holding NXDT Common Stock 1.95M Aug 13, 2024 See Footnote F7, F8
holding NXDT Common Stock 4.28M Aug 13, 2024 Direct F7
holding NXDT Common Stock 549K Aug 13, 2024 See Footnote F7, F9
holding NXDT Common Stock 69.6K Aug 13, 2024 By employee benefit plan
holding NXDT Common Stock 5.7K Aug 13, 2024 As custodian of UTMA account for child 1 F5, F10
holding NXDT Common Stock 5.68K Aug 13, 2024 As custodian of UTMA account for child 2 F5, F10
holding NXDT Common Stock 5.7K Aug 13, 2024 As custodian of UTMA account for child 3 F5, F10
holding NXDT Common Stock 4.23K Aug 13, 2024 As custodian of UTMA account for child 4 F5, F10
holding NXDT Common Stock 4.04K Aug 13, 2024 As custodian of UTMA account for child 5 F5, F10
holding NXDT Common Stock 5.7K Aug 13, 2024 As custodian of UTMA account for child 6 F5, F10
* 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, and as amended by that Second Amendment to Advisory Agreement, dated April 11, 2023 (the "Advisory Agreement"), the Adviser may elect to receive 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 70,660.98 common shares to the Adviser as payment of its fees for the month of April at a VWAP of $6.2395 per share.
F2 34,320 shares are held by Drugcrafters, L.P. ("Drugcrafters"), 73,956.48 shares are held by PCMG Trading Partners XXIII, L.P., 187,645 shares are held by Governance Re Ltd. and 783,689.81 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 may elect to receive 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 82,576.52 common shares to the Adviser as payment of its fees for the month of May at a VWAP of $5.4513 per share.
F4 Under the terms of the Advisory Agreement, the Adviser may elect to receive 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 85,996.95 common shares to the Adviser as payment of its fees for the month of June at a VWAP of $5.1268 per share.
F5 Includes shares received pursuant to an elective stock dividend paid on the Company's common shares on June 28, 2024.
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 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 June 28, 2024.
F8 1,361,749 shares are held by Highland Opportunities and Income Fund and 586,988 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.
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.
F10 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.

Remarks:

President