Whitestone REIT Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2026-07-14: Form 8-K; Period of report 2026-07-14; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.02.
- 2026-07-09: Form 8-K; Period of report 2026-07-09; Description 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure; Details 5.07.
- 2026-07-01: Form 8-K; Period of report 2026-07-01; Description 8.01 Other Events; Details 8.01.
- 2026-04-09: Form 8-K; Period of report 2026-04-08; Description 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2026-07-14 | 8-K | 2026-07-14 | 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 1.02 Concurrently with the closing of the Mergers, the Company repaid all outstanding obligations due under that certain Fourth Amended and Restated Credit Agreement (the “A&R Credit Agreement”), dated September 19, 2025, by and among the Operating Partnership, the guarantors from time to time parties thereto, the several financial institutions from time to time party thereto and Bank of Montreal, as administrative agent, and terminated the A&R Credit Agreement in accordance with its terms. 2.01 As described above, pursuant to the terms of the Merger Agreement, the Partnership Merger was completed, with Merger OP being merged with and into the Operating Partnership at the Partnership Merger Effective Time and the Operating Partnership surviving the Partnership Merger as a wholly owned subsidiary of the Company. 3.01 In connection with the completion of the Mergers, on July 14, 2026, the Company (i) notified the New York Stock Exchange (“NYSE”) that the Mergers were completed and (ii) submitted a request to NYSE for NYSE to cease trading of the Company Common Shares on NYSE, to suspend the listing of the Company Common Shares and to file with the SEC an application on Form 25 to delist the Company Common Shares from NYSE and deregister the Company Common Shares under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). 3.03 The information set forth in the Introductory Note, Item 2.01, Item 3.01, Item 5.01, and Item 5.03 is incorporated by reference into this Item 3.03. 5.01 As a result of the consummation of the Company Merger, a change of control of the Company occurred, and the Company merged with and into Merger Sub, the separate existence of the Company ceased, and Merger Sub survived as a wholly owned subsidiary of Parent. 5.02 Pursuant to the terms of the Merger Agreement, as of the Company Merger Effective Time, Amy S. Feng, Julia B. Buthman, Kristian M. Gathright, David K. Holeman, Jeffrey A. Jones, and Donald A. Miller ceased serving as members of the Company’s board of trustees and each committee thereof. 5.03 By operation of law and in accordance with the Merger Agreement, as of the Company Merger Effective Time, the certificate of limited partnership of Merger Sub, as in effect immediately prior to the Company Merger Effective Time, became the certificate of limited partnership of the Surviving Company and the limited partnership agreement of Merger Sub, as in effect immediately prior to the Company Merger Effective Time, became the limited partnership agreement of the Surviving Company. 8.01 On July 14, 2026, Parent issued a press release announcing the closing of the Mergers. | d116879d8k.htm |
| 2026-07-09 | 8-K | 2026-07-09 | 5.07 Submission of Matters to a Vote of Security Holders; 7.01 Regulation FD Disclosure | 5.07 As previously disclosed, on April 8, 2026, Whitestone REIT, a Maryland real estate investment trust (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among Whitestone REIT Operating Partnership, L.P. (the “Operating Partnership”), AREG Wizard Parent LP (“Parent”), AREG Wizard Intermediate LP (“Merger Sub”), and AREG Wizard Operating Partnership LP (“Merger OP” and, collectively with Parent and Merger Sub, the “Parent Parties”). 7.01 On July 9, 2026, the Company issued a press release announcing the results of the Special Meeting. | d323508d8k.htm |
| 2026-07-01 | 8-K | 2026-07-01 | 8.01 Other Events | 8.01 As previously disclosed, on April 8, 2026, Whitestone REIT, a Maryland real estate investment trust (“Whitestone” or the “Company”), Whitestone REIT Operating Partnership, L.P. (the “Operating Partnership”), AREG Wizard Parent LP (“Parent”), AREG Wizard Intermediate LP (“Merger Sub”), and AREG Wizard Operating Partnership LP (“Merger OP”), entered into an Agreement and Plan of Merger (as may be amended, modified or supplemented from time to time, the “Merger Agreement”). | d103777d8k.htm |
| 2026-04-09 | 8-K | 2026-04-08 | 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 5.03 On April 8, 2026, in connection with the execution of the Merger Agreement, the Board adopted the Amendment No 3. to the Amended and Restated Bylaws of the Company (the “Bylaw Amendment”). 7.01 On April 9, 2026, the Company and Parent issued a joint press release announcing the execution of the Merger Agreement. 8.01 On April 8, 2026, in connection with the execution of the Merger Agreement, the Board approved a new standard form of indemnification agreement (the “Indemnification Agreement”), and the Company entered into such with each of its trustees and executive officers. | d898183d8k.htm |
| 2026-02-25 | 8-K | 2026-02-25 | 2.02 Results of Operations and Financial Condition | 2.02 On February 25, 2026, Whitestone REIT (the “Company”) announced its financial results for the three and twelve months ended December 31, 2025. | wstr20251204_8k.htm |