Whitestone REIT (NYSE: WSR) sets $50M repurchase plan, raises Q1 2026 dividend

Rhea-AI Filing Summary

Whitestone REIT reported two capital return actions approved on December 18, 2025. The Board authorized a common share repurchase program allowing the company to buy back up to $50,000,000 of its outstanding common shares through May 20, 2028. Repurchases may occur in the open market, through privately negotiated transactions, accelerated share repurchase programs, or other lawful methods and can be suspended, modified, or discontinued at any time.

The Board also changed the dividend schedule from monthly to quarterly and declared a first quarter 2026 cash dividend of $0.1425 per common share and per operating partnership unit, a 5.6% increase over the previous quarterly dividend amount. This dividend will be paid on March 30, 2026 to shareholders and unitholders of record as of March 16, 2026. Future dividends will continue to be determined at the Board’s discretion based on financial performance, liquidity, capital needs, and market conditions.

Insights

REIT and capital allocation analyst

Whitestone adds a $50M buyback and lifts its dividend payout.

Whitestone REIT has introduced a capital return package combining share repurchases and a higher cash dividend. The authorization to repurchase up to $50,000,000 of common shares through May 20, 2028 gives the company flexibility to reduce share count using open market, privately negotiated, or accelerated share repurchase transactions, depending on pricing and market conditions.

The shift from monthly to quarterly dividends, paired with a first quarter 2026 dividend of $0.1425 per share and unit, represents a 5.6% increase over the prior quarterly amount. This indicates a willingness by the Board to modestly raise cash distributions while retaining discretion to adjust future dividends based on financial performance, liquidity, capital requirements, and market conditions as explicitly stated.

The overall impact on shareholders will depend on how much of the $50,000,000 repurchase capacity is ultimately used and whether the Board maintains or further adjusts the dividend after the first quarter of 2026, as future actions remain at its discretion.

false 0001175535 0001175535 2025-12-18 2025-12-18

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 Or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 18, 2025

Whitestone REIT

(Exact name of registrant as specified in charter)

Maryland		001-34855		76-0594970
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2600 South Gessner, Suite 500
Houston, Texas		77063
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (713) 827-9595

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule #14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares of Beneficial Interest, par value $0.001 per share	WSR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01.       Other Events.

Common Share Repurchase Program

On December 18, 2025, the Board of Trustees of Whitestone REIT (the “Company”) authorized a share repurchase program pursuant to which the Company may repurchase up to an aggregate of $50,000,000 of its outstanding common shares through May 20, 2028.

Repurchases under the share repurchase program may be made from time to time in the open market, in privately negotiated purchases, in accelerated share repurchase programs or by any other lawful means. 

The timing and amount of any repurchases will depend on a number of factors, including the price and availability of the Company’s common shares, market conditions, and other corporate considerations. The share repurchase program does not obligate the Company to repurchase any dollar amount or number of shares and may be suspended, modified, or discontinued at any time.

Dividend

On December 18, 2025, the Board of Trustees of Whitestone REIT approved a change to the Company’s dividend payment schedule from a monthly dividend to a quarterly dividend.

In connection with this change, the Board declared a quarterly cash dividend of $0.1425 per share on the Company’s common shares and $0.1425 per unit on the Company’s operating partnership units for the first quarter of 2026. The declared quarterly dividend represents a 5.6% increase over the Company’s previous quarterly dividend amount. The dividend will be payable on March 30, 2026 to shareholders and unitholders of record as of the close of business on March 16, 2026.

The declaration, amount, and payment of future dividends remain subject to the discretion of the Company’s Board of Trustees and will depend on, among other things, the Company’s financial performance, liquidity, capital requirements, and market conditions.

Item 7.01 – Regulation FD Disclosure.

On December 19, 2025, the Company issued a press release announcing the common stock repurchase program and the dividend. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in Item 7.01 of this Form 8-K, as well as Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations regarding future dividends and share repurchases. These statements are subject to risks and uncertainties that could cause actual results to differ materially. The Company undertakes no obligation to update these forward-looking statements except as required by law.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description of Exhibit
99.1		Press release of Whitestone REIT, dated December 19, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Whitestone REIT
			(Registrant)
Date:	December 19, 2025		By: /s/ John S. Hogan
			Name: John S. Hogan
			Title:   Chief Financial Officer

FAQ

What capital return actions did Whitestone REIT (WSR) approve in this 8-K?

Whitestone REIT’s Board authorized a common share repurchase program of up to $50,000,000 through May 20, 2028 and approved a change in its dividend schedule from monthly to quarterly with an increased first quarter 2026 dividend.

How large is Whitestone REIT's new share repurchase authorization?

The Board authorized Whitestone REIT to repurchase up to an aggregate of $50,000,000 of its outstanding common shares, with the program running through May 20, 2028. Repurchases may occur in the open market, in privately negotiated transactions, in accelerated share repurchase programs, or by other lawful means.

What change did Whitestone REIT (WSR) make to its dividend schedule?

Whitestone REIT’s Board approved a change from a monthly dividend schedule to a quarterly dividend schedule. This change takes effect with the first quarter of 2026, when the company will pay a quarterly dividend instead of monthly installments.

What is Whitestone REIT’s first quarter 2026 dividend amount and payment date?

For the first quarter of 2026, Whitestone REIT declared a quarterly cash dividend of $0.1425 per common share and $0.1425 per operating partnership unit. The dividend will be payable on March 30, 2026 to shareholders and unitholders of record as of the close of business on March 16, 2026.

How does the new dividend compare to Whitestone REIT’s previous level?

The declared first quarter 2026 quarterly dividend of $0.1425 per share and per unit represents a 5.6% increase over Whitestone REIT’s previous quarterly dividend amount, signaling a modest enhancement in cash distributions.

Is Whitestone REIT required to fully use the $50,000,000 repurchase authorization or maintain the new dividend level?

No. The share repurchase program does not obligate Whitestone REIT to repurchase any specific amount of shares and may be suspended, modified, or discontinued at any time. Likewise, the declaration, amount, and payment of future dividends remain subject to the Board’s discretion and will depend on financial performance, liquidity, capital requirements, and market conditions.