NexPoint Semiconductor Manufacturing DST D/A $136.94 mm in equity, sold $43.55 mm, 98 investors

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

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

Notice of Exempt Offering of Securities

OMB APPROVAL

OMB Number:	3235-0076
Estimated average burden
hours per response:	4.00

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

X None

Entity Type

0001998394

	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
X	Other (Specify)

Delaware Statutory Trust

Name of Issuer

NexPoint Semiconductor Manufacturing DST

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2023
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
NexPoint Semiconductor Manufacturing DST
Street Address 1		Street Address 2
300 CRESCENT COURT		SUITE 700
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
DALLAS	TEXAS	75201	833-697-6246

3. Related Persons

Last Name	First Name	Middle Name
NexPoint Real Estate Advisors IV, L.P.	N/A
Street Address 1	Street Address 2
300 Crescent Court	Suite 700
City	State/Province/Country	ZIP/PostalCode
Dallas	TEXAS	75201

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Sponsor of the Issuer

Last Name	First Name	Middle Name
Mitts	Brian
Street Address 1	Street Address 2
300 Crescent Court	Suite 700
City	State/Province/Country	ZIP/PostalCode
Dallas	TEXAS	75201

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Authorized Signatory of the Issuer

Last Name	First Name	Middle Name
McGraner	Matt
Street Address 1	Street Address 2
300 Crescent Court	Suite 700
City	State/Province/Country	ZIP/PostalCode
Dallas	TEXAS	75201

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Authorized Signatory of the Issuer

Last Name	First Name	Middle Name
NREA Life Sciences III, LLC	N/A
Street Address 1	Street Address 2
300 Crescent Court	Suite 700
City	State/Province/Country	ZIP/PostalCode
Dallas	TEXAS	75201

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Manager and Signatory Trustee of the Issuer

Last Name	First Name	Middle Name
NREA LS III Investment Co, LLC	N/A
Street Address 1	Street Address 2
300 Crescent Court	Suite 700
City	State/Province/Country	ZIP/PostalCode
Dallas	TEXAS	75201

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Contributor of the Issuer

4. Industry Group

Agriculture Banking & Financial Services Commercial Banking Insurance Investing Investment Banking Pooled Investment Fund Is the issuer registered as an investment company under the Investment Company Act of 1940? Yes No Other Banking & Financial Services Business Services Energy Coal Mining Electric Utilities Energy Conservation Environmental Services Oil & Gas Other Energy

Health Care Biotechnology Health Insurance Hospitals & Physicians Pharmaceuticals Other Health Care Manufacturing Real Estate Commercial Construction REITS & Finance Residential X Other Real Estate

Retailing Restaurants Technology Computers Telecommunications Other Technology Travel Airlines & Airports Lodging & Conventions Tourism & Travel Services Other Travel Other

5. Issuer Size

Revenue Range		OR	Aggregate Net Asset Value Range
	No Revenues			No Aggregate Net Asset Value
	$1 - $1,000,000			$1 - $5,000,000
	$1,000,001 - $5,000,000			$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000			$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000			$50,000,001 - $100,000,000
	Over $100,000,000			Over $100,000,000
X	Decline to Disclose			Decline to Disclose
	Not Applicable			Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

	Rule 504(b)(1) (not (i), (ii) or (iii))
	Rule 504 (b)(1)(i)
	Rule 504 (b)(1)(ii)
	Rule 504 (b)(1)(iii)
	Rule 506(b)
X	Rule 506(c)
	Securities Act Section 4(a)(5)

X Investment Company Act Section 3(c)

Section 3(c)(1) Section 3(c)(9)  

Section 3(c)(2) Section 3(c)(10)

Section 3(c)(3) Section 3(c)(11)

Section 3(c)(4) Section 3(c)(12)

X Section 3(c)(5) Section 3(c)(13)

Section 3(c)(6) Section 3(c)(14)

Section 3(c)(7)

7. Type of Filing

	New Notice	Date of First Sale	2023-11-20	First Sale Yet to Occur
X	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year? Yes X No

9. Type(s) of Securities Offered (select all that apply)

X	Equity	Pooled Investment Fund Interests
	Debt	Tenant-in-Common Securities
	Option, Warrant or Other Right to Acquire Another Security	Mineral Property Securities
	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security	Other (describe)

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $100,000 USD

12. Sales Compensation

Recipient	Recipient CRD Number None
Realized Financial, Inc.	22333
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
400 W. 15th St.	Suite 700
City	State/Province/Country	ZIP/Postal Code
Austin	TEXAS	78701
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

Recipient	Recipient CRD Number None
Emerson Equity LLC	130032
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
155 Bovet Road	Suite 725
City	State/Province/Country	ZIP/Postal Code
San Mateo	CALIFORNIA	94402
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

Recipient	Recipient CRD Number None
Aurora Securities	46147
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
2565 West Maple
City	State/Province/Country	ZIP/Postal Code
Troy	MICHIGAN	48084
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

Recipient	Recipient CRD Number None
McDermott Investment Services, LLC	154926
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
44 East Broad Street	2nd Floor
City	State/Province/Country	ZIP/Postal Code
Bethlehem	PENNSYLVANIA	18018
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
ARIZONA CALIFORNIA NEBRASKA

