Dennis Charles Sauter Jr - 17 Apr 2025 Form 4 Insider Report for NEXPOINT DIVERSIFIED REAL ESTATE TRUST (NXDT)

Role
General Counsel and Secretary
Signature
/s/ Paul Richards, as attorney-in-fact for D.C. Sauter
Issuer symbol
NXDT
Transactions as of
17 Apr 2025
Transactions value $
$0
Form type
4
Filing time
21 Apr 2025, 18:40:00 UTC
Previous filing
07 Apr 2025
Next filing
13 May 2025
SEC
View on sec.gov
This filing has been restated, see here for the amended filing

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NXDT Common Stock Other +6.37K 6.37K 17 Apr 2025 See Footnote F1, F2
holding NXDT Common Stock 5.07K 17 Apr 2025 Direct

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 Profits LTIP Units Other +1.81K 1.81K 17 Apr 2025 Common Shares 1.81K Direct F1, F3, F4, F5
transaction NXDT Profits LTIP Units Other +5.44K +300% 7.25K 17 Apr 2025 Common Shares 5.44K Direct F1, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Acquired pursuant to that certain Agreement and Plan of Merger, dated as of November 22, 2024, by and among NexPoint Diversified Real Estate Trust (the "Issuer"), the Issuer's operating partnership (the "OP"), and those certain other parties thereto, with the exchange rate being equal to the quotient of $0.36 divided by the volume weighted average price of the shares of Common Stock quoted on the New York Stock Exchange for the ten (10) trading days prior to the closing of the merger of NHT Hospitality, Inc. with and into one of the Issuer's wholly owned subsidiaries which equaled $3.7228.
F2 The reporting person holds these shares indirectly through a limited partnership the reporting person controls. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F3 Represents Profits LTIP Units ("LTIP Units") in the OP . Each LTIP Units can ultimately be redeemed by the reporting person for cash or common shares of the Issuer at the option of the Issuer.
F4 On April 17, 2025, the reporting person was granted 7,252.5 LTIP Units of which 5,439.375 were vested immediately as of the grant date. The remaining LTIP Units will vest on December 13, 2025 and are not subject to expiration. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
F5 Subject to adjustment for certain events including stock splits, reverse stock splits, stock dividends and recapitalizations of Issuer.

Remarks:

General Counsel and Secretary