Nexpoint Diversified Real Estate Trust (NXDT)

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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One page per director: the seat, the committees and the fee table, read for one person at a time.

Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.

Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

The Company does not pay cash compensation to its named executive officers, who are employees of the Adviser; instead, the Adviser compensates them based on a robust review process considering projected goals, performance relative to those goals, and metrics such as asset growth, deal sourcing, and investment performance. The compensation committee may grant equity-based awards to align executive interests with shareholders, though it does not currently engage in benchmarking due to the lack of comparable data for externally-managed REITs.

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

a. Approved under the standard stated in the filing — “2 Advisory Vote to Approve the Compensation of Our Named Executive Officers Affirmative vote of a majority of the Shares present or represented by proxy and entitled to vote on the matter No Abstentions will have the effect of a vote against the proposal, and broker non-votes are not considered entitled to vote on the matter and will have no effect No.”.

b. Approved under the standard stated in the filing — “2 Advisory Vote to Approve the Compensation of Our Named Executive Officers Affirmative vote of a majority of the Shares present or represented by proxy and entitled to vote on the matter No Abstentions will have the effect of a vote against the proposal, and broker non-votes are not considered entitled to vote on the matter and will have no effect No.”.

c. Approved under the standard stated in the filing — “2 Advisory Vote to Approve the Compensation of Our Named Executive Officers Affirmative vote of a majority of the Shares present or represented by proxy and entitled to vote on the matter No Abstentions will have the effect of a vote against the proposal, and broker non-votes are not considered entitled to vote on the matter and will have no effect No.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

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