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Whitestone REIT director Donald A. Miller disposed of 33,694 common shares on July 14, 2026, receiving $19.00 per share in cash pursuant to an Agreement and Plan of Merger. Each company common share was converted into the right to receive this cash amount. Following the merger, Miller beneficially owns 0 shares and, after Whitestone’s delisting and deregistration, will cease to have SEC reporting obligations.
Whitestone REIT Chief Financial Officer John Scott Hogan reported merger-related transactions in common shares. In connection with the Company Merger, all 395,045 common shares were disposed of to the issuer and converted into the right to receive $19.00 in cash per share, subject to applicable withholding taxes. This total includes 159,540 shares underlying restricted performance share unit awards (TSR Unit Awards) that became fully vested, were cancelled, and were cash-settled based on the $19.00 per share merger consideration and the greater of target or actual performance. Following these actions, Hogan no longer beneficially owns any Whitestone REIT common shares and, after the company’s delisting and deregistration, will cease to have reporting obligations.
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’s common shares are being removed from listing and registration on the New York Stock Exchange LLC under Section 12(b) of the Securities Exchange Act of 1934. NYSE states it has complied with its own rules and SEC Rule 12d2-2(b) to strike the shares.
The company is also described as having complied with exchange procedures and SEC Rule 12d2-2(c) governing the voluntary withdrawal of this class of securities from listing and registration. The notification is certified on behalf of NYSE by an authorized Market Watch analyst.
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 Chief Executive Officer David K. Holeman reported a disposition of 13,229 common shares on June 30, 2026. These shares were withheld by the company to cover tax obligations arising from the vesting of previously granted restricted units. After this tax-withholding event, Holeman directly holds 818,165 common shares.
Whitestone REIT’s Chief Financial Officer, John Scott Hogan, reported a routine tax-related share withholding. On the vesting of certain restricted units granted under the company’s 2018 Long-Term Equity Incentive Ownership Plan, the company withheld 6,684 common shares to satisfy his tax withholding obligations.
The company assigned a per-share value of $18.96 to these withheld shares, based on the closing sales price of Whitestone REIT common shares on June 30, 2026. After this tax-withholding disposition, Hogan directly holds 235,505 common shares of Whitestone REIT.
Whitestone REIT President and COO Christine J. Mastandrea reported a routine share disposition related to taxes, not an open-market sale. On June 30, 2026, 8,991 common shares were withheld by the company to cover tax obligations tied to the vesting of previously granted restricted units under the 2018 Long-Term Equity Incentive Ownership Plan. After this tax-withholding transaction, she directly holds 472,463 common shares of Whitestone REIT.
Whitestone REIT General Counsel & Secretary Peter Tropoli reported a tax-related share disposition. On June 30, 2026, the company withheld 4,305 common shares at a value of $18.96 per share to cover tax withholding obligations tied to vesting of restricted units under the 2018 Long-Term Equity Incentive Ownership Plan.
After this tax-withholding transaction, Tropoli directly held 179,465 common shares of Whitestone REIT.
Whitestone REIT VP of Human Resources Siv Soklin reported a routine tax withholding transaction, not an open-market trade. The company withheld 2,324 common shares to cover tax obligations tied to vesting of restricted units under its 2018 long-term equity plan, valuing the shares at $18.96 each based on the June 30, 2026 closing price. After this withholding, Soklin directly owns 103,416 common shares.