Every 8-K that Whitestone (WSR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow WSR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WSR filings page.
Whitestone REIT has been acquired by Ares Management-affiliated funds and taken private. On July 14, 2026, AREG Wizard Intermediate LP completed mergers in which Whitestone REIT and its operating partnership became subsidiaries of an Ares-sponsored parent. Each Whitestone common share and operating partnership unit, other than excluded securities, was converted into the right to receive $19.00 in cash, valuing the all-cash transaction at approximately $1.7 billion.
Concurrent with closing, Whitestone repaid and terminated its fourth amended and restated credit agreement, a Nationwide Life Insurance Company loan, and outstanding notes under a note purchase and guaranty agreement. Trading of Whitestone common shares on the NYSE was suspended on July 14, 2026, and the surviving company plans to delist and deregister the shares and suspend Exchange Act reporting. Whitestone’s board members resigned in connection with the change of control, and officers of the merger subsidiary became officers of the surviving company.
Whitestone REIT shareholders approved an all-cash acquisition by Ares Real Estate funds, under which Ares will acquire all outstanding common shares and operating partnership units for $19.00 per share or unit in a transaction valued at approximately $1.7 billion.
At the special meeting, 37,241,693 common shares were present, representing about 72.46% of the 51,393,977 shares outstanding as of the record date, and the key merger proposals received strong support. The company expects the merger to close on or about July 14, 2026, after remaining customary conditions are satisfied or waived.
Whitestone REIT agreed to be acquired by Ares Real Estate–affiliated funds in an all-cash merger valuing the company at approximately $1.7 billion. Holders of Whitestone common shares and operating partnership units will receive $19.00 in cash per share or unit.
The price reflects a 12.2% premium to Whitestone’s April 8, 2026 close and a 26.5% premium to the unaffected price before a March 5, 2026 Reuters article about a potential sale. The deal requires shareholder approval and other customary conditions and is expected to close in the third quarter of 2026.
The merger agreement includes a $36 million termination fee payable by Whitestone in certain circumstances and a $77 million reverse termination fee payable by Parent in others. Whitestone adopted an exclusive forum bylaw, approved new indemnification agreements for trustees and executives, and plans a special shareholder meeting while deferring its 2026 annual meeting.
Whitestone REIT reported stronger fourth-quarter and full-year 2025 results, with net income attributable to common shareholders per diluted share rising to $0.43 from $0.33 in Q4 2024 and to $0.95 from $0.72 for the full year.
The company delivered 4.0% Same Store Net Operating Income growth and record occupancy of 94.6%, supported by healthy leasing metrics and rental rate growth. Full-year Core FFO per diluted share and OP unit increased to $1.05 from $1.01, reflecting improved underlying property performance.
For 2026, Whitestone guides GAAP net income per diluted share to $0.38–$0.43 and Core FFO per diluted share and OP unit to $1.10–$1.14. The Board shifted from monthly to quarterly dividends and declared a first-quarter 2026 dividend of $0.1425 per share and OP unit, a 5.6% increase over the previous quarterly amount.
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.
Whitestone REIT reported receiving a $33.4 million payment under the Pillarstone Settlement Agreement. The company highlighted this payment in a press release dated December 15, 2025, which is provided as an exhibit.
The payment is a cash inflow related to the settlement rather than ongoing property operations. The disclosure is made under Regulation FD to provide broad, simultaneous access to this information for the market.
Whitestone REIT furnished an update on its business by announcing financial results for the three and nine months ended September 30, 2025. The company reported these quarterly figures through a press release dated October 29, 2025 and a Quarterly Supplemental Operating and Financial Data Package, each provided as exhibits to this report.
The press release is furnished as Exhibit 99.1 and the supplemental data as Exhibit 99.2, giving investors access to detailed operating and financial information for the period. These materials are designated as furnished rather than filed, meaning they are not incorporated into the company’s registration statements under the Securities Act of 1933.
Whitestone REIT entered an amended and restated credit agreement dated September 19, 2025 establishing a $375.0 million unsecured revolving credit facility and a $375.0 million unsecured term loan. The Revolver matures September 19, 2029 with two six-month extension options; the Term Loan matures January 31, 2031. Borrowings accrue interest at a Base Rate or Term SOFR plus an applicable margin; the Revolver initially priced at Term SOFR + 1.40%. The company entered into interest rate swaps to fix Term SOFR rates on the Term Loan, which carries staged Term SOFR+1.35% pricing (3.40% through 9/30/26; 3.36% from 10/1/26–1/31/28; 3.42% from 2/1/28–1/31/31). The A&R agreement eliminated a prior 10 basis point SOFR spread adjustment and reduced an unused fee on the Revolver by 5 basis points in certain cases. At closing the company used approximately $83.2 million to repay its prior revolver, $285 million to refinance its prior term loan, and $6.8 million to pay fees and expenses. The full credit agreement is filed as Exhibit 10.1 and a press release is filed as Exhibit 99.1.
Whitestone REIT entered into equity distribution agreements on September 16, 2025 to sell up to $100,000,000 of its common shares through an "at the market" program using multiple placement agents. The Shares will be offered under the company’s Form S-3 shelf registration and a prospectus supplement dated September 16, 2025. Sales may occur as block, negotiated or exchange transactions, including through market makers or ECNs. Placement agents may receive up to 2.0% of gross sales as compensation. The company is not obligated to sell any shares and the agreements are filed as Exhibit 1.1.