Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 Or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2024

Whitestone REIT

(Exact name of registrant as specified in charter)

Maryland		001-34855		76-0594970
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2600 South Gessner, Suite 500,
Houston, Texas			77063
(Address of principal executive offices)			(Zip Code)

(713) 827-9595

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule #14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares of Beneficial Interest, par value $0.001 per share	WSR	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On October 30, 2024, Whitestone REIT (the “Company”) announced its financial results for the three and nine months ended September 30, 2024. A copy of the Company’s October 30, 2024 press release is furnished as Exhibit 99.1 to this current report on Form 8-K. A copy of the Company’s Quarterly Operating and Financial Supplemental Package is furnished as Exhibit 99.2 to this current report on Form 8-K. The information contained in this current report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference into any registration statement filed or to be filed by the Company under the Securities Act of 1933, as amended.

Item 9.01 Exhibits

(d) Exhibits.

99.1 Press release of Whitestone REIT, dated October 30, 2024.

99.2 Quarterly Supplemental Operating and Financial Data Package for Whitestone REIT for the three and nine months ended September 30, 2024.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

EXHIBIT INDEX

99.1	Press release of Whitestone REIT, dated October 30, 2024.
99.2	Quarterly Supplemental Operating and Financial Data for Whitestone REIT for the three and nine months ended September 30, 2024.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Whitestone REIT
		(Registrant)


Date:	October 30, 2024	By: /s/ John S. Hogan
		Name: John S. Hogan Title: Chief Financial Officer

Exhibit 99.1

WHITESTONE REIT

REPORTS THIRD QUARTER 2024 RESULTS

Houston, Texas, October 30, 2024 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the third quarter of 2024. Whitestone creates neighborhood center communities in its high-quality open-air shopping centers that it acquires, owns, manages, develops, and redevelops primarily in some of the largest, fastest-growing, high-household-income markets in the Sunbelt.

“Whitestone delivered a very strong quarter, delivering 4.6% Same Store Net Operating Income growth, GAAP leasing spreads of 25.3% and occupancy of 94.1%. We raised our SS NOI guidance by 75 basis points on the bottom end and 25 basis points on the top end and are now estimating SS NOI growth in the 3.75 – 4.75% range. We continued to strengthen our balance sheet, improving our Debt to EBITDAre ratio by 0.8 turns sequentially from the second quarter to 7.2 times, and further laddered our debt maturities and fixing interest rates through the entry into a new $20 million term loan in October, due in 2028 with a fixed interest rate of 5.2%. The proceeds from the new term loan were used to pay down our floating rate line of credit. The leasing environment in our markets remains robust, extending our streak of 10 consecutive quarters with leasing spreads of 17% or greater. Our curated portfolio in some of the fastest growing markets in the U.S. provides clear visibility on continued earnings growth to enhance shareholder value. We are reiterating our 2024 Core FFO per share guidance, which provides for 11% year-over-year growth at the midpoint.”

– Dave Holeman, Chief Executive Officer

Third Quarter 2024 Operating and Financial Results

All per share amounts are on a diluted per common share and operating partnership (“OP”) unit basis unless stated otherwise.

Reconciliations of Net Income Attributable to Whitestone REIT to FFO, Core FFO, NOI and EBITDAre are included herein.

•

Revenues of $38.6 million versus $37.1 million for the third quarter of 2023.

•

Net Income attributable to common shareholders of $7.6 million, or $0.15 per diluted share, versus $2.5 million, or $0.05 per diluted share for the third quarter of 2023.

	•	Core Funds from Operations (“FFO”) of $13.0 million versus $11.7 million for the third quarter of 2023.
	•	FFO per diluted share of $0.25 versus $0.23 for the third quarter of 2023.

•

Core FFO per diluted share was $0.25 versus $0.23 for the third quarter of 2023.

•

EBITDAre of $21.6 million versus $20.4 million for the third quarter of 2023.

•

Same-Store Net Operating Income (“NOI”) grew 4.6% to $24.2 million versus $23.2 million for the third quarter of 2023.

•

Net Effective Annual Base Rental Revenue per leased square foot was up 3.6% to $23.65, compared to the prior year quarter.

Operating Results

For the three-month periods ending September 30, 2024 and 2023, the Company’s operating highlights were as follows:

	Third Quarter 2024	Third Quarter 2023
Occupancy:
Wholly Owned Properties – All	94.1%	92.7%
>10,000 Sq Ft Occupancy	97.4%	96.0%
≤ 10,000 Sq Ft Occupancy	92.2%	90.8%
Same Store Property Net Operating Income Change ⁽¹⁾	4.6%	4.9%
Rental Rate Growth - Total (GAAP Basis):	25.3%	24.4%
New Leases	22.7%	23.6%
Renewal Leases	25.9%	24.6%
Leasing Transactions:
Number of New Leases	26	29
New Leases - Lease Term Revenue (millions)	$7.6	$11.2
Number of Renewal Leases	46	58
Renewal Leases - Lease Term Revenue (millions)	$15.3	$15.7

Balance Sheet and Debt Metrics

•

As of September 30, 2024, Whitestone had total debt of $634.6 million, along with capacity and availability of $121.0 million each under its $250 million revolving credit facility.

•

As of September 30, 2024, the Company has undepreciated real estate assets of $1.2 billion.

Dividend

On September 4, 2024, the Company declared a quarterly cash distribution of $0.12375 per common share and OP unit for the fourth quarter of 2024, to be paid in three equal installments of $0.04125 in October, November, and December of 2024.

2024 Full Year Guidance

The Company has updated its 2024 full-year guidance for net income attributable to Whitestone REIT, same store net operating income growth, general and administrative expense, the gain on sale of properties to include the impact of the gain recognized on the sale of Mercado at Scottsdale Ranch and Fountain Hills Plaza, interest expense expectations partially related to timing differences of property sales and acquisitions, and the impact of proxy contest costs. The guidance update is as follows:

	Q3 2024 Revised Guidance	2024 Original Guidance
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT ⁽¹⁾⁽²⁾	$24,602 - $27,602	$16,600 - $19,600
Core FFO ⁽³⁾	$50,985 - $53,985	$50,985 - $53,985

Net income attributable to Whitestone REIT per share	$0.47 - $0.53	$0.32 - $0.38
Core FFO per diluted share and OP Unit ⁽³⁾	$0.98 - $1.04	$0.98 - $1.04

Key Drivers:
Same store net operating income growth ⁽⁴⁾	3.75% - 4.75%	2.5% - 4.0%
Bad debt as a percentage of revenue	0.60% - 1.10%	0.60% - 1.10%
General and administrative expense ⁽¹⁾	$22,057 - $23,557	$19,700 - $21,200
Interest expense	$33,400 - $34,900	$32,600 - $34,100
Ending occupancy	93.8% - 94.8%	93.8% - 94.8%
Gain on sale of properties ⁽²⁾	$10,212	$0
Net Debt to EBITDAre Ratio ⁽⁵⁾	7.0X - 6.6X	7.0X - 6.6X

⁽¹⁾	2024 revised guidance includes estimated proxy contest costs of $1,757.

⁽²⁾	2024 revised guidance includes a gain on sale of properties that occurred during the nine months ended September 30, 2024.

⁽³⁾	For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see the “Core FFO per diluted share and OP unit” reconciliation table. Core Funds from Operations (“Core FFO”) is a non-GAAP measure.

⁽⁴⁾	Excludes straight-line rent, amortization of above/below market rates and lease termination fees.

⁽⁵⁾	Fourth quarter annualized EBITDAre. For EBITDAre and Debt/EBITDAre, non-GAAP financial measures, please see the respective reconciliation tables.

Portfolio Statistics

As of September 30, 2024, Whitestone wholly owned 55 Community-Centered Properties™ with 4.9 million square feet of gross leasable area (“GLA”). Five of the 55 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas and 24 in Arizona. Whitestone’s Community-Centered PropertiesTM are located in the MSA's of Austin (6), Dallas-Fort Worth (9), Houston (13), Phoenix (24), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities. The Company also owned an 81.4% equity interest in eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP. On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP. As of September 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest.

At the end of the third quarter, the Company’s diversified tenant base was comprised of 1,466 tenants, with the largest tenant accounting for only 2.1% of annualized base rental revenues. No single tenant exceeded 2.1% of total revenue. Lease terms range from less than one year for smaller tenants to more than 15 years for larger tenants. Whitestone’s leases generally include minimum monthly lease payments and tenant reimbursements for payment of taxes, insurance and maintenance, and typically exclude restrictive lease clauses.

Conference Call Information

In conjunction with the issuance of its financial results, the Company invites you to listen to its earnings release conference call to be broadcast live on Thursday, October 31, 2024, at 8:30 A.M Eastern Time / 7:30 A.M. Central Time. The call will be led by Dave Holeman, Chief Executive Officer. Conference call access information is as follows:

To listen to a webcast of the conference call, click on the Investor Relations tab of the Company’s website, www.whitestonereit.com, and then click on the webcast link. A replay of the call will be available on Whitestone’s website via the webcast link until the Company’s next earnings release. Additional information about Whitestone can be found on the Company’s website.

Dial-in number for domestic participants:	1-877-407-0784
Dial-in number for international participants:	1-201-689-8560

The conference call will be recorded, and a telephone replay will be available through Friday, November 15, 2024. Replay access information is as follows:

Replay number for domestic participants:	1-844-512-2921
Replay number for international participants:	1-412-317-6671
Passcode (for all participants):	13742564

Supplemental Financial Information

The third quarter earnings release and supplemental data package will be located in the “News and Events” and “Financial Reporting” tabs of the Investor Relations section of the Company’s website at www.whitestonereit.com. The earnings release and supplemental data package will also be available by mail upon request. To receive a copy, please call Investor Relations at (713) 435-2219.

About Whitestone REIT

Whitestone REIT (NYSE: WSR) is a community-centered real estate investment trust (REIT) that acquires, owns, operates, and develops open-air, retail centers located in some of the fastest growing markets in the country: Phoenix, Austin, Dallas-Fort Worth, Houston and San Antonio.

Our centers are convenience focused: merchandised with a mix of service-oriented tenants providing food (restaurants and grocers), self-care (health and fitness), services (financial and logistics), education and entertainment to the surrounding communities. The Company believes its strong community connections and deep tenant relationships are key to the success of its current centers and its acquisition strategy. For additional information, please visit www.whitestonereit.com.

Forward-Looking Statements

This Report contains forward-looking statements within the meaning of the federal securities laws, including discussion and analysis of our financial condition and results of operations, statements related to our expectations regarding the performance of our business, and other matters. These forward-looking statements are not historical facts but are the intent, belief or current expectations of our management based on its knowledge and understanding of our business and industry. Forward-looking statements are typically identified by the use of terms such as “may,” “will,” “should,” “potential,” “predicts,” “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates” or the negative of such terms and variations of these words and similar expressions, although not all forward-looking statements include these words. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements.

