NexPoint (NXDT) director converts 7,813 RSUs, holds over 77k shares

Rhea-AI Filing Summary

NexPoint Diversified Real Estate Trust director Scott F. Kavanaugh exercised previously granted restricted share units into common shares. On April 3, 2026, 7,813 restricted share units converted into 7,813 common shares at an exercise price of $0.00 per share, reflecting vesting of equity compensation rather than a market purchase.

Following the transaction, Kavanaugh holds 28,656 common shares directly. In addition, 48,877 common shares are held indirectly through a benefit plan for his benefit, including shares acquired via elective stock dividends. No open-market buys or sells were reported in this filing, and no derivative awards remain outstanding from this grant.

Insights

Equity compensation and governance analyst

Director’s RSU vesting and share delivery looks like routine equity compensation.

The filing shows director Scott F. Kavanaugh converting 7,813 restricted share units into common shares at an exercise price of $0.00. This aligns with typical vesting and settlement of director equity awards, not an open-market purchase.

After the conversion, he directly owns 28,656 common shares and has an additional 48,877 shares held indirectly via a benefit plan, including elective stock dividends. With no sales or remaining derivatives disclosed from this grant, the activity appears administrative and compensation-related rather than signaling a change in sentiment.

Insider Trade Summary

7,813 shares exercised/converted

Mixed 3 txns

Insider KAVANAUGH SCOTT F

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Shares Units	7,813	$0.00	--
Exercise	Common Stock	7,813	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Shares Units — 0 shares (Direct); Common Stock — 28,656 shares (Direct); Common Stock — 48,877 shares (Indirect, By Benefit Plan)

Footnotes (1)

1. Each restricted shares unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust (the "Company"). Includes shares acquired pursuant to elective stock dividends paid on the Company's common shares. These shares are held in a defined plan for the benefit of the reporting person. On April 3, 2025, the reporting person was granted 7,813 restricted share units which vested on April 3, 2026. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

Key Figures

RSUs exercised: 7,813 units Exercise price: $0.00 per share Direct common shares after: 28,656 shares +3 more

6 metrics

RSUs exercised 7,813 units Restricted share units converted to common shares on April 3, 2026

Exercise price $0.00 per share Conversion of restricted share units into common shares

Direct common shares after 28,656 shares Direct NXDT ownership following RSU conversion

Indirect common shares via plan 48,877 shares Held in a defined plan for the reporting person’s benefit

RSU grant date April 3, 2025 Date 7,813 restricted share units were originally granted

RSU vest date April 3, 2026 Date the 7,813 restricted share units vested

Key Terms

restricted share units, elective stock dividends, defined plan, Compensation Committee

4 terms

restricted share units financial

"Each restricted shares unit represents a contingent right to receive one common share"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

elective stock dividends financial

"Includes shares acquired pursuant to elective stock dividends paid on the Company's common shares"

defined plan financial

"These shares are held in a defined plan for the benefit of the reporting person"

Compensation Committee financial

"may at the discretion of the Compensation Committee be settled in cash"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KAVANAUGH SCOTT F

(Last) (First) (Middle)

300 CRESCENT COURT, SUITE 700

(Street)

DALLAS TEXAS 75201

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NEXPOINT DIVERSIFIED REAL ESTATE TRUST [ NXDT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/03/2026		M		7,813	A	(1)	28,656(2)	D
Common Stock								48,877	I	By Benefit Plan(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Shares Units	(1)	04/03/2026		M			7,813	(4)	(4)	Common Shares	7,813	$0	0	D

Explanation of Responses:

1. Each restricted shares unit represents a contingent right to receive one common share of NexPoint Diversified Real Estate Trust (the "Company").

2. Includes shares acquired pursuant to elective stock dividends paid on the Company's common shares.

3. These shares are held in a defined plan for the benefit of the reporting person.

4. On April 3, 2025, the reporting person was granted 7,813 restricted share units which vested on April 3, 2026. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

	/s/ Paul Richards as attorney-in-fact for Scott Kavanaugh	04/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did NXDT director Scott F. Kavanaugh report in this Form 4?

Scott F. Kavanaugh reported the exercise of 7,813 restricted share units into 7,813 common shares of NexPoint Diversified Real Estate Trust (NXDT) at an exercise price of $0.00 per share, reflecting settlement of previously granted equity compensation rather than an open-market stock purchase.

How many NXDT shares does Scott F. Kavanaugh own after this transaction?

After the transaction, Scott F. Kavanaugh directly owns 28,656 NXDT common shares. He also has an indirect holding of 48,877 common shares through a benefit plan for his benefit, which includes shares accumulated from elective stock dividends on the company’s common shares.

What type of securities were involved in Scott F. Kavanaugh’s NXDT Form 4 filing?

The filing involves restricted share units and common shares of NXDT. On vesting, 7,813 restricted share units converted into 7,813 common shares, with each unit representing a contingent right to receive one common share of NexPoint Diversified Real Estate Trust upon vesting and settlement.

Was Scott F. Kavanaugh’s NXDT Form 4 a market purchase or sale of shares?

The Form 4 does not show a market purchase or sale. Instead, it records the exercise or conversion of 7,813 restricted share units into common shares at $0.00 per share, consistent with vesting of equity compensation granted earlier by NexPoint’s compensation program.

When were the NXDT restricted share units granted and when did they vest?

According to the footnotes, Scott F. Kavanaugh was granted 7,813 restricted share units on April 3, 2025. These units vested on April 3, 2026, with settlement generally occurring within ten days of vesting, either in common shares or potentially in cash at the Compensation Committee’s discretion.

What does the indirect NXDT share ownership by benefit plan mean for Scott F. Kavanaugh?

The Form 4 shows 48,877 NXDT common shares held indirectly in a defined benefit plan for Scott F. Kavanaugh. This means those shares are owned through a plan vehicle, rather than directly in his name, and include shares accumulated via elective stock dividends on the company’s common shares.