Mastandrea Christine J 4
4 · Whitestone REIT · Filed Jul 15, 2026
Research Summary
AI-generated summary of this filing
Whitestone REIT (WSR) President Christine Mastandrea Sells Shares
What Happened
Christine J. Mastandrea, President and Chief Operating Officer of Whitestone REIT (WSR), surrendered 718,873 common shares to the issuer on July 14, 2026 for $19.00 per share, receiving $13,658,587. On the same date 246,410 restricted performance share unit awards (TSR Unit Awards) were treated as fully vested, cancelled, and converted into the right to receive cash equal to $19.00 per share (approximately $4,681,790). Net effect: cash-out of her equity positions as part of the company merger.
Key Details
- Transaction date: 2026-07-14; sale price / per-share merger consideration: $19.00.
- Disposition: 718,873 shares → $13,658,587 total.
- Award conversion: 246,410 TSR Unit Awards → ~$4,681,790 (246,410 × $19.00). The Form 4 lists the award acquisition at $0.00 but footnotes explain cash conversion.
- Shares owned after transaction: Reporting person no longer beneficially owns any Whitestone REIT common shares.
- Reason: Transactions resulted from the Agreement and Plan of Merger (company merger) that converted each common share into $19.00 cash.
- Filing timeliness: Report filed 2026-07-15 for transactions on 2026-07-14 (filed promptly).
Context
These were not open-market trades but merger-related conversions/surrender of stock and equity awards into cash under the merger agreement. The TSR units were automatically vested, cancelled, and paid out as cash based on the merger consideration; this is a contractual cash-out rather than a discretionary sale or purchase by the insider.
Insider Transaction Report
- Award
Common Shares
[F1][F2]2026-07-14+246,410→ 718,873 total - Disposition to Issuer
Common Shares
[F1][F2]2026-07-14$19.00/sh−718,873$13,658,587→ 0 total
Footnotes (2)
- [F1]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.
- [F2]Includes 246,410 shares in respect of restricted performance share unit awards (each, a "TSR Unit Award"). In accordance with the terms of the Merger Agreement, each TSR Unit Award that was outstanding as of immediately prior to the effective time of the Company Merger, automatically became fully vested, was cancelled, and was converted into the right to receive an amount in cash (without interest and subject to any applicable withholding taxes) equal to the product of (i) the per share merger consideration of $19.00 and (ii) the number of Company Common Shares that would have vested pursuant to the terms of the TSR Unit Award, assuming that any performance based vesting conditions applicable to such TSR Unit Award for any performance period that has not been completed as of the effective time of the Company Merger were achieved at the levels based on the greater of target or actual performance through the effective time of the Company Merger.