Factors that could cause actual results to differ materially from any forward-looking statements made in this Report include: the imposition of federal income taxes if we fail to qualify as a real estate investment trust (“REIT”) in any taxable year or forego an opportunity to ensure REIT status; uncertainties related to the national economy and the real estate industry, both in general and in our specific markets; legislative or regulatory changes, including changes to laws governing REITs; adverse economic or real estate developments or conditions in Texas or Arizona, Houston, Dallas, and Phoenix in particular, including the potential impact of public health emergencies on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; increases in interest rates, including as a result of inflation, which may increase our operating costs or general and administrative expenses; our current geographic concentration in the Houston, Dallas, and Phoenix metropolitan area markets makes us susceptible to potential local economic downturns; natural disasters, such as floods and hurricanes, which may increase as a result of climate change may adversely affect our returns and adversely impact our existing and prospective tenants; increasing focus by stakeholders on environmental, social, and governance matters; financial institution disruptions; availability and terms of capital and financing, both to fund our operations and to refinance our indebtedness as it matures; decreases in rental rates or increases in vacancy rates; harm to our reputation, ability to do business and results of operations as a result of improper conduct by our employees, agents or business partners; litigation risks; lease-up risks, including leasing risks arising from exclusivity and consent provisions in leases with significant tenants; our inability to renew tenant leases or obtain new tenant leases upon the expiration of existing leases; risks related to generative artificial intelligence tools and language models, along with the potential interpretations and conclusions they might make regarding our business and prospects, particularly concerning the spread of misinformation; our inability to generate sufficient cash flows due to market conditions, competition, uninsured losses, changes in tax or other applicable laws; geopolitical conflicts, such as the ongoing conflict between Russia and Ukraine, the conflict in the Gaza Strip and unrest in the Middle East; the need to fund tenant improvements or other capital expenditures out of our operating cash flow; and the risk that we are unable to raise capital for working capital, acquisitions or other uses on attractive terms or at all the ultimate amount we will collect in connection with the redemption of our equity investment in Pillarstone Capital REIT Operating Partnership LP (“Pillarstone” or “Pillarstone OP.”); and other factors detailed in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents the Company files with the Securities and Exchange Commission from time to time

Non-GAAP Financial Measures

This release contains supplemental financial measures that are not calculated pursuant to U.S. generally accepted accounting principles (“GAAP”) including EBITDAre, FFO, Core FFO, NOI and net debt. Following are explanations and reconciliations of these metrics to their most comparable GAAP metric.

EBITDAre: The National Association of Real Estate Investment Trusts (“NAREIT”) defines EBITDAre as net income computed in accordance with GAAP, plus interest expense, income tax expense, depreciation and amortization and impairment write-downs of depreciable property and of investments in unconsolidated affiliates caused by a decrease in value of depreciable property in the affiliate, plus or minus losses and gains on the disposition of depreciable property, including losses/gains on change in control and adjustments to reflect the entity’s share of EBITDAre of the unconsolidated affiliates and consolidated affiliates with non-controlling interests. We calculate EBITDAre in a manner consistent with the NAREIT definition. Management believes that EBITDAre represents a supplemental non-GAAP performance measure that provides investors with a relevant basis for comparing REITs. There can be no assurance the EBITDAre as presented by the Company is comparable to similarly titled measures of other REITs. EBITDAre should not be considered as an alternative to net income or other measurements under GAAP as indicators of operating performance or to cash flows from operating, investing or financing activities as measures of liquidity. EBITDAre does not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness.

FFO: Funds From Operations: NAREIT defines FFO as net income (loss) (calculated in accordance with GAAP), excluding depreciation and amortization related to real estate, gains or losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We calculate FFO in a manner consistent with the NAREIT definition and also include adjustments for our unconsolidated real estate partnership.

Core Funds from Operations (“Core FFO”) is a non-GAAP measure. From time to time, we report or provide guidance with respect to “Core FFO” which removes the impact of certain non-recurring and non-operating transactions or other items we do not consider to be representative of our core operating results including, without limitation, default interest on debt of real estate partnership, extinguishment of debt cost, gains or losses associated with litigation involving the Company that is not in the normal course of business, and proxy contest costs.

Management uses FFO and Core FFO as a supplemental measure to conduct and evaluate our business because there are certain limitations associated with using GAAP net income alone as the primary measure of our operating performance. Historical cost accounting for real estate assets in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. Because real estate values instead have historically risen or fallen with market conditions, management believes that the presentation of operating results for real estate companies that use historical cost accounting is insufficient by itself. In addition, securities analysts, investors and other interested parties use FFO as the primary metric for comparing the relative performance of equity REITs. FFO and Core FFO should not be considered as alternatives to net income or other measurements under GAAP, as an indicator of our operating performance or to cash flows from operating, investing or financing activities as a measure of liquidity. FFO and Core FFO do not reflect working capital changes, cash expenditures for capital improvements or principal payments on indebtedness. Although our calculation of FFO is consistent with that of NAREIT, there can be no assurance that FFO and Core FFO presented by us is comparable to similarly titled measures of other REITs.

NOI: Net Operating Income: Management believes that NOI is a useful measure of our property operating performance. We define NOI as operating revenues (rental and other revenues) less property and related expenses (property operation and maintenance and real estate taxes). Other REITs may use different methodologies for calculating NOI and, accordingly, our NOI may not be comparable to other REITs. Because NOI excludes general and administrative expenses, depreciation and amortization, deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of properties, loss on disposal of assets, and includes NOI of real estate partnership (pro rata) and net income attributable to noncontrolling interest, it provides a performance measure that, when compared year-over-year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact to operations from trends in occupancy rates, rental rates and operating costs, providing perspective not immediately apparent from net income. We use NOI to evaluate our operating performance since NOI allows us to evaluate the impact that factors such as occupancy levels, lease structure, lease rates and tenant base have on our results, margins and returns. In addition, management believes that NOI provides useful information to the investment community about our property and operating performance when compared to other REITs since NOI is generally recognized as a standard measure of property performance in the real estate industry. However, NOI should not be viewed as a measure of our overall financial performance since it does not reflect the level of capital expenditure and leasing costs necessary to maintain the operating performance of our properties, including general and administrative expenses, depreciation and amortization, equity or deficit in earnings of real estate partnership, interest expense, interest, dividend and other investment income, provision for income taxes, gain on sale of properties, and gain or loss on sale or disposition of assets.

Same Store NOI: Management believes that Same Store NOI is a useful measure of the Company’s property operating performance because it includes only the properties that have been owned for the entire period being compared, and that it is frequently used by the investment community. Same Store NOI assists in eliminating differences in NOI due to the acquisition or disposition of properties during the period being presented, providing a more consistent measure of the Company’s performance. The Company defines Same Store NOI as operating revenues (rental and other revenues, excluding straight-line rent adjustments, amortization of above/below market rents, and lease termination fees) less property and related expenses (property operation and maintenance and real estate taxes), Non-Same Store NOI, and NOI of our investment in Pillarstone OP (pro rata). We define “Non-Same Stores” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. Other REITs may use different methodologies for calculating Same Store NOI, and accordingly, the Company's Same Store NOI may not be comparable to that of other REITs.

Net debt: We present net debt, which we define as total debt net of insurance financing less cash plus our proportional share of net debt of real estate partnership, and net debt to pro forma EBITDAre, which we define as net debt divided by EBITDAre because we believe they are helpful as supplemental measures in assessing our ability to service our financing obligations and in evaluating balance sheet leverage against that of other REITs. However, net debt and net debt to pro forma EBITDAre should not be viewed as a stand-alone measure of our overall liquidity and leverage. In addition, our REITs may use different methodologies for calculating net debt and net debt to pro forma EBITDAre, and accordingly our net debt and net debt to pro forma EBITDAre may not be comparable to that of other REITs.

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

	September 30, 2024			December 31, 2023

ASSETS
Real estate assets, at cost
Property	$	1,243,067		$	1,221,466
Accumulated depreciation		(243,500	)		(229,767	)
Total real estate assets		999,567			991,699
Investment in real estate partnership		—			31,671
Cash and cash equivalents		2,534			4,572
Restricted cash		—			68
Escrows and deposits		3,667			24,148
Accrued rents and accounts receivable, net of allowance for doubtful accounts ⁽¹⁾		32,541			30,592
Receivable from partnership redemption		31,643			—
Receivable due from related party		15,186			1,513
Unamortized lease commissions, legal fees and loan costs		14,148			13,783
Prepaid expenses and other assets⁽²⁾		2,826			4,765
Finance lease right-of-use assets		10,449			10,428
Total assets	$	1,112,561		$	1,113,239

LIABILITIES AND EQUITY
Liabilities:
Notes payable	$	633,552		$	640,172
Accounts payable and accrued expenses⁽³⁾		36,185			36,513
Payable due to related party		1,577			1,577
Tenants' security deposits		9,175			8,614
Dividends and distributions payable		6,279			6,025
Finance lease liabilities		789			721
Total liabilities		687,557			693,622
Commitments and contingencies:		—			—
Equity:
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of September 30, 2024 and December 31, 2023		—			—
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 50,645,877 and 49,610,831 issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		51			50
Additional paid-in capital		636,192			628,079
Accumulated deficit		(216,044	)		(216,963	)
Accumulated other comprehensive income (loss)		(679	)		2,576
Total Whitestone REIT shareholders' equity		419,520			413,742
Noncontrolling interest in subsidiary		5,484			5,875
Total equity		425,004			419,617
Total liabilities and equity	$	1,112,561		$	1,113,239

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)

	September 30, 2024			December 31, 2023
⁽¹⁾ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	17,064		$	16,287
Accrued rents and other recoveries		28,312			26,751
Allowance for doubtful accounts		(14,451	)		(13,570	)
Other receivables		1,616			1,124
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	32,541		$	30,592

⁽²⁾ Operating lease right of use assets (net)	$	67		$	109
⁽³⁾ Operating lease liabilities	$	67		$	112

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Revenues
Rental⁽¹⁾	$	38,107		$	36,667		$	112,328		$	108,405
Management, transaction, and other fees		526			467			1,116			1,040
Total revenues		38,633			37,134			113,444			109,445

Operating expenses
Depreciation and amortization		8,921			8,332			26,242			24,538
Operating and maintenance		7,303			6,862			20,667			19,847
Real estate taxes		4,838			4,693			12,988			14,168
General and administrative		4,878			5,392			17,610			15,651
Total operating expenses		25,940			25,279			77,507			74,204

Other expenses (income)
Interest expense		8,506			8,400			25,813			24,563
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Loss on disposal of assets, net		111			480			183			500
Interest, dividend and other investment income		(3	)		(11	)		(15	)		(49	)
Total other expenses		4,852			8,864			15,769			15,388

Income before equity investment in real estate partnership and income tax		7,841			2,991			20,168			19,853

Deficit in earnings of real estate partnership		—			(375	)		(28	)		(1,627	)
Provision for income tax		(118	)		(95	)		(327	)		(339	)
Net Income		7,723			2,521			19,813			17,887

Less: Net income attributable to noncontrolling interests		99			35			257			248

Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2024			2023		2024			2023
Basic Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.15		$	0.05	$	0.39		$	0.36
Diluted Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.15		$	0.05	$	0.38		$	0.35

Weighted average number of common shares outstanding:
Basic		50,297			49,534		50,067			49,472
Diluted		51,305			50,637		51,106			50,399

Consolidated Statements of Comprehensive Income (Loss)

Net income	$	7,723		$	2,521	$	19,813		$	17,887

Other comprehensive income (loss)

Unrealized gain (loss) on cash flow hedging activities		(8,946	)		4,094		(3,296	)		6,602

Comprehensive income (loss)		(1,223	)		6,615		16,517			24,489

Less: Net income attributable to noncontrolling interests		99			35		257			248
Less: Comprehensive income (loss) attributable to noncontrolling interests		(115	)		56		(41	)		91

Comprehensive income (loss) attributable to Whitestone REIT	$	(1,207	)	$	6,524	$	16,301		$	24,150

