Statement of Changes in Beneficial Ownership (4)
May 13 2022 - 07:56PM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * DONDERO JAMES D |
2. Issuer Name and Ticker or Trading
Symbol NexPoint Residential Trust, Inc. [ NXRT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
President |
(Last)
(First)
(Middle)
300 CRESCENT COURT, SUITE 700 |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/11/2022
|
(Street)
DALLAS, TX 75201
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
5/11/2022 |
|
M |
|
6779 |
A |
(1) |
60915 (2) |
D |
|
Common Stock |
|
|
|
|
|
|
|
146738 (2) |
I |
By NexPoint Advisors, L.P. (3) |
Common Stock |
|
|
|
|
|
|
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348601 (2) |
I |
See Footnote (4) |
Common Stock |
|
|
|
|
|
|
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2016138.58 (2) |
I |
By trust (5) |
Common Stock |
|
|
|
|
|
|
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12205 (2) |
I |
See Footnote (6) |
Common Stock |
|
|
|
|
|
|
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63719 |
I |
See Footnote (7) |
Common Stock |
|
|
|
|
|
|
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30517.3291 |
I |
By 401(k) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 Stock Units |
(1) |
5/11/2022 |
|
M |
|
|
6779 |
(8) |
(8) |
Common Stock |
6779 |
$0 (8) |
20337 |
D |
|
Explanation of
Responses: |
(1) |
Each restricted stock unit
represents a contingent right to receive one share of common stock
of NexPoint Residential Trust, Inc. |
(2) |
Includes shares acquired
under a dividend reinvestment plan. |
(3) |
36,822 shares are held by
NexPoint Real Estate Strategies Fund, 86,648 shares are held by
NexPoint Strategic Opportunities Fund and 23,268 shares are held by
NexPoint Capital, Inc. These entities are managed by by NexPoint
Advisors, L.P. ("NP"). Mr. Dondero is the sole member of NP's
general partner, and may be deemed to be an indirect beneficial
owner of shares held by NP. Mr. Dondero disclaims beneficial
ownership of such shares except to the extent of his pecuniary
interest therein. |
(4) |
166,376 shares are held by
Highland Global Allocation Fund, 28,317 shares are held by Highland
Small-Cap Equity Fund and 153,908 shares are held by Highland
Income Fund. These entities are managed by Highland Capital
Management Fund Advisers, 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. |
(5) |
These shares are held by a
trust. Mr. Dondero disclaims beneficial ownership of such
shares. |
(6) |
These shares are held
through PCMG Trading Partners XXIII, L.P. ("PCMG"). The reporting
person may be deemed to be an indirect beneficial owner of the
shares held by PCMG. The reporting person disclaims beneficial
ownership of such shares except to the extent of his pecuniary
interest therein. |
(7) |
These shares are held by
subsidiaries of the trust referenced in footnote 5 to this Form 4.
Mr. Dondero disclaims beneficial ownership of such
shares. |
(8) |
On May 11, 2020, the
reporting person was granted 33,895 restricted stock units which
vested one-fifth on May 11, 2021 and one-fifth on May 11, 2022, and
will vest one-fifth on May 11, 2023, one-fifth on May 11, 2024 and
one-fifth on May 11, 2025. Settlement will generally occur within
10 days of vesting and may at the discretion of the Compensation
Committee be settled in cash. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
DONDERO JAMES D
300 CRESCENT COURT
SUITE 700
DALLAS, TX 75201 |
X |
X |
President |
|
Signatures
|
/s/ Brian Mitts, as
attorney-in-fact |
|
5/13/2022 |
**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 control number. |
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