Recipient	Recipient CRD Number None
IBN Financial Services Inc.	42360
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
404 Old Liverpool Rd
City	State/Province/Country	ZIP/Postal Code
Liverpool	NEW YORK	13088
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA NEW HAMPSHIRE

Recipient	Recipient CRD Number None
Great Point Capital LLC	114203
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
200 West Jackson Blvd	Suite 1000
City	State/Province/Country	ZIP/Postal Code
Chicago	ILLINOIS	60606
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA COLORADO UTAH WASHINGTON

Recipient	Recipient CRD Number None
Patrick Capital Markets, LLC	16518
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
11152 South Towne Square
City	State/Province/Country	ZIP/Postal Code
St. Louis	MISSOURI	63123
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
GEORGIA MAINE

Recipient	Recipient CRD Number None
Cabin Securities, Inc.	137608
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
6240 W. 135th Street	Suite 214
City	State/Province/Country	ZIP/Postal Code
Overland Park	KANSAS	66223
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA HAWAII ILLINOIS MAINE MICHIGAN MONTANA VIRGINIA WASHINGTON

Recipient	Recipient CRD Number None
Innovation Partners LLC	146344
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
5950 Fairview Road	Suite 140
City	State/Province/Country	ZIP/Postal Code
Charlotte	NORTH CAROLINA	28210
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA OREGON

Recipient	Recipient CRD Number None
Capulent LLC	155155
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
4144 N. 44th Street	Ste 3
City	State/Province/Country	ZIP/Postal Code
Phoenix	ARIZONA	85018
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA COLORADO NEVADA

Recipient	Recipient CRD Number None
Arkadios Capital	282710
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
2827 Peachtree Rd NE	Suite 510
City	State/Province/Country	ZIP/Postal Code
Atlanta	GEORGIA	30305
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA FLORIDA ILLINOIS

Recipient	Recipient CRD Number None
FNEX Capital, LLC	166316
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
One Indiana Square	Suite 2252
City	State/Province/Country	ZIP/Postal Code
Indianapolis	INDIANA	46204
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

Recipient	Recipient CRD Number None
Saxony Securities, Inc.	115547
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
11152 S. Towne Square
City	State/Province/Country	ZIP/Postal Code
St. Louis	MISSOURI	63123
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
COLORADO

Recipient	Recipient CRD Number None
Centaurus Financial, Inc.	30833
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
2300 E. Katella Avenue	Suite 200
City	State/Province/Country	ZIP/Postal Code
Anaheim	CALIFORNIA	92806
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA MONTANA

Recipient	Recipient CRD Number None
Willow Cove Investment Group, Inc.	107824
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
5887 T Bar Lane
City	State/Province/Country	ZIP/Postal Code
Winneconne	WISCONSIN	54986
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

Recipient	Recipient CRD Number None
Stonecrest Capital Markets, Inc.	39616
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
300 W. 6th St.	Suite 1520
City	State/Province/Country	ZIP/Postal Code
Austin	TEXAS	78701
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
NEW JERSEY

Recipient	Recipient CRD Number None
Wealthforge Securities, LLC	152550
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
3015 W. Moore St.	Suite 102
City	State/Province/Country	ZIP/Postal Code
Richmond	VIRGINIA	23230
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA TEXAS WASHINGTON

Recipient	Recipient CRD Number None
Independent Financial Group, LLC	7717
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
12671 High Bluff Drive	Suite 200
City	State/Province/Country	ZIP/Postal Code
San Diego	CALIFORNIA	92130
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

Recipient	Recipient CRD Number None
APW Capital, Inc.	43814
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
100 Enterprise Drive	Suite 504
City	State/Province/Country	ZIP/Postal Code
Rockaway	NEW JERSEY	07866
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
NEW HAMPSHIRE

Recipient	Recipient CRD Number None
Stax Capital	300607
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
10525 Vista Sorrento Parkway	Suite 220
City	State/Province/Country	ZIP/Postal Code
San Diego	CALIFORNIA	92121
State(s) of Solicitation (select all that apply) Check “All States” or check individual States All States	Foreign/non-US
CALIFORNIA

13. Offering and Sales Amounts

Total Offering Amount	$136,944,633	USD	or Indefinite
Total Amount Sold	$43,552,127	USD
Total Remaining to be Sold	$93,392,506	USD	or Indefinite

Clarification of Response (if Necessary):

Regarding Item 11, the Issuer may accept smaller investments in the Sponsor's sole discretion.

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.

Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:

98

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$11,982,655	USD	X Estimate
Finders' Fees	$0	USD	X Estimate

Clarification of Response (if Necessary):

Sales Commissions include estimates of the maximum amount of Selling Commissions and DealerFees that may be paid.

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$3,671,668 USD X Estimate

Clarification of Response (if Necessary):

Item 16 is an estimate of offering expenses and acquisition fees that may accrue to one or more Related Persons.

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*

• Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
NexPoint Semiconductor Manufacturing DST	/s/Brian Mitts	Brian Mitts	Authorized Signatory of the Issuer	2024-08-20

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.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.