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
(1) Rental
Rental revenues	$	27,114		$	26,521		$	81,350		$	78,780
Recoveries		11,338			10,535			32,009			30,571
Bad debt		(345	)		(389	)		(1,031	)		(946	)
Total rental	$	38,107		$	36,667		$	112,328		$	108,405

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Nine Months Ended September 30,
	2024			2023
Cash flows from operating activities:
Net income	$	19,813		$	17,887
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		26,242			24,538
Amortization of deferred loan costs		823			820
Gain on sale of properties		(10,212	)		(9,626)
Loss on disposal of assets		183			500
Bad debt		1,031			946
Share-based compensation		2,805			2,485
Deficit in earnings of real estate partnership		28			1,627
Amortization of right-of-use assets - finance leases		65			72
Changes in operating assets and liabilities:
Escrows and deposits		6,238			2,282
Accrued rents and accounts receivable		(2,980	)		(4,359	)
Receivable due from related party		(40	)		(128	)
Unamortized lease commissions, legal fees and loan costs		(1,992	)		(2,644	)
Prepaid expenses and other assets		1,705			2,432
Accounts payable and accrued expenses		(4,114	)		(1,011	)
Payable due to related party		—			16
Tenants' security deposits		561			17
Net cash provided by operating activities		40,156			35,854
Cash flows from investing activities:
Acquisitions of real estate		(50,137	)		(25,474)
Additions to real estate		(15,485	)		(12,748	)
Proceeds from sales of properties		46,444			13,447
Net cash used in investing activities		(19,178	)		(24,775	)
Cash flows from financing activities:
Distributions paid to common shareholders		(18,325	)		(17,754	)
Distributions paid to OP unit holders		(240	)		(249	)
Proceeds from issuance of common shares, net of offering costs		7,620			—
Payments of exchange offer costs		(81	)		—
Net (payments of) proceeds from credit facility		(17,000	)		34,000
Repayments of notes payable		(47,950	)		(29,823	)
Proceeds from notes payable		56,340			—
Payments of loan origination costs		(789	)		—
Repurchase of common shares		(2,641	)		(525)
Payment of finance lease liability		(18	)		(10	)
Net cash used in financing activities		(23,084	)		(14,361	)
Net decrease in cash, cash equivalents and restricted cash		(2,106	)		(3,282	)
Cash, cash equivalents and restricted cash at beginning of period		4,640			6,355
Cash, cash equivalents and restricted cash at end of period ⁽¹⁾	$	2,534		$	3,073

⁽¹⁾	For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)

	Nine Months Ended September 30,
	2024			2023
Supplemental disclosure of cash flow information:
Cash paid for interest	$	25,384		$	23,223
Cash paid for taxes	$	432		$	435
Non cash investing and financing activities:
Disposal of fully depreciated real estate	$	29		$	864
Financed insurance premiums	$	2,638		$	3,002
Value of shares issued under dividend reinvestment plan	$	56		$	55
Value of common shares exchanged for OP units	$	355		$	16
Change in fair value of cash flow hedge	$	(3,296	)	$	6,602
Accrued capital expenditures	$	1,439		$	—
Receivable from partnership redemption	$	31,643		$	—
Recognition of finance lease liability	$	86		$	—

	September 30,
	2024		2023
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	2,534	$	2,976
Restricted cash		—		97
Total cash, cash equivalents and restricted cash	$	2,534	$	3,073

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
FFO (NAREIT) AND CORE FFO
Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639
Adjustments to reconcile to FFO:(1)
Depreciation and amortization of real estate assets		8,904			8,294			26,169			24,417
Depreciation and amortization of real estate assets of real estate partnership (pro rata) (2)		—			403			111			1,209
Loss on disposal of assets		111			480			183			500
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Net income attributable to noncontrolling interests		99			35			257			248
FFO (NAREIT)	$	12,976		$	11,693		$	36,064		$	34,387
Adjustments to reconcile to Core FFO:
Proxy contest costs		—			—			1,757			—
Core FFO	$	12,976		$	11,693		$	37,821		$	34,387

FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO	$	12,976		$	11,693		$	36,064		$	34,387
Core FFO	$	12,976		$	11,693		$	37,821		$	34,387
Denominator:
Weighted average number of total common shares - basic		50,297			49,534			50,067			49,472
Weighted average number of total noncontrolling OP units - basic		649			694			654			694
Weighted average number of total common shares and noncontrolling OP units - basic		50,946			50,228			50,721			50,166

Effect of dilutive securities:
Unvested restricted shares		1,008			1,103			1,039			927
Weighted average number of total common shares and noncontrolling OP units - diluted		51,954			51,331			51,760			51,093

FFO per common share and OP unit - basic	$	0.25		$	0.23		$	0.71		$	0.69
FFO per common share and OP unit - diluted	$	0.25		$	0.23		$	0.70		$	0.67

Core FFO per common share and OP unit - basic	$	0.25		$	0.23		$	0.75		$	0.69
Core FFO per common share and OP unit - diluted	$	0.25		$	0.23		$	0.73		$	0.67

⁽¹⁾	Includes pro-rata share attributable to real estate partnership for the three months ended September 30, 2023 and through January 25, 2024, the redemption date.

⁽²⁾

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
PROPERTY NET OPERATING INCOME
Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639
General and administrative expenses		4,878			5,392			17,610			15,651
Depreciation and amortization		8,921			8,332			26,242			24,538
Deficit in earnings of real estate partnership ⁽¹⁾		—			375			28			1,627
Interest expense		8,506			8,400			25,813			24,563
Interest, dividend and other investment income		(3	)		(11	)		(15	)		(49	)
Provision for income taxes		118			95			327			339
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Management fee, net of related expenses		—			—			—			16
Loss on disposal of assets, net		111			480			183			500
NOI of real estate partnership (pro rata)⁽¹⁾		—			667			183			1,883
Net income attributable to noncontrolling interests		99			35			257			248
NOI	$	26,492		$	26,246		$	79,972		$	77,329
Non-Same Store NOI ⁽²⁾		(1,330	)		(1,074	)		(5,389	)		(4,228	)
NOI of real estate partnership (pro rata) ⁽¹⁾		—			(667	)		(183	)		(1,883	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		25,162			24,505			74,400			71,218
Same Store straight-line rent adjustments		(695	)		(833	)		(2,581	)		(2,390	)
Same Store amortization of above/below market rents		(221	)		(214	)		(600	)		(607	)
Same Store lease termination fees		(30	)		(300	)		(298	)		(600	)
Same Store NOI ⁽³⁾	$	24,216		$	23,158		$	70,921		$	67,621

⁽¹⁾

We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements for the three and nine months ended September 30, 2024 and 2023 have not been made available to us, we have estimated deficit in earnings and pro rata share of NOI of real estate partnership based on the information available to us at the time of this Report. As of September 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest. On January 25, 2024, we exercised our notice of redemption for substantially all of our investment in Pillarstone OP.

⁽²⁾

We define “Non-Same Store” as properties that have been acquired since the beginning of the period being compared and properties that have been sold, but not classified as discontinued operations. For purpose of comparing the three months ended September 30, 2024 to the three months ended September 30, 2023, Non-Same Store includes properties owned before July 1, 2023, and not sold before September 30, 2024, but not included in discontinued operations. For purposes of comparing the nine months ended September 30, 2024 to the nine months ended September 30, 2023, Non-Same Store includes properties acquired between January 1, 2023 and September 30, 2024 and properties sold between January 1, 2023 and September 30, 2024, but not included in discontinued operations.

⁽³⁾

We define “Same Store” as properties that have been owned during the entire period being compared. For purpose of comparing the three months ended September 30, 2024 to the three months ended September 30, 2023, Same Store includes properties owned before July 1, 2023 and not sold before September 30, 2024. For purposes of comparing the nine months ended September 30, 2024 to the nine months ended September 30, 2023, Same Store includes properties owned before January 1, 2023 and not sold before September 30, 2024. Straight line rent adjustments, above/below market rents, and lease termination fees are excluded.

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)

Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639
Depreciation and amortization		8,921			8,332			26,242			24,538
Interest expense		8,506			8,400			25,813			24,563
Provision for income taxes		118			95			327			339
Net income attributable to noncontrolling interests		99			35			257			248
Deficit in earnings of real estate partnership ⁽¹⁾		—			375			28			1,627
EBITDAre adjustments for real estate partnership ⁽¹⁾		—			223			136			169
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Loss on disposal of assets		111			480			183			500
EBITDAre	$	21,617		$	20,421		$	62,330		$	59,997

(1)

We rely on reporting provided to us by our third party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements for the three and nine months ended September 30, 2024 and 2023 have not been made available to us, we have estimated deficit in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report. As of September 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest. On January 25, 2024, we exercised our notice of redemption for substantially all of our investment in Pillarstone OP.

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

Initial & Revised Full Year Guidance for 2024

(in thousands, except per share and per unit data)

	Q3 Revised Range Full Year 2024 ⁽¹⁾				Projected Range Full Year 2024
	Low		High		Low		High
FFO and Core FFO per diluted share and OP unit

Net income attributable to Whitestone REIT	$	24,602	$	27,602	$	16,600	$	19,600
Adjustments to reconcile to FFO
Depreciation and amortization of real estate assets		34,705		34,705		34,252		34,252
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		133		133		133		133
Gain on sale of properties		(10,212)		(10,212)		—		—
FFO	$	49,228	$	52,228	$	50,985	$	53,985
Adjustments to reconcile to Core FFO
Proxy contest costs		1,757		1,757		—		—
Core FFO	$	50,985	$	53,985	$	50,985	$	53,985
Denominator:
Diluted shares		51,262		51,262		51,262		51,262
OP Units		695		695		695		695
Diluted share and OP Units		51,957		51,957		51,957		51,957

Net income attributable to Whitestone REIT per diluted share	$	0.47	$	0.53	$	0.32	$	0.38

FFO per diluted share and OP Unit	$	0.95	$	1.01	$	0.98	$	1.04

Core FFO per diluted share and OP Unit	$	0.98	$	1.04	$	0.98	$	1.04

⁽¹⁾	Includes a $10,212 gain on the sale of properties and $1,757 in proxy contest costs.

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

Initial Full Year Guidance for 2024

(in thousands)

	Projected Range Fourth Quarter 2024
	Low			High
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)

Net income attributable to Whitestone REIT	$	6,161		$	5,311
Depreciation and amortization		8,746			8,746
Interest expense		8,013			8,013
Provision for income taxes		134			134
Net income attributable to noncontrolling interests		86			86
EBITDAre	$	23,140		$	22,290
Annualized EBITDAre	$	92,560		$	89,160

Outstanding debt, net of insurance financing		616,290			624,290
Less: Cash		(3,000	)		(3,000	)
Total net debt	$	613,290		$	621,290

Ratio of Net Debt to EBITDAre		6.6			7.0

Exhibit 99.2

Table of Contents

TABLE OF CONTENTS

	Page

Corporate Profile	1
Third Quarter 2024 Earnings Release	2
Financial Results	7
Consolidated Balance Sheets	7
Consolidated Statements of Operations and Comprehensive Income (Loss)	9
Consolidated Statements of Cash Flows	12
Reconciliation of Non-GAAP Measures	14
Same Store Property Analysis	19
Other Financial Information	21
Market Capitalization and Selected Ratios	22
Summary of Outstanding Debt and Debt Maturities	24
Summary of Occupancy and Top Tenants	25
Tenant Type Summary	28
Summary of Leasing Activity	29
Lease Expirations	32
Property Details	33

Table of Contents

CORPORATE PROFILE

NYSE: WSR

Common Shares

55 Community Centers

4.9 million sq. ft. of gross

leasable area

1,466 tenants

5 Top Growth Markets

Austin

Dallas-Fort Worth

Houston

Phoenix

San Antonio

Fiscal Year End

12/31

Common Shares &

Units Outstanding*:

Common Shares: 50.6 million

Operating Partnership Units:

0.7 million

Whitestone REIT (NYSE: WSR) is a community-centered shopping center REIT that acquires, owns, manages, develops and redevelops high-quality open-air neighborhood centers primarily in the largest, fastest-growing and high-household-income markets in the Sunbelt. Whitestone creates communities that thrive through creating local connections between consumers in the surrounding communities and a well-crafted mix of national, regional and local tenants that provide daily necessities, needed services, entertainment and experiences. Whitestone has consistently paid a monthly dividend for more than 15 years. The Company’s balanced and well-managed capital structure provides stability and flexibility to support it through a multitude of economic cycles.

