Vinebrook Homes Trust Inc

04/07/2025 | Press release | Distributed by Public on 04/07/2025 19:42

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
DONDERO JAMES D
2. Issuer Name and Ticker or Trading Symbol
VINEBROOK HOMES TRUST, INC. [NA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
300 CRESCENT COURT, SUITE 700 		3. Date of Earliest Transaction (Month/Day/Year)
04/03/2025
(Street)
DALLAS, TX 75201 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
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 04/03/2025 M 7,824.375 A (1) 125,803.91(2) D
Common Stock 04/04/2025 M 28,957 A (1) 154,760.91 D
Common Stock 04/04/2025 M 31,304.5 A (1) 186,065.41 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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) 04/03/2025 A 75,033 (3) (3) Common Stock 75,033 $ 0 75,033 D
Restricted Stock Units (1) 04/03/2025 M 7,824.375 (4) (4) Common Stock 7,824.375 $ 0 54,770.625 D
Restricted Stock Units (1) 04/04/2025 M 28,957 (5) (5) Common Stock 28,957 $ 0 0 D
Restricted Stock Units (1) 04/04/2025 M 31,304.5 (6) (6) Common Stock 31,304.5 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DONDERO JAMES D
300 CRESCENT COURT, SUITE 700
DALLAS, TX 75201 		X

Signatures

/s/ Paul Richards, as attorney-in-fact for James Dondero 04/07/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Each restricted stock unit represents a contingent right to receive one share of common stock of VineBrook Homes Trust, Inc. (the "Issuer").
(2) Includes shares of common stock acquired under the distribution reinvestment plan of the Issuer.
(3) On April 3, 2025, the reporting person was granted 75,033 restricted stock units, which will vest one-fourth on April 3, 2026, one-fourth on February 15, 2027, one-fourth on February 15, 2028 and one-fourth on February 15, 2029. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
(4) On April 3, 2024, the reporting person was granted 62,595 restricted stock units, which vested one-eighth on April 3, 2025 and will vest one-eighth on April 3, 2026, one-eighth on April 3, 2027, and one-eighth on April 3, 2028; the remaining half of the restricted stock units will vest upon the earlier to occur: the date of the closing of the initial public offering of the Issuer, the listing of Issuer common stock on a national securities exchange or the final time vesting date of April 3, 2028. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
(5) On May 11, 2020, the reporting person was granted 57,914 restricted stock units. The restricted stock units vested one-eighth on May 11, 2021, one-eighth on May 11, 2022, one-eighth on May 11, 2023, and one-eighth on May 11, 2024; the remaining half of the restricted stock units vested upon the Compensation Committee's deeming an initial public offering event of the Issuer occurred on April 4, 2025. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.
(6) On February 15, 2021, the reporting person was granted 62,609 restricted stock units. The restricted stock units vested one-eighth on February 15, 2022, one-eighth on February 15, 2023, one-eighth on February 15, 2024 and one-eighth on February 15, 2025; the remaining half of the restricted stock units vested upon the Compensation Committee's deeming an initial public offering event of the Issuer occurred on April 4, 2025. Settlement will generally occur within 10 days of vesting and may at the discretion of the Compensation Committee be settled in cash.

Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.