Whitestone REIT (NYSE: WSR) director receives $19 cash per share in merger

Rhea-AI Filing Summary

Whitestone REIT director Jeffrey Alan Jones reported a disposition of 45,728 Common Shares on July 14, 2026. Under an Agreement and Plan of Merger dated April 8, 2026, each Company Common Share was converted into the right to receive $19.00 in cash. As a result of the merger, Jones now beneficially owns 0 shares and, following the company’s delisting and deregistration, will cease to have reporting obligations.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Jones Jeffrey Alan

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Shares	45,728	$19.00	$869K

Holdings After Transaction: Common Shares — 0 shares (Direct)

Footnotes (1)

1. [object Object]

Key Figures

Shares disposed: 45,728 shares Cash per share in merger: $19.00 per share Shares held after transaction: 0 shares +2 more

5 metrics

Shares disposed 45,728 shares Common Shares disposed to issuer on July 14, 2026

Cash per share in merger $19.00 per share Cash payment for each Company Common Share under the Merger Agreement

Shares held after transaction 0 shares Company Common Shares beneficially owned by Jeffrey Alan Jones after the Company Merger

Par value per share $0.001 per share Par value of each Company Common Share of beneficial interest

Merger Agreement date April 8, 2026 Date of the Agreement and Plan of Merger governing the cash-out

Key Terms

Agreement and Plan of Merger, par value, delisting, deregistration, +1 more

5 terms

Agreement and Plan of Merger regulatory

"Pursuant to the Agreement and Plan of Merger, dated as of April 8, 2026"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

par value financial

"each common share of beneficial interest, par value $0.001 per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

delisting regulatory

"after giving effect to the Company's delisting and deregistration"

Delisting occurs when a company's stock is removed from a stock exchange and is no longer available for trading there. This can happen voluntarily or because the company no longer meets the exchange's requirements. For investors, delisting means they can no longer buy or sell shares of that company on the exchange, which may make it more difficult to sell their investments or affect the stock's value.

deregistration regulatory

"after giving effect to the Company's delisting and deregistration"

Deregistration is when a company officially removes itself from a stock exchange or regulatory list, meaning it is no longer publicly traded. This can happen if the company is shrinking or choosing to go private, and it matters because it changes how investors can buy or sell its shares.

beneficially owns regulatory

"Reporting Person no longer beneficially owns, directly or indirectly, any Company Common Shares"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/15/2026 - 04:10 PM Accepted by SEC EDGAR 07/15/2026 - 04:10 PM Learn about SEC filing dates

FAQ

What insider transaction did Jeffrey Alan Jones report for Whitestone REIT (WSR)?

Jeffrey Alan Jones reported a disposition of 45,728 Common Shares of Whitestone REIT. The shares were surrendered in connection with a merger in which each share was converted into the right to receive $19.00 in cash instead of being sold on the open market.

How many Whitestone REIT (WSR) shares did Jeffrey Alan Jones dispose of and at what value?

Jones disposed of 45,728 Common Shares of Whitestone REIT. Under the merger terms, each Company Common Share was converted into the right to receive $19.00 in cash, providing the economic value of the disposition for all of his shares.

Why were Jeffrey Alan Jones’s Whitestone REIT (WSR) shares disposed of?

The shares were disposed of due to an Agreement and Plan of Merger dated April 8, 2026. That merger converted each Whitestone REIT Company Common Share into the right to receive $19.00 in cash, eliminating Jones’s equity position rather than involving an open-market sale.

How many Whitestone REIT (WSR) shares does Jeffrey Alan Jones own after the merger?

Following the merger, Jones beneficially owns 0 Common Shares of Whitestone REIT. The filing states that, as a result of the Company Merger, he no longer beneficially owns any Company Common Shares, either directly or indirectly, ending his reporting relationship as a shareholder.

What does the merger mean for Whitestone REIT (WSR) and future SEC reporting by Jeffrey Alan Jones?

The merger will lead to Whitestone REIT’s delisting and deregistration. After those steps, Jeffrey Alan Jones will cease to have SEC reporting obligations related to Company Common Shares, since he no longer beneficially owns any such shares following the cash-out transaction at $19.00 per share.

What is the cash consideration per share in the Whitestone REIT (WSR) merger affecting insiders?

Each Whitestone REIT Company Common Share was converted into the right to receive $19.00 in cash. This fixed cash amount applied to all such shares, including those held by director Jeffrey Alan Jones, whose 45,728 shares were fully cashed out under the merger terms.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

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^*

Jones Jeffrey Alan

(Last) (First) (Middle)

2600 SOUTH GESSNER

SUITE 500

(Street)

HOUSTON TEXAS 77063

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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(1)	07/14/2026		D		45,728	D	$19	0	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. Pursuant to the Agreement and Plan of Merger, dated as of April 8, 2026 (the "Merger Agreement"), by and among Whitestone REIT (the "Company"), Whitestone REIT Operating Partnership, L.P., AREG Wizard Parent LP, AREG Wizard Intermediate LP, and AREG Wizard Operating Partnership LP, each common share of beneficial interest, par value $0.001 per share, of the Company (each, a "Company Common Share"), was converted into the right to receive $19.00 in cash payment (without interest and subject to any applicable withholding taxes). As a result of the Company Merger (as defined in the Merger Agreement), Reporting Person no longer beneficially owns, directly or indirectly, any Company Common Shares, and after giving effect to the Company's delisting and deregistration, will cease to have reporting obligations.

	/s/ John S. Hogan, Attorney-in-fact for Jeffrey Alan Jones	07/15/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
* Form 4: SEC 1474 (03-26)