We invest in properties that are or can become Community Centered Properties® from which our tenants deliver needed services to the surrounding population. We focus on properties with smaller rental spaces that present opportunities for attractive returns.

Our strategic efforts target entrepreneurial, service-oriented tenants at each property who provide services to their respective surrounding communities. Operations include an internal management structure providing cost-effective services to locally-oriented, smaller space tenants. Multi-cultural community focus sets us apart from traditional commercial real estate operators. We value diversity on our team and maintain in-house leasing, property management, marketing, construction, and maintenance departments with culturally diverse and multi-lingual associates who understand the particular needs of our tenants and neighborhoods.

We have a diverse tenant base concentrated on service offerings such as specialty retail, grocery, restaurants, medical, educational and financial services, and entertainment. These tenants tend to occupy smaller spaces (less than 10,000 square feet) and, as of September 30, 2024, provided a 102% premium rental rate compared to our larger space tenants. The largest of our 1,466 tenants at our wholly owned properties comprised only 2.1% of our annualized revenues for the three months ended September 30, 2024, and no single tenant exceeded 2.1%.

*Distribution (per share / unit):**
Quarter: $ 0.12375	Investor Relations:
Annualized: $ 0.495	Whitestone REIT
Dividend Yield: 3.47%**	David Mordy
	Director, Investor Relations
	2600 South Gessner, Suite 500, Houston, Texas 77063
Board of Trustees:	713.435.2219 email: ir@whitestonereit.com
Amy S. Feng	website: www.whitestonereit.com
Nandita V. Berry
Julia B. Buthman	Analyst Coverage:
David K. Holeman	Alliance Global Partners	B. Riley Securities	Colliers	JMP Securities
Jeffrey A. Jones	Gaurav Mehta	John Massocca	Barry Oxford	Mitchell Germain
David F. Taylor	646.908.3825	646.885.5424	203.961.6573	212.906.3537
	gmehta@allianceg.com	jmassocca@brileyfin.com	barry.oxford@colliers.com	mgermain@jmpsecurities.com


	Lucid Capital Markets	Maxim Group	Truist Securities
* As of October 28, 2024	Craig Kucera	Michael Diana	Anthony Hau
** Based on common share price	917.890.4412	212.895.3641	212.303.4176
of $14.28 as of close of market on	ckucera@lucidcm.com	mdiana@maximgrp.com	anthony.hau@truist.com
October 28, 2024.
	We are followed by the analysts listed above. Please note that any opinions, estimates or forecasts regarding our performance made by these analysts are theirs alone and do not represent opinions, forecasts or predictions of our management. We do not by our reference above or distribution imply our endorsement of or concurrence with such information, conclusions or recommendations.

Table of Contents

WHITESTONE REIT

REPORTS THIRD QUARTER 2024 RESULTS

– Dave Holeman, Chief Executive Officer

Third Quarter 2024 Operating and Financial Results

All per share amounts are on a diluted per common share and operating partnership (“OP”) unit basis unless stated otherwise.

Reconciliations of Net Income Attributable to Whitestone REIT to FFO, Core FFO, NOI and EBITDAre are included herein.

•

Revenues of $38.6 million versus $37.1 million for the third quarter of 2023.

•

Net Income attributable to common shareholders of $7.6 million, or $0.15 per diluted share, versus $2.5 million, or $0.05 per diluted share for the third quarter of 2023.

	•	Core Funds from Operations (“FFO”) of $13.0 million versus $11.7 million for the third quarter of 2023.
	•	FFO per diluted share of $0.25 versus $0.23 for the third quarter of 2023.

•

Core FFO per diluted share was $0.25 versus $0.23 for the third quarter of 2023.

•

EBITDAre of $21.6 million versus $20.4 million for the third quarter of 2023.

•

Same-Store Net Operating Income (“NOI”) grew 4.6% to $24.2 million versus $23.2 million for the third quarter of 2023.

•

Net Effective Annual Base Rental Revenue per leased square foot was up 3.6% to $23.65, compared to the prior year quarter.

Operating Results

For the three month periods ending September 30, 2024 and 2023, the Company’s operating highlights were as follows:

	Third Quarter 2024		Third Quarter 2023
Occupancy:
Wholly Owned Properties – All		94.1%		92.7%
>10,000 Sq Ft Occupancy		97.4%		96.0%
≤ 10,000 Sq Ft Occupancy		92.2%		90.8%
Same Store Property Net Operating Income Change (1)		4.6%		4.9%
Rental Rate Growth - Total (GAAP Basis):		25.3%		24.4%
New Leases		22.7%		23.6%
Renewal Leases		25.9%		24.6%
Leasing Transactions:
Number of New Leases		26		29
New Leases - Lease Term Revenue (millions)		$7.6		$11.2
Number of Renewal Leases		46		58
Renewal Leases - Lease Term Revenue (millions)		$15.3		$15.7

Table of Contents

Balance Sheet and Debt Metrics

•

As of September 30, 2024, Whitestone had total debt of $634.6 million, along with capacity and availability of $121.0 million each under its $250 million revolving credit facility.

•

As of September 30, 2024, the Company has undepreciated real estate assets of $1.2 billion.

Dividend

2024 Full Year Guidance

	Q3 2024 Revised Guidance	2024 Original Guidance
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT ⁽¹⁾⁽²⁾	$24,602 - $27,602	$16,600 - $19,600
Core FFO ⁽³⁾	$50,985 - $53,985	$50,985 - $53,985

Net income attributable to Whitestone REIT per share	$0.47 - $0.53	$0.32 - $0.38
Core FFO per diluted share and OP Unit ⁽³⁾	$0.98 - $1.04	$0.98 - $1.04

Key Drivers:
Same store net operating income growth ⁽⁴⁾	3.75% - 4.75%	2.5% - 4.0%
Bad debt as a percentage of revenue	0.60% - 1.10%	0.60% - 1.10%
General and administrative expense ⁽¹⁾	$22,057 - $23,557	$19,700 - $21,200
Interest expense	$33,400 - $34,900	$32,600 - $34,100
Ending occupancy	93.8% - 94.8%	93.8% - 94.8%
Gain on sale of properties ⁽²⁾	$10,212	$0
Net Debt to EBITDAre Ratio ⁽⁵⁾	7.0X - 6.6X	7.0X - 6.6X

⁽¹⁾	2024 revised guidance includes estimated proxy contest costs of $1,757.

⁽²⁾	2024 revised guidance includes a gain on sale of properties that occurred during the nine months ended September 30, 2024.

⁽³⁾	For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see the “Core FFO per diluted share and OP unit” reconciliation table. Core Funds from Operations (“Core FFO”) is a non-GAAP measure.

⁽⁴⁾	Excludes straight-line rent, amortization of above/below market rates and lease termination fees.

⁽⁵⁾	Fourth quarter annualized EBITDAre. For EBITDAre and Debt/EBITDAre, non-GAAP financial measures, please see the respective reconciliation tables.

Portfolio Statistics

As of September 30, 2024, Whitestone wholly owned 55 Community-Centered Properties™ with 4.9 million square feet of gross leasable area (“GLA”). Five of the 55 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas and 24 in Arizona. Whitestone’s Community-Centered Properties^TM are located in the MSA's of Austin (6), Dallas-Fort Worth (9), Houston (13), Phoenix (24), and San Antonio (3). The Company’s properties in these markets are generally in high-traffic locations, surrounded by high-household-income communities. The Company also owned an 81.4% equity interest in eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP. On January 25, 2024, the Company exercised its notice of redemption for substantially all of its investment in Pillarstone OP. As of September 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest.

Table of Contents

Conference Call Information

Dial-in number for domestic participants:	1-877-407-0784
Dial-in number for international participants:	1-201-689-8560

The conference call will be recorded, and a telephone replay will be available through Friday, November 15, 2024. Replay access information is as follows:

Replay number for domestic participants:	1-844-512-2921
Replay number for international participants:	1-412-317-6671
Passcode (for all participants):	13742564

Supplemental Financial Information

About Whitestone REIT

Table of Contents

Forward-Looking Statements

Factors that could cause actual results to differ materially from any forward-looking statements made in this Report include: the imposition of federal income taxes if we fail to qualify as a real estate investment trust (“REIT”) in any taxable year or forego an opportunity to ensure REIT status; uncertainties related to the national economy and the real estate industry, both in general and in our specific markets; legislative or regulatory changes, including changes to laws governing REITs; adverse economic or real estate developments or conditions in Texas or Arizona, Houston, Dallas, and Phoenix in particular, including the potential impact of public health emergencies, on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; increases in interest rates, including as a result of inflation, which may increase our operating costs or general and administrative expenses; our current geographic concentration in the Houston, Dallas, and Phoenix metropolitan area markets makes us susceptible to potential local economic downturns; natural disasters, such as floods and hurricanes, which may increase as a result of climate change may adversely affect our returns and adversely impact our existing and prospective tenants; increasing focus by stakeholders on environmental, social, and governance matters; financial institution disruptions; availability and terms of capital and financing, both to fund our operations and to refinance our indebtedness as it matures; decreases in rental rates or increases in vacancy rates; harm to our reputation, ability to do business and results of operations as a result of improper conduct by our employees, agents or business partners; litigation risks; lease-up risks, including leasing risks arising from exclusivity and consent provisions in leases with significant tenants; our inability to renew tenant leases or obtain new tenant leases upon the expiration of existing leases; risks related to generative artificial intelligence tools and language models, along with the potential interpretations and conclusions they might make regarding our business and prospects, particularly concerning the spread of misinformation; our inability to generate sufficient cash flows due to market conditions, competition, uninsured losses, changes in tax or other applicable laws; geopolitical conflicts, such as the ongoing conflict between Russia and Ukraine, the conflict in the Gaza Strip and unrest in the Middle East; the need to fund tenant improvements or other capital expenditures out of our operating cash flow; and the risk that we are unable to raise capital for working capital, acquisitions or other uses on attractive terms or at all: the ultimate amount we will collect in connection with the redemption of our equity investment in Pillarstone Capital REIT Operating Partnership LP (“Pillarstone” or “Pillarstone OP.”); and other factors detailed in the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents the Company files with the Securities and Exchange Commission from time to time.

