Whitestone REIT (WSR) General Counsel reports share vesting and tax withholding

Rhea-AI Filing Summary

Whitestone REIT reported a change in holdings for its General Counsel & Secretary, Peter Tropoli. On 01/02/2026, he acquired 38,314 common shares at $0, representing restricted common shares issued upon vesting of performance-based restricted stock units granted in 2023 under the company’s 2018 Long-Term Equity Incentive Ownership Plan. These units vested at 200% of target based on Whitestone’s #1 peer group ranking for total shareholder return for the performance period from January 1, 2023 through December 31, 2025.

On the same date, 15,455 common shares were disposed of at a value of $13.89 per share, representing shares withheld by the company to satisfy tax withholding obligations related to the vesting. Following these transactions, Tropoli beneficially owns 170,335 common shares, held directly.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

TROPOLI PETER

(Last) (First) (Middle)

2600 SOUTH GESSNER

SUITE 500

(Street)

HOUSTON TX 77063

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Whitestone REIT [ WSR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

4. If Amendment, Date of 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

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 Shares	01/02/2026		A		38,314(1)	A	$0	185,790	D
Common Shares	01/02/2026		F		15,455(2)	D	$13.89(3)	170,335	D

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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Represents restricted common shares issued upon vesting of performance based restricted stock units granted in 2023 under the Company's 2018 Long-Term Equity Incentive Ownership Plan, which vested at 200% of target based on the Company's #1 peer group ranking for total shareholder return for the performance period from January 1, 2023 through December 31, 2025.

2. Represents common shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of certain restricted units previously granted pursuant to the Company's 2018 Long-Term Equity Incentive Ownership Plan.

3. Per Share value assigned by the Company to the tax withholding shares based on the closing sales price of the common shares on December 31, 2025.

	/s/ John Scott Hogan Attorney-in Fact for Peter Tropoli	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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FAQ

What insider transaction did Whitestone REIT (WSR) report for its General Counsel?

Whitestone REIT reported that General Counsel & Secretary Peter Tropoli received 38,314 common shares on 01/02/2026 upon vesting of performance-based restricted stock units granted in 2023.

Why did Peter Tropoli receive 38,314 Whitestone REIT (WSR) shares?

The 38,314 restricted common shares were issued upon vesting of performance-based restricted stock units under the 2018 Long-Term Equity Incentive Ownership Plan, which vested at 200% of target due to Whitestone’s #1 peer group total shareholder return ranking for the period from January 1, 2023 through December 31, 2025.

Why were 15,455 Whitestone REIT (WSR) shares disposed of in this filing?

The 15,455 common shares reported as disposed of on 01/02/2026 were withheld by the company to satisfy tax withholding obligations tied to the vesting of previously granted restricted units.

What share price was used for Whitestone REIT (WSR) tax withholding shares?

The company assigned a per-share value of $13.89 to the tax withholding shares, based on the closing sales price of Whitestone REIT common shares on December 31, 2025.

How many Whitestone REIT (WSR) shares does Peter Tropoli own after these transactions?

After the reported transactions, Peter Tropoli beneficially owns 170,335 Whitestone REIT common shares, held directly.

What performance period determined the vesting of Whitestone REIT (WSR) performance-based units?

The performance-based restricted stock units vested based on total shareholder return performance over the period from January 1, 2023 through December 31, 2025, during which Whitestone REIT achieved a #1 peer group ranking.