STRATUS PROPERTIES INC (STRS) SEC Filings

Oasis Investments II Master Fund Ltd., Oasis Management Company Ltd., and Seth Fischer report their current ownership in Stratus Properties Inc. common stock. Each reporting person states beneficial ownership of 666,575 shares, representing 8.4% of the outstanding common stock, with all voting and dispositive power held on a shared basis and none held solely.

The ownership percentage is calculated using 7,982,723 shares outstanding as of April 30, 2026, as reported by Stratus Properties Inc. Oasis Investments II Master Fund Ltd. indicates that its transactions in Stratus shares since Amendment No. 7 were conducted in the open market and are set forth in Schedule D, while the other reporting persons state they did not enter transactions during that period. The event triggering this ownership update is dated July 31, 2026.

Stratus Properties Inc. is proceeding to remove its common stock, par value $0.01 per share, from listing and registration on The Nasdaq Stock Market LLC under Section 12(b) of the Securities Exchange Act of 1934. The company indicates that it has complied with the rules of Nasdaq and the requirements of 17 CFR 240.12d2-2(c) governing the voluntary withdrawal of this class of securities from listing and registration. The notification is certified on the company’s behalf by Senior Vice President and Chief Financial Officer Erin D. Pickens on July 31, 2026.

Entities associated with Oasis Management Co. Ltd. reported open-market sales of Stratus Properties Inc. common stock. On July 7–8, 2026, they sold a combined 58,720 shares at prices around $27.50 per share. Each transaction was reported as indirect ownership tied to Oasis Investments II Master Fund Ltd., with footnotes expressly disclaiming beneficial ownership beyond any pecuniary interest.

Stratus Properties Inc. received an updated ownership filing from Oasis Management and related parties. The group reports beneficial ownership of 843,517 shares of Stratus common stock, representing 10.6% of the outstanding shares, based on 7,982,723 shares outstanding as of April 30, 2026.

Oasis Management Company Ltd., Oasis Investments II Master Fund Ltd., and individual investor Seth Fischer each report shared voting and shared dispositive power over the same 843,517 shares and no sole voting or dispositive power. The amendment updates the ownership and recent trading information under Items 5(a)-(c) of their Schedule 13D.

Stratus Properties Inc. large shareholder Oasis Investments II Master Fund Ltd. reported open-market sales of common stock held indirectly. The fund sold 10,000 shares at $28.90 on June 30, 2026 and 117,612 shares at an average price of $28.0339 on July 2, 2026, totaling 127,612 shares.

After these transactions, the Oasis II Fund is reported with 843,517 shares of Stratus Properties common stock held indirectly. Oasis Management Company Ltd. acts as investment manager to the Oasis II Fund, and Seth Fischer supervises its investment activities. The reporting persons expressly disclaim beneficial ownership beyond any pecuniary interest.

Stratus Properties Inc. is moving forward with its previously approved plan of complete liquidation and dissolution. The Board declared an initial liquidating distribution, in the form of a special cash dividend, of $5.00 per share, payable on July 20, 2026 to stockholders of record as of July 13, 2026.

The Board also unanimously approved voluntarily delisting Stratus’ common stock from Nasdaq and subsequently deregistering it with the SEC to suspend Exchange Act reporting. Stratus expects to file Form 25 on or about July 31, 2026, with delisting effective on or about August 10, 2026, followed by a Form 15 to terminate registration and ongoing reporting.

Stratus Properties Inc. completed the sale of the retail component of its Jones Crossing development, including undeveloped commercial acreage, for $46.5 million in cash. After selling costs and repayment of the related project loan, the transaction generated pre-tax net cash proceeds of approximately $21.7 million.

The retail asset sale is part of Stratus’ stockholder-approved Plan of Liquidation, under which it aims to sell substantially all assets and distribute net proceeds to stockholders. A portion of the proceeds was used to pay the full $24.0 million project loan, reducing debt and increasing equity.

Pro forma as of March 31, 2026, total liabilities decrease from $182.1 million to $147.3 million, while total equity rises from $350.4 million to $374.7 million. For 2025, pro forma net income attributable to common stockholders increases from $11.98 million to $31.99 million, largely reflecting an approximately $20.0 million pre-tax gain on the Jones Crossing – Retail disposition and related lease and interest adjustments. Stratus retains the 21-acre multi-family component of Jones Crossing.

Stratus Properties Inc. entered into amended loan agreements for its 50%-owned Holden Hills, L.P., updating the senior secured construction financing for the Holden Hills Phase 1 project. The modifications extend the loan’s maturity to August 8, 2027 and increase the potential principal by about $9.9 million to a maximum aggregate commitment of the least of roughly $36.0 million, 29.0% of total development costs, or an amount capped at a 30.0% loan-to-value ratio.

The interest rate is set at one-month Term Secured Overnight Financing Rate, with a 0.50% floor, plus 3.00%, subject to a minimum overall rate of 3.50%. As of June 10, 2026, the outstanding principal balance is about $12.6 million with approximately $12.8 million still available for additional advances, supporting ongoing development of residential, amenity and infrastructure improvements in Phase 1.

Stratus Properties Inc. director Joseph James reported an open-market sale of 3,380 shares of Common Stock at an average price of $27.7711 per share. Following this transaction, he beneficially owns 2,286 Common Stock Restricted Stock Units, which represent his remaining reported equity position in the company.