Non-GAAP Financial Measures

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Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

	September 30, 2024			December 31, 2023

ASSETS
Real estate assets, at cost
Property	$	1,243,067		$	1,221,466
Accumulated depreciation		(243,500	)		(229,767	)
Total real estate assets		999,567			991,699
Investment in real estate partnership		—			31,671
Cash and cash equivalents		2,534			4,572
Restricted cash		—			68
Escrows and deposits		3,667			24,148
Accrued rents and accounts receivable, net of allowance for doubtful accounts ⁽¹⁾		32,541			30,592
Receivable from partnership redemption		31,643			—
Receivable due from related party		15,186			1,513
Unamortized lease commissions, legal fees and loan costs		14,148			13,783
Prepaid expenses and other assets⁽²⁾		2,826			4,765
Finance lease right-of-use assets		10,449			10,428
Total assets	$	1,112,561		$	1,113,239

LIABILITIES AND EQUITY
Liabilities:
Notes payable	$	633,552		$	640,172
Accounts payable and accrued expenses⁽³⁾		36,185			36,513
Payable due to related party		1,577			1,577
Tenants' security deposits		9,175			8,614
Dividends and distributions payable		6,279			6,025
Finance lease liabilities		789			721
Total liabilities		687,557			693,622
Commitments and contingencies:		—			—
Equity:
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of September 30, 2024 and December 31, 2023		—			—
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 50,645,877 and 49,610,831 issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		51			50
Additional paid-in capital		636,192			628,079
Accumulated deficit		(216,044	)		(216,963	)
Accumulated other comprehensive income (loss)		(679	)		2,576
Total Whitestone REIT shareholders' equity		419,520			413,742
Noncontrolling interest in subsidiary		5,484			5,875
Total equity		425,004			419,617
Total liabilities and equity	$	1,112,561		$	1,113,239

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Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)

	September 30, 2024			December 31, 2023
⁽¹⁾ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	17,064		$	16,287
Accrued rents and other recoveries		28,312			26,751
Allowance for doubtful accounts		(14,451	)		(13,570	)
Other receivables		1,616			1,124
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	32,541		$	30,592

⁽²⁾ Operating lease right of use assets (net)	$	67		$	109
⁽³⁾ Operating lease liabilities	$	67		$	112

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Revenues
Rental⁽¹⁾	$	38,107		$	36,667		$	112,328		$	108,405
Management, transaction, and other fees		526			467			1,116			1,040
Total revenues		38,633			37,134			113,444			109,445

Operating expenses
Depreciation and amortization		8,921			8,332			26,242			24,538
Operating and maintenance		7,303			6,862			20,667			19,847
Real estate taxes		4,838			4,693			12,988			14,168
General and administrative		4,878			5,392			17,610			15,651
Total operating expenses		25,940			25,279			77,507			74,204

Other expenses (income)
Interest expense		8,506			8,400			25,813			24,563
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Loss on disposal of assets, net		111			480			183			500
Interest, dividend and other investment income		(3	)		(11	)		(15	)		(49	)
Total other expenses		4,852			8,864			15,769			15,388

Income before equity investment in real estate partnership and income tax		7,841			2,991			20,168			19,853

Deficit in earnings of real estate partnership		—			(375	)		(28	)		(1,627	)
Provision for income tax		(118	)		(95	)		(327	)		(339	)
Net Income		7,723			2,521			19,813			17,887

Less: Net income attributable to noncontrolling interests		99			35			257			248

Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2024			2023		2024			2023
Basic Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.15		$	0.05	$	0.39		$	0.36
Diluted Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.15		$	0.05	$	0.38		$	0.35

Weighted average number of common shares outstanding:
Basic		50,297			49,534		50,067			49,472
Diluted		51,305			50,637		51,106			50,399

Consolidated Statements of Comprehensive Income (Loss)

Net income	$	7,723		$	2,521	$	19,813		$	17,887

Other comprehensive income (loss)

Unrealized gain (loss) on cash flow hedging activities		(8,946	)		4,094		(3,296	)		6,602

Comprehensive income (loss)		(1,223	)		6,615		16,517			24,489

Less: Net income attributable to noncontrolling interests		99			35		257			248
Less: Comprehensive income (loss) attributable to noncontrolling interests		(115	)		56		(41	)		91

Comprehensive income (loss) attributable to Whitestone REIT	$	(1,207	)	$	6,524	$	16,301		$	24,150

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
⁽¹⁾ Rental
Rental revenues	$	27,114		$	26,521		$	81,350		$	78,780
Recoveries		11,338			10,535			32,009			30,571
Bad debt		(345	)		(389	)		(1,031	)		(946	)
Total rental	$	38,107		$	36,667		$	112,328		$	108,405

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Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Nine Months Ended September 30,
	2024			2023
Cash flows from operating activities:
Net income	$	19,813		$	17,887
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		26,242			24,538
Amortization of deferred loan costs		823			820
Gain on sale of properties		(10,212	)		(9,626	)
Loss on disposal of assets		183			500
Bad debt		1,031			946
Share-based compensation		2,805			2,485
Deficit in earnings of real estate partnership		28			1,627
Amortization of right-of-use assets - finance leases		65			72
Changes in operating assets and liabilities:
Escrows and deposits		6,238			2,282
Accrued rents and accounts receivable		(2,980	)		(4,359	)
Receivable due from related party		(40	)		(128	)
Unamortized lease commissions, legal fees and loan costs		(1,992	)		(2,644	)
Prepaid expenses and other assets		1,705			2,432
Accounts payable and accrued expenses		(4,114	)		(1,011	)
Payable due to related party		—			16
Tenants' security deposits		561			17
Net cash provided by operating activities		40,156			35,854
Cash flows from investing activities:
Acquisitions of real estate		(50,137	)		(25,474	)
Additions to real estate		(15,485	)		(12,748	)
Proceeds from sales of properties		46,444			13,447
Net cash used in investing activities		(19,178	)		(24,775	)
Cash flows from financing activities:
Distributions paid to common shareholders		(18,325	)		(17,754	)
Distributions paid to OP unit holders		(240	)		(249	)
Proceeds from issuance of common shares, net of offering costs		7,620			—
Payments of exchange offer costs		(81	)		—
Net (payments of) proceeds from credit facility		(17,000	)		34,000
Repayments of notes payable		(47,950	)		(29,823	)
Proceeds from notes payable		56,340			—
Payments of loan origination costs		(789	)		—
Repurchase of common shares		(2,641	)		(525	)
Payment of finance lease liability		(18	)		(10	)
Net cash used in financing activities		(23,084	)		(14,361	)
Net decrease in cash, cash equivalents and restricted cash		(2,106	)		(3,282	)
Cash, cash equivalents and restricted cash at beginning of period		4,640			6,355
Cash, cash equivalents and restricted cash at end of period ⁽¹⁾	$	2,534		$	3,073

⁽¹⁾	For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.

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Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)

	Nine Months Ended September 30,
	2024			2023
Supplemental disclosure of cash flow information:
Cash paid for interest	$	25,384		$	23,223
Cash paid for taxes	$	432		$	435
Non cash investing and financing activities:
Disposal of fully depreciated real estate	$	29		$	864
Financed insurance premiums	$	2,638		$	3,002
Value of shares issued under dividend reinvestment plan	$	56		$	55
Value of common shares exchanged for OP units	$	355		$	16
Change in fair value of cash flow hedge	$	(3,296	)	$	6,602
Accrued capital expenditures	$	1,439		$	—
Receivable from partnership redemption	$	31,643		$	—
Recognition of finance lease liability	$	86		$	—

	September 30,
	2024		2023
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	2,534	$	2,976
Restricted cash		—		97
Total cash, cash equivalents and restricted cash	$	2,534	$	3,073

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
FFO (NAREIT) AND CORE FFO
Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639
Adjustments to reconcile to FFO:⁽¹⁾
Depreciation and amortization of real estate assets		8,904			8,294			26,169			24,417
Depreciation and amortization of real estate assets of real estate partnership (pro rata) ⁽²⁾		—			403			111			1,209
Loss on disposal of assets		111			480			183			500
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Net income attributable to noncontrolling interests		99			35			257			248
FFO (NAREIT)	$	12,976		$	11,693		$	36,064		$	34,387
Adjustments to reconcile to Core FFO:
Proxy contest costs		—			—			1,757			—
Core FFO	$	12,976		$	11,693		$	37,821		$	34,387

FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO	$	12,976		$	11,693		$	36,064		$	34,387
Core FFO	$	12,976		$	11,693		$	37,821		$	34,387
Denominator:
Weighted average number of total common shares - basic		50,297			49,534			50,067			49,472
Weighted average number of total noncontrolling OP units - basic		649			694			654			694
Weighted average number of total common shares and noncontrolling OP units - basic		50,946			50,228			50,721			50,166

Effect of dilutive securities:
Unvested restricted shares		1,008			1,103			1,039			927
Weighted average number of total common shares and noncontrolling OP units - diluted		51,954			51,331			51,760			51,093

FFO per common share and OP unit - basic	$	0.25		$	0.23		$	0.71		$	0.69
FFO per common share and OP unit - diluted	$	0.25		$	0.23		$	0.70		$	0.67

Core FFO per common share and OP unit - basic	$	0.25		$	0.23		$	0.75		$	0.69
Core FFO per common share and OP unit - diluted	$	0.25		$	0.23		$	0.73		$	0.67

⁽¹⁾	Includes pro-rata share attributable to real estate partnership for the three months ended September 30, 2023 and through January 25, 2024, the redemption date.

⁽²⁾

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
PROPERTY NET OPERATING INCOME
Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639
General and administrative expenses		4,878			5,392			17,610			15,651
Depreciation and amortization		8,921			8,332			26,242			24,538
Deficit in earnings of real estate partnership ⁽¹⁾		—			375			28			1,627
Interest expense		8,506			8,400			25,813			24,563
Interest, dividend and other investment income		(3	)		(11	)		(15	)		(49	)
Provision for income taxes		118			95			327			339
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Management fee, net of related expenses		—			—			—			16
Loss on disposal of assets, net		111			480			183			500
NOI of real estate partnership (pro rata)⁽¹⁾		—			667			183			1,883
Net income attributable to noncontrolling interests		99			35			257			248
NOI	$	26,492		$	26,246		$	79,972		$	77,329
Non-Same Store NOI ⁽²⁾		(1,330	)		(1,074	)		(5,389	)		(4,228	)
NOI of real estate partnership (pro rata) ⁽¹⁾		—			(667	)		(183	)		(1,883	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		25,162			24,505			74,400			71,218
Same Store straight-line rent adjustments		(695	)		(833	)		(2,581	)		(2,390	)
Same Store amortization of above/below market rents		(221	)		(214	)		(600	)		(607	)
Same Store lease termination fees		(30	)		(300	)		(298	)		(600	)
Same Store NOI ⁽³⁾	$	24,216		$	23,158		$	70,921		$	67,621

⁽¹⁾

We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements for the three and nine months ended September 30, 2024 and 2023 have not been made available to us, we have estimated deficit in earnings and pro rata share of NOI of real estate partnership based on the information available to us at the time of this Report. As of September 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest. On January 25, 2024, we exercised our notice of redemption for substantially all of our investment in Pillarstone OP.

⁽²⁾

⁽³⁾

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Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)

Net income attributable to Whitestone REIT	$	7,624		$	2,486		$	19,556		$	17,639
Depreciation and amortization		8,921			8,332			26,242			24,538
Interest expense		8,506			8,400			25,813			24,563
Provision for income taxes		118			95			327			339
Net income attributable to noncontrolling interests		99			35			257			248
Deficit in earnings of real estate partnership ⁽¹⁾		—			375			28			1,627
EBITDAre adjustments for real estate partnership ⁽¹⁾		—			223			136			169
Gain on sale of properties		(3,762	)		(5	)		(10,212	)		(9,626	)
Loss on disposal of assets		111			480			183			500
EBITDAre	$	21,617		$	20,421		$	62,330		$	59,997

⁽¹⁾

We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements for the three and nine months ended September 30, 2024 and 2023 have not been made available to us, we have estimated deficit in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report. As of September 30, 2024, our ownership in Pillarstone OP no longer represents a majority interest. On January 25, 2024, we exercised our notice of redemption for substantially all of our investment in Pillarstone OP.

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Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

Initial & Revised Full Year Guidance for 2024

(in thousands, except per share and per unit data)

	Q3 Revised Range Full Year 2024 ⁽¹⁾						Projected Range Full Year 2024
	Low			High			Low		High
FFO and Core FFO per diluted share and OP unit

Net income attributable to Whitestone REIT	$	24,602		$	27,602		$	16,600	$	19,600
Adjustments to reconcile to FFO
Depreciation and amortization of real estate assets		34,705			34,705			34,252		34,252
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		133			133			133		133
Gain on sale of properties		(10,212	)		(10,212	)		—		—
FFO	$	49,228		$	52,228		$	50,985	$	53,985
Adjustments to reconcile to Core FFO
Proxy contest costs		1,757			1,757			—		—
Core FFO	$	50,985		$	53,985		$	50,985	$	53,985
Denominator:
Diluted shares		51,262			51,262			51,262		51,262
OP Units		695			695			695		695
Diluted share and OP Units		51,957			51,957			51,957		51,957

Net income attributable to Whitestone REIT per diluted share	$	0.47		$	0.53		$	0.32	$	0.38

FFO per diluted share and OP Unit	$	0.95		$	1.01		$	0.98	$	1.04

Core FFO per diluted share and OP Unit	$	0.98		$	1.04		$	0.98	$	1.04

⁽¹⁾	Includes a $10,212 gain on the sale of properties and $1,757 in proxy contest costs.

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Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

Initial Full Year Guidance for 2024

(in thousands)

	Projected Range Fourth Quarter 2024
	Low			High
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)

Net income attributable to Whitestone REIT	$	6,161		$	5,311
Depreciation and amortization		8,746			8,746
Interest expense		8,013			8,013
Provision for income taxes		134			134
Net income attributable to noncontrolling interests		86			86
EBITDAre	$	23,140		$	22,290
Annualized EBITDAre	$	92,560		$	89,160

Outstanding debt, net of insurance financing		616,290			624,290
Less: Cash		(3,000	)		(3,000	)
Total net debt	$	613,290		$	621,290

Ratio of Net Debt to EBITDAre		6.6			7.0

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Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)

	Three Months Ended September 30,						Increase			% Increase
	2024			2023			(Decrease)			(Decrease)
Same Store (48 properties excluding development land)
Property revenues
Rental	$	36,586		$	35,235		$	1,351			4	%
Management, transaction and other fees		267			460			(193	)		(42	)%
Total property revenues		36,853			35,695			1,158			3	%

Property expenses
Property operation and maintenance		7,050			6,586			464			7	%
Real estate taxes		4,641			4,604			37			1	%
Total property expenses		11,691			11,190			501			4	%

Total property revenues less total property expenses		25,162			24,505			657			3	%

Same Store straight-line rent adjustments		(695	)		(833	)		138			(17	)%
Same Store amortization of above/below market rents		(221	)		(214	)		(7	)		3	%
Same Store lease termination fees		(30	)		(300	)		270			(90	)%

Same Store NOI ⁽¹⁾	$	24,216		$	23,158		$	1,058			5	%

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Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)

	Nine Months Ended September 30,						Increase			% Increase
	2024			2023			(Decrease)			(Decrease)
Same Store (47 properties excluding development land)
Property revenues
Rental	$	105,627		$	102,494		$	3,133		3%
Management, transaction and other fees		856			1,025			(169	)	(16)%
Total property revenues		106,483			103,519			2,964		3%

Property expenses
Property operation and maintenance		19,633			18,665			968		5%
Real estate taxes		12,450			13,636			(1,186	)	(9)%
Total property expenses		32,083			32,301			(218	)	(1)%

Total property revenues less total property expenses		74,400			71,218			3,182		4%

Same Store straight-line rent adjustments		(2,581	)		(2,390	)		(191	)	8%
Same Store amortization of above/below market rents		(600	)		(607	)		7		(1)%
Same Store lease termination fees		(298	)		(600	)		302		(50)%

Same Store NOI ⁽¹⁾	$	70,921		$	67,621		$	3,300		5%

⁽¹⁾	For a reconciliation of Same Store NOI, see previous section “Reconciliation of Non-GAAP Measures.”

Table of Contents

Whitestone REIT and Subsidiaries
OTHER FINANCIAL INFORMATION
(in thousands, except number of properties and employees)

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
Other Financial Information:

Tenant improvements ^{(1) (2)}	$	1,842	$	599	$	3,065	$	2,493
Leasing commissions ^{(1) (2)}	$	662	$	617	$	2,142	$	1,682
Maintenance capital ⁽¹⁾	$	3,268	$	1,711	$	4,962	$	5,142
Scheduled debt principal payments ⁽¹⁾	$	92	$	371	$	810	$	1,305
Scheduled bond principal payment ⁽³⁾	$	—	$	—	$	7,143	$	7,143
Straight-line rent income ⁽¹⁾	$	860	$	575	$	2,642	$	1,900
Market rent amortization income from acquired leases ⁽¹⁾	$	313	$	225	$	861	$	651
Non-cash share-based compensation expense ⁽¹⁾	$	1,281	$	1,083	$	3,105	$	2,712
Non-real estate depreciation and amortization ⁽¹⁾	$	17	$	38	$	73	$	121
Amortization of loan fees ⁽¹⁾	$	289	$	276	$	825	$	837
Undepreciated value of unencumbered properties	$	923,102	$	977,908	$	923,102	$	977,908
Number of unencumbered properties		48		51		48		51
Full time employees		73		78		73		78

⁽¹⁾	Includes pro-rata share attributable to real estate partnership through September 30, 2024 and through January 25, 2024, the redemption date.

⁽²⁾	Does not include first generation costs needed for new acquisitions, development or redevelopment of a property to bring the property to operating standards for its intended use.

⁽³⁾	Annual bond principal payments for the Series A Notes are scheduled to occur in March of each year, commencing in 2023.

Table of Contents

Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(in thousands, except per share amounts and percentages)

	As of September 30, 2024
MARKET CAPITALIZATION:	Percent of Total Equity			Total Market Capitalization			Percent of Total Market Capitalization
Equity Capitalization:
Common shares outstanding		98.7	%		50,646
Operating partnership units outstanding		1.3	%		650
Total		100.0	%		51,296

Market price of common shares as of September 30, 2024				$	13.53

Total equity capitalization				$	694,035			53	%

Debt Capitalization:
Outstanding debt				$	634,570
Less: Cash and cash equivalents					(2,534	)
Less: Receivable due to real estate partnership debt default					(13,633	)
Total debt capitalization					618,403			47	%

Total Market Capitalization as of September 30, 2024				$	1,312,438			100	%

SELECTED RATIOS:

	Three Months Ended						Nine Months Ended
INTEREST COVERAGE RATIO	September 30,						September 30,
	2024			2023			2024			2023
EBITDAre/Interest Expense
EBITDAre ⁽¹⁾	$	21,617		$	20,421		$	62,330		$	59,997

Interest expense		8,506			8,400			25,813			24,563
Pro rata share of interest expense from real estate partnership⁽²⁾		—			158			43			476
Less: amortization of loan fees, including pro rata share from real estate partnership ⁽²⁾		(289	)		(276	)		(825	)		(837	)
Interest expense, excluding amortization of loan fees		8,217			8,282			25,031			24,202

Ratio of EBITDAre to interest expense		2.6			2.5			2.5			2.5

⁽¹⁾	For a reconciliation of EBITDAre, see previous section “Reconciliation of Non-GAAP Measures.”

⁽²⁾

We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of September 30, 2024 and 2023 have not been made available to us, we have estimated pro rata share of interest expense and amortization of loan fees based on the information available to us at the time of this Report.

Table of Contents

Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(continued)
(in thousands, except per share amounts and percentages)

LEVERAGE RATIO	As of September 30,
	2024			2023
Debt/Undepreciated Book Value
Outstanding debt, net of insurance financing	$	633,437		$	632,353
Less: Cash		(2,534	)		(2,976	)
Less: Receivable due to real estate partnership debt default		(13,633	)		—
Add: Proportional share of net debt of real estate partnership ⁽¹⁾		—			8,685
Total Net Debt	$	617,270		$	638,062

Undepreciated real estate assets	$	1,243,067		$	1,227,532
Add: Proportional share of real estate from unconsolidated partnership ⁽¹⁾		—			45,617
Undepreciated real estate assets	$	1,243,067		$	1,273,149
Ratio of debt to real estate assets		50	%		50	%

⁽¹⁾

We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of September 30, 2023 have not been made available to us, we have estimated proportional share of net debt and real estate based on the information available to us at the time of this Report.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2024			2023			2024			2023
Debt/EBITDAre Ratio
Outstanding debt, net of insurance financing	$	633,437		$	632,353		$	633,437		$	632,353
Less: Cash		(2,534	)		(2,976	)		(2,534	)		(2,976	)
Less: Deposit due to real estate partnership debt default		(13,633	)		—			(13,633	)		—
Add: Proportional share of net debt of unconsolidated real estate partnership (1)		—			8,685			—			8,685
Total Net Debt	$	617,270		$	638,062		$	617,270		$	638,062

EBITDAre	$	21,617		$	20,421		$	62,330		$	59,997

Effect of partial period acquisitions and dispositions	$	(172	)	$	—		$	(1,004	)	$	—

Pro forma EBITDAre	$	21,445		$	20,421		$	61,326		$	59,997

Annualized pro forma EBITDAre	$	85,780		$	81,684		$	81,768		$	79,996

Ratio of debt to pro forma EBITDAre		7.2			7.8			7.5			8.0

⁽¹⁾

We rely on reporting provided to us by our third-party partners for financial information regarding the Company's investment in Pillarstone OP. Because Pillarstone OP financial statements as of September 30, 2023 have not been made available to us, we have estimated proportional share of net debt based on the information available to us at the time of this Report.

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OUTSTANDING DEBT AND DEBT MATURITIES
TOTAL OUTSTANDING DEBT
(in thousands)

Description	September 30, 2024			December 31, 2023
Fixed rate notes
$265.0 million, 3.18% plus 1.45% to 2.10% Note, due January 31, 2028 ⁽¹⁾	$	265,000		$	265,000
$80.0 million, 3.72% Note, due June 1, 2027		80,000			80,000
$19.0 million 4.15% Note, due December 1, 2024		17,383			17,658
$14.0 million 4.34% Note, due September 11, 2024		—			12,427
$14.3 million 4.34% Note, due September 11, 2024		—			13,257
$15.1 million 4.99% Note, due January 6, 2024		—			13,350
$50.0 million, 5.09% Note, due March 22, 2029 (Series A)		35,714			42,857
$50.0 million, 5.17% Note, due March 22, 2029 (Series B)		50,000			50,000
$2.5 million 7.79% Note, due February 28, 2025		1,133			—
$50.0 million, 3.71% plus 1.50% to 2.10% Note, due September 16, 2026 ⁽²⁾		50,000			50,000
$56.3 million, 6.23% Note, due July 31, 2031		56,340			—

Floating rate notes
Unsecured line of credit, SOFR plus 1.50% to 2.10%, due September 16, 2026		79,000			96,000
Total notes payable principal		634,570			640,549
Less deferred financing costs, net of accumulated amortization		(1,018	)		(377	)
Total notes payable	$	633,552		$	640,172

⁽¹⁾	Promissory note that includes an interest rate swap that fixes the SOFR portion of the term loan at an interest rate of 2.16% through October 28, 2022, 2.76% from October 29, 2022 through January 31, 2024, and 3.32% from February 1, 2024 though January 31, 2028.

⁽²⁾	A portion of the unsecured line of credit includes an interest rate swap to fix the SOFR portion of the loan at 3.71%.

SCHEDULE OF DEBT MATURITIES AS OF SEPTEMBER 30, 2024
(in thousands)

Year	Amount Due
2024 (remaining)	$	18,062
2025		17,596
2026		146,143
2027		97,414
2028		282,823
Thereafter		72,532
Total	$	634,570

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS

	Gross Leasable Area as of		Occupancy % as of
Community Centered Properties®	September 30, 2024		September 30, 2024			June 30, 2024			March 31, 2024			December 31, 2023
Whitestone		4,943,761		94	%		94	%		94	%		93	%

Unconsolidated real estate partnership		N/A		N/A			N/A			54	%		54	%

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
(continued)

Tenant Name	Location	Annualized Rental Revenue (in thousands)		Percentage of Total Annualized Base Rental Revenues (1)			Initial Lease Date	Year Expiring

Albertsons Companies, Inc. ⁽²⁾	Austin and Phoenix	$	2,268		2.1	%	5/8/1991, 4/1/2014, 7/1/2000, 10/19/2016 and 4/1/2014		2026, 2029, 2030, 2030 and 2034
Whole Foods Market	Houston		2,247		2.1	%	9/3/2014		2035
Frost Bank	Houston		1,961		1.8	%	7/1/2014		2029
Newmark Real Estate of Houston LLC	Houston		1,311		1.2	%	10/1/2015		2026
Fitness Alliance, LLC	Houston		971		0.9	%	11/29/2022		2039
Dollar Tree ⁽³⁾	Houston and Phoenix		797		0.7	%	6/29/2001, 11/8/2009, 8/8/2018, 8/10/1999, 12/17/2009 and 04/05/2024		2026, 2027, 2028, 2030, 2030 and 2035
Walgreens & Co. ⁽⁴⁾	Houston and Phoenix		767		0.7	%	11/14/1982, 8/24/1996 and 11/3/1996		2027, 2056 and 2056
Alamo Drafthouse Cinema	Austin		740		0.7	%	2/1/2012		2031
Total Wine	Houston		564		0.5	%	11/27/2018		2029
Starbucks Corporation ⁽⁵⁾	Dallas and Phoenix		489		0.5	%	8/8/2016, 5/29/2003, 7/1/1997, 7/14/2004, 7/8/1999, 10/15/2001		2027, 2028, 2028, 2029, 2025, 2034
Regus Corporation	Houston		488		0.4	%	5/23/2014		2025
Kroger Co.	Dallas		483		0.4	%	12/15/2000		2027
Capital Area Multispecialty Providers	Austin		458		0.4	%	5/23/2014		2026
Original Ninfas LP	Houston		437		0.4	%	8/29/2018		2029
Merrill Lynch	Arizona		398		0.4	%	4/28/2017		2027
		$	14,379		13.2	%

⁽¹⁾	Annualized Base Rental Revenues represents the monthly base rent as of September 30, 2024 for each applicable tenant multiplied by 12.

Table of Contents

⁽²⁾

As of September 30, 2024, we had five leases with the same tenant occupying space at properties located in Phoenix and Austin. The annualized rental revenue for the lease that commenced on April 1, 2014, and is scheduled to expire in 2034, was $1,099,000, which represents approximately 1.0% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 1, 2014, and is scheduled to expire in 2029, was $46,000, which represents less than 0.1% of our annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 8, 1991, and is scheduled to expire in 2026, was $344,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on July 1, 2000, and is scheduled to expire in 2030, was $353,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on October 19, 2016, and is scheduled to expire in 2030, was $425,000, which represents approximately 0.4% of our total annualized base rental revenue.

⁽³⁾

As of September 30, 2024, we had six leases with the same tenant occupying space at properties in Houston and Phoenix. The annualized rental revenue for the lease that commenced on August 10, 1999, and is scheduled to expire in 2030, was $88,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on December 17, 2009, and is scheduled to expire in 2030, was $118,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on June 29, 2001, and is scheduled to expire in 2026, was $181,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 8, 2009, and is scheduled to expire in 2027, was $156,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on August 8, 2018, and is scheduled to expire in 2028, was $115,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on September 10, 2024, and is scheduled to expire in 2035, was $139,000, which represents approximately 0.1% of our total annualized base rental revenue.

⁽⁴⁾

As of September 30, 2024, we had three leases with the same tenant occupying space at properties located in Phoenix and Houston. The annualized rental revenue for the lease that commenced on November 3, 1996, and is scheduled to expire in 2056, was $279,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 2, 1987, and is scheduled to expire in 2027, was $190,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on August 24, 1996, and is scheduled to expire in 2056, was $298,000, which represents approximately 0.3% of our total annualized rental revenue.

⁽⁵⁾

As of September 30, 2024, we had six leases with the same tenant occupying space at properties in Dallas and Phoenix. The annualized rental revenue for the lease that commenced on July 1, 1997, and is scheduled to expire in 2028, was $59,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on July 8, 1999, and is scheduled to expire in 2025, was $96,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on October 15, 2001, and is scheduled to expire in 2034, was $135,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 29, 2003, and is scheduled to expire in 2028, was $58,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on July 14, 2014, and is scheduled to expire in 2029, was $58,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on August 8, 2016, and is scheduled to expire in 2027, was $84,000, which represents approximately 0.1% of our total annualized base rental revenue.

Table of Contents

Whitestone REIT and Subsidiaries
TENANT TYPE SUMMARY
As of September 30, 2024

	% of Leased SF			% of ABR
Restaurants & Food Service		19	%		26	%
Salons		7	%		9	%
Medical & Dental		7	%		8	%
Grocery		12	%		7	%
Financial Services		5	%		7	%
General Retail		8	%		5	%
Home Décor And Improvement		5	%		5	%
Apparel		5	%		5	%
Fitness		6	%		4	%
Non Retail		4	%		4	%
Education		4	%		4	%
Pet Supply & Services		3	%		3	%
Off-Price		4	%		2	%
Pharmacies & Nutritional Supplies		2	%		2	%
Entertainment		3	%		2	%
Local Services		2	%		2	%
Sporting Goods		1	%		2	%
Wireless		1	%		1	%
Automotive Supply & Services		1	%		1	%
Postal Services		1	%		1	%
Total		100	%		100	%

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
RENEWALS
Number of Leases		46		58		139		148
Total Square Feet (1)		184,642		275,485		554,951		546,791
Average Square Feet		4,014		4,750		3,992		3,695
Total Lease Value	$	15,256,000	$	15,669,000	$	46,662,000	$	39,232,000
NEW LEASES
Number of Leases		26		29		80		75
Total Square Feet (1)		47,636		74,901		180,744		170,986
Average Square Feet		1,832		2,583		2,259		2,280
Total Lease Value	$	7,633,000	$	11,169,000	$	31,560,000	$	29,362,000
TOTAL LEASES
Number of Leases		72		87		219		223
Total Square Feet (1)		232,278		350,386		735,695		717,777
Average Square Feet		3,226		4,027		3,359		3,219
Total Lease Value	$	22,889,000	$	26,838,000	$	78,222,000	$	68,594,000

⁽¹⁾	Represents the square footage as the result of new, renewal, expansion and contraction leases.

Table of Contents

Whitestone REIT and Subsidiaries

SUMMARY OF LEASING ACTIVITY

Type	Number of Leases Signed		Lease Value Signed		GLA Signed		Weighted Average Lease Term (2)		TI and Incentives (3)		TI and Incentives Per Sq. Ft.		Contractual Rent Per Sq. Ft. (4)		Prior Contractual Rent Per Sq. Ft. (5)		Annual Increase (Decrease) in Contractual Rent		Cash Basis Increase (Decrease) Over Prior Rent			Annual Increase (Decrease) in Straight-lined Rent		Straight-lined Basis Increase (Decrease) Over Prior Rent

Comparable: ⁽¹⁾

Comparable Total Leases:
3rd Quarter 2024		54	$	17,953,635		191,853		4.0	$	510,909	$	2.66	$	22.31	$	19.93	$	455,447		11.9	%	$	895,472		25.3	%
2nd Quarter 2024		59		29,204,907		257,446		4.8		899,536		3.49		20.60		19.13		379,043		7.7	%		823,284		17.5	%
1st Quarter 2024		55		13,968,575		160,060		3.5		413,207		2.58		23.06		21.10		313,789		9.3	%		524,498		17.0	%
4th Quarter 2023		51		38,447,409		199,155		6.1		4,557,889		22.89		30.58		27.85		543,678		9.8	%		1,121,445		21.8	%
Total - 12 months		219	$	99,574,526		808,514		4.7	$	6,381,541	$	7.89	$	23.95	$	21.86	$	1,691,957		9.6	%	$	3,364,699		20.4	%

Comparable New Leases:
3rd Quarter 2024		12	$	3,609,246		21,279		5.2	$	327,071	$	15.37	$	31.68	$	30.44	$	26,401		4.1	%	$	134,334		22.7	%
2nd Quarter 2024		13		8,571,543		26,603		7.0		720,107		27.07		39.25		34.37		129,851		14.2	%		287,358		33.3	%
1st Quarter 2024		10		3,571,923		26,237		3.6		308,032		11.74		25.81		20.33		143,967		27.0	%		144,868		25.9	%
4th Quarter 2023		22		16,633,936		69,717		8.3		2,488,839		35.70		28.47		22.78		396,321		25.0	%		564,462		37.3	%
Total - 12 months		57	$	32,386,648		143,836		6.7	$	3,844,049	$	26.73	$	30.45	$	25.61	$	696,540		18.9	%	$	1,131,022		32.1	%

Comparable Renewal Leases:
3rd Quarter 2024		42	$	14,344,389		170,574		3.9	$	183,838	$	1.08	$	21.14	$	18.62	$	429,046		13.5	%	$	761,138		25.9	%
2nd Quarter 2024		46		20,633,364		230,843		4.6		179,429		0.78		18.45		17.37		249,192		6.2	%		535,926		13.9	%
1st Quarter 2024		45		10,396,652		133,823		3.5		105,175		0.79		22.52		21.25		169,822		6.0	%		379,630		15.0	%
4th Quarter 2023		29		21,813,473		129,438		5.0		2,069,050		15.98		31.72		30.58		147,357		3.7	%		556,983		15.3	%
Total - 12 months		162	$	67,187,878		664,678		4.3	$	2,537,492	$	3.82	$	22.55	$	21.05	$	995,417		7.1	%	$	2,233,677		17.2	%

Table of Contents

Whitestone REIT and Subsidiaries

SUMMARY OF LEASING ACTIVITY

(continued)

Type	Number of Leases Signed		Lease Value Signed		GLA Signed		Weighted Average Lease Term (2)		TI and Incentives (3)		TI and Incentives per Sq. Ft.		Contractual Rent Per Sq. Ft. (4)

Total:


New & Renewal
3rd Quarter 2024		72	$	22,888,824		232,278		4.1	$	1,224,330	$	5.27	$	22.81
2nd Quarter 2024		77		36,824,327		311,068		5.6		2,095,800		6.74		19.86
1st Quarter 2024		70		18,509,292		192,349		3.7		844,007		4.39		23.17
4th Quarter 2023		76		50,279,763		258,990		4.7		6,262,868		24.18		29.95
Total - 12 months		295	$	128,502,206		994,685		5.0	$	10,427,005	$	10.48	$	23.81

New
3rd Quarter 2024		26	$	7,633,107		47,636		5.4	$	1,030,206	$	21.63	$	27.87
2nd Quarter 2024		30		16,094,371		78,355		8.6		1,915,164		24.44		24.24
1st Quarter 2024		24		7,832,752		54,753		4.3		735,334		13.43		24.70
4th Quarter 2023		44		26,659,160		116,183		5.00		4,152,302		35.74		28.02
Total - 12 months		124	$	58,219,390		296,927		7.0	$	7,833,006	$	26.38	$	26.38

Renewal
3rd Quarter 2024		46	$	15,255,717		184,642		3.8	$	194,124	$	1.05	$	21.50
2nd Quarter 2024		47		20,729,956		232,713		4.6		180,636		0.78		18.38
1st Quarter 2024		46		10,676,540		137,596		3.5		108,673		0.79		22.56
4th Quarter 2023		32		23,620,603		142,807		4.5		2,110,566		14.78		31.52
Total - 12 months		171	$	70,282,816		697,758		4.2	$	2,593,999	$	3.72	$	22.72

⁽¹⁾	Comparable leases represent leases signed on spaces for which there was a former tenant within the last twelve months and the new or renewal square footage was within 25% of the expired square footage.
⁽²⁾	Weighted average lease term is determined on the basis of square footage.
⁽³⁾	Estimated amount per signed lease. Actual cost of construction may vary.
⁽⁴⁾	Contractual rent represents contractual minimum rent under the new lease for the first month, excluding concessions.
⁽⁵⁾	Prior contractual rent represents contractual minimum rent under the prior lease for the final month.

Table of Contents

Whitestone REIT and Subsidiaries

LEASE EXPIRATIONS⁽¹⁾

								Annualized Base Rent⁽²⁾
			Gross Leasable Area					as of September 30, 2024
Year	Number of Leases		Square Feet		Percent of Gross Leasable Area			Amount (in thousands)		Percent of Total			Per Square Foot
2024		260		375,823		7.6	%	$	6,294		5.8	%	$	16.75
2025		277		621,507		12.6	%		16,345		15.1	%		26.30
2026		194		655,293		13.3	%		14,323		13.3	%		21.86
2027		190		624,680		12.6	%		15,086		14.0	%		24.15
2028		171		590,159		11.9	%		14,154		13.1	%		23.98
2029		154		584,852		11.8	%		14,088		13.0	%		24.09
2030		69		350,255		7.1	%		7,147		6.6	%		20.41
2031		36		153,458		3.1	%		4,235		3.9	%		27.60
2032		32		166,397		3.4	%		4,045		3.7	%		24.31
2033		20		103,729		2.1	%		2,496		2.3	%		24.06
Total		1,403		4,226,153		85.5	%	$	98,213		90.9	%	$	23.24

⁽¹⁾	Lease expirations table reflects rents in place as of September 30, 2024, and does not include option periods.

⁽²⁾	Annualized Base Rent represents the monthly base rent as of September 30, 2024 for each tenant multiplied by 12.

Table of Contents

Whitestone REIT and Subsidiaries

Property Details

As of September 30, 2024

		Year Built/	Gross Leasable		Percent Occupied at			Annualized Base Rental Revenue		Average Base Rental Revenue Per		Average Net Effective Annual Base Rent Per Leased
Community Name	Location	Renovated	Square Feet		9/30/2024			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Whitestone Properties:
Ahwatukee Plaza	Phoenix	1979		72,650		87	%	$	861	$	13.62	$	14.52
Anderson Arbor	Austin	2001		89,746		93	%		2,012		24.11		24.47
Anthem Marketplace	Phoenix	2000		113,293		97	%		1,762		16.03		16.07
Anthem Marketplace Phase II	Phoenix	2019		6,853		100	%		255		37.21		34.00
Arcadia Towne Center	Phoenix	1966		69,503		100	%		1,756		25.27		26.89
BLVD Place	Houston	2014		216,944		94	%		8,974		44.01		44.43
The Citadel	Phoenix	2013		28,547		100	%		564		19.76		20.77
City View Village	San Antonio	2005		17,870		90	%		548		34.07		33.95
Dana Park Pad	Phoenix	2002		12,000		100	%		333		27.75		29.00
Davenport Village	Austin	1999		128,934		92	%		3,530		29.76		29.33
Eldorado Plaza	Dallas	2004		219,287		99	%		3,699		17.04		17.44
Fountain Square	Phoenix	1986		118,209		88	%		1,990		19.13		19.01
Fulton Ranch Towne Center	Phoenix	2005		120,575		96	%		2,466		21.30		22.39
Garden Oaks Shopping Center	Houston	1954		106,858		96	%		1,815		17.69		18.20
Gilbert Tuscany Village	Phoenix	2009		49,415		100	%		1,077		21.80		21.63
Heritage	Dallas	2006		70,431		100	%		1,813		25.74		26.39
HQ Village	Dallas	2009		89,134		93	%		2,674		32.26		31.20
Keller Place	Dallas	2001		93,541		95	%		1,121		12.61		13.19
Kempwood Plaza	Houston	1974		91,302		100	%		1,450		15.88		15.39
La Mirada	Phoenix	1997		147,209		99	%		3,884		26.65		26.43
Lake Woodlands Crossing	Houston	2018		60,246		100	%		2,077		34.48		36.23
Lakeside Market	Dallas	2000		164,899		94	%		4,434		28.61		29.95
Las Colinas	Dallas	2000		104,919		92	%		2,867		29.70		31.40
Lion Square	Houston	1980		117,592		91	%		1,926		18.00		17.85
The MarketPlace at Central	Phoenix	2012		111,130		98	%		1,175		10.79		10.92
Market Street at DC Ranch	Phoenix	2003		244,888		98	%		6,450		26.88		27.57
Paradise Plaza	Phoenix	1983		125,898		90	%		1,624		14.33		14.71
Parkside Village North	Austin	2005		27,045		100	%		938		34.68		33.57
Parkside Village South	Austin	2012		90,101		96	%		2,533		29.28		29.12
Pinnacle of Scottsdale	Phoenix	1991		113,108		95	%		2,659		24.75		23.98
Pinnacle Phase II	Phoenix	2017		27,063		100	%		899		33.22		30.89
The Promenade at Fulton Ranch	Phoenix	2007		98,792		93	%		1,557		16.95		17.02
Providence	Houston	1980		90,327		98	%		1,236		13.96		14.05
Quinlan Crossing	Austin	2012		109,892		97	%		2,825		26.50		26.75
Scottsdale Commons	Phoenix	1980		69,482		99	%		1,837		26.71		26.71
Seville	Phoenix	1990		90,042		90	%		2,895		35.72		36.69
Shaver	Houston	1978		21,926		100	%		389		17.74		17.38
Shops at Pecos Ranch	Phoenix	2009		78,767		97	%		1,990		26.05		26.57
Shops at Starwood	Dallas	2006		55,385		100	%		1,947		35.15		34.83
The Shops at Williams Trace	Houston	1985		132,991		98	%		2,400		18.41		19.86
Starwood Phase II	Dallas	2016		35,351		97	%		1,336		38.96		39.02
The Strand at Huebner Oaks	San Antonio	2000		73,920		100	%		1,976		26.73		27.92
SugarPark Plaza	Houston	1974		95,032		100	%		1,518		15.97		15.78
Sunset at Pinnacle Peak	Phoenix	2000		41,530		100	%		1,120		26.97		25.38
Terravita Marketplace	Phoenix	1997		102,733		97	%		1,577		15.83		15.64
Town Park	Houston	1978		43,526		93	%		1,052		25.99		25.84
Village Square at Dana Park	Phoenix	2009		323,026		87	%		6,749		24.02		25.27

Table of Contents

Whitestone REIT and Subsidiaries

Property Details

As of September 30, 2024

		Year Built/	Gross Leasable	Percent Occupied at			Annualized Base Rental Revenue		Average Base Rental Revenue Per		Average Net Effective Annual Base Rent Per Leased
Community Name	Location	Renovated	Square Feet	9/30/2024			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Williams Trace Plaza	Houston	1983	129,222		93	%		2,614		21.75		23.01
Windsor Park	San Antonio	2012	196,458		85	%		1,699		10.17		10.92
Woodlake Plaza	Houston	1974	106,169		62	%		1,148		17.44		17.35
Total/Weighted Average - Whitestone Properties			4,943,761		94	%		108,031		23.25		23.65

Land Held for Development:
Anderson Arbor PAD	Austin	N/A	—		—	%		—		—		—
BLVD Phase II-B	Houston	N/A	—		—	%		—		—		—
Dana Park Development	Phoenix	N/A	—		—	%		—		—		—
Eldorado Plaza Development	Dallas	N/A	—		—	%		—		—		—
Market Street at DC Ranch	Phoenix	N/A	—		—	%		—		—		—
Total/Weighted Average - Land Held For Development ⁽⁴⁾			—		—	%		—		—		—

Grand Total/Weighted Average - Whitestone Properties			4,943,761		94	%	$	108,031	$	23.25	$	23.65

⁽¹⁾

Calculated as the tenant’s actual September 30, 2024 base rent (defined as cash base rents including abatements) multiplied by 12. Excludes vacant space as of September 30, 2024. Because annualized base rental revenue is not derived from historical results that were accounted for in accordance with generally accepted accounting principles, historical results differ from the annualized amounts. Total abatements for leases in effect as of September 30, 2024 equaled approximately $285,000 for the month ended September 30, 2024.

⁽²⁾	Calculated as annualized base rent divided by leased square feet as of September 30, 2024.

⁽³⁾

Represents (i) the contractual base rent for leases in place as of September 30, 2024, adjusted to a straight-line basis to reflect changes in rental rates throughout the lease term and amortize free rent periods and abatements, but without regard to tenant improvement allowances and leasing commissions, divided by (ii) square footage under commenced leases of September 30, 2024.

⁽⁴⁾	As of September 30, 2024, these parcels of land were held for development and, therefore, had no gross leasable area.

Table of Contents

Document And Entity Information	Oct. 30, 2024
Document Information [Line Items]
Entity, Registrant Name	Whitestone REIT
Document, Type	8-K
Document, Period End Date	Oct. 30, 2024
Entity, Incorporation, State or Country Code	MD
Entity, File Number	001-34855
Entity, Tax Identification Number	76-0594970
Entity, Address, Address Line One	2600 South Gessner, Suite 500
Entity, Address, City or Town	Houston
Entity, Address, State or Province	TX
Entity, Address, Postal Zip Code	77063
City Area Code	713
Local Phone Number	827-9595
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Shares of Beneficial Interest
Trading Symbol	WSR
Security Exchange Name	NYSE
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001175535

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