8-K

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): March 6, 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)

Registrant's telephone number, including area 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 March 6, 2024, Whitestone REIT (the “Company”) announced its financial results for the three and twelve months ended December 31, 2023. A copy of the Company’s March 6, 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 March 6, 2024.

99.2         Quarterly Supplemental Operating and Financial Data Package for Whitestone REIT for the three and twelve months ended December 31, 2023.

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

EXHIBIT INDEX

99.1	Press release of Whitestone REIT, dated March 6, 2024.
99.2	Quarterly Supplemental Operating and Financial Data for Whitestone REIT for the three and twelve months ended December 31, 2023.
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:	March 6, 2024	By: /s/ John S. Hogan
		Name: John S. Hogan Title:   Chief Financial Officer

EX-99.1

Exhibit 99.1

WHITESTONE REIT

REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS

Houston, Texas, March 6, 2024 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the fourth quarter and full year of 2023. 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.

“I am proud of the work and dedication of the Whitestone team in executing our strategic priorities and steadfastly serving our tenants and our neighborhood communities. We finished the year on a very strong note: hitting record occupancy of 94.2%, GAAP leasing spreads of nearly 22% and achieving a year-over-year revenue increase in excess of 5%.  We initiated 2024 Core FFO per share guidance of $0.98 - $1.04 and were pleased to grow the dividend by 3% as announced yesterday. I am fully confident that our stellar financial performance and actions will position Whitestone to deliver attractive profitable growth and drive substantial value for all of our stakeholders in the years ahead.” 

– Dave Holeman, Chief Executive Officer

Fourth Quarter 2023 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 $37.5 million versus $34.9 million for the fourth quarter of 2022.

• Net Income attributable to common shareholders of $1.5 million, or $0.03 per diluted share, versus $19.9 million, or $0.40 per diluted share for the fourth quarter of 2022. 

• Funds from Operations (“FFO”) per diluted share of $0.21 versus $0.23 for the fourth quarter of 2022. 

• Core FFO per diluted share of $0.24 versus $0.23 for the fourth quarter of 2022.

• EBITDAre of $21.0 million versus $20.3 million for the fourth quarter of 2022.

• Same-Store Net Operating Income (“NOI”) grew 2.4% to $24.0 million versus $23.4 million for the fourth quarter of 2022. 

• Net Effective Annual Base Rental Revenue per leased square foot was up 6.2% to $23.35, compared to the prior year quarter.

Full Year 2023 Operating and Financial Results

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

• Revenues of $147.0 million versus $139.4 million for 2022.

• Net Income attributable to common shareholders of $19.2 million, or $0.38 per diluted share, versus $35.3 million, or $0.71 per diluted share for 2022.

• Funds from Operations (“FFO”) per diluted share of $0.88 versus $1.03 for 2022. 

• Core FFO per diluted share of $0.91 versus $1.03 for 2022.

• EBITDAre of $81.0 million versus $80.8 million for 2022.

• Same-Store Net Operating Income (“NOI”) grew 2.7% to $92.8 million versus $90.4 million for 2022.

Operating Results

For the three-month periods ending December 31, 2023 and 2022, the Company’s operating highlights were as follows:

	Fourth Quarter 2023	Fourth Quarter 2022
Occupancy:
Wholly Owned Properties – All	94.2%	93.7%
>10,000 Sq Ft Occupancy	97.5%	98.0%
≤ 10,000 Sq Ft Occupancy	92.1%	91.2%
Same Store Property Net Operating Income Change (1)	2.4%	7.1%
Rental Rate Growth - Total (GAAP Basis):	21.8%	23.5%
New Leases	37.3%	24.3%
Renewal Leases	15.3%	23.2%
Leasing Transactions:
Number of New Leases	44	22
New Leases - Lease Term Revenue (millions)	$26.7	$27.5
Number of Renewal Leases	32	38
Renewal Leases - Lease Term Revenue (millions)	$23.6	$9.7

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Balance Sheet and Debt Metrics

• As of December 31, 2023, Whitestone had total debt of $640.5 million, along with capacity and availability of $104.0 million each under its $250 million revolving credit facility

• As of December 31, 2023, the Company has undepreciated real estate assets of $1.2 billion.

Dividend

On March 5, 2024, the Company declared a quarterly cash distribution of $0.12375 per common share and OP unit for the second quarter of 2024, to be paid in three equal installments of $0.04125 in April, May, and June of 2024. The second quarter dividend represents a 3.13% increase from the first quarter of 2024. 

2024 Full Year Guidance

The Company currently estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.32 to $0.38 per diluted share, and Core FFO will be within the range of $0.98 to $1.04 per diluted share and OP Unit. 

	Initial 2024 Guidance	2023 Actual
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT	$16,600 - $19,600	$19,180
Core FFO (1)	$50,985 - $53,985	$46,765
Net income attributable to Whitestone REIT per share	$0.32 - $0.38	$0.38
Core FFO per diluted share and OP Unit (1)	$0.98 - $1.04	$0.91
Key Drivers:
Same store net operating income growth (2)	2.5% - 4.0%	2.7%
Bad debt as a percentage of revenue	0.60% - 1.10%	0.65%
General and administrative expense	$19,700 - $21,200	$20,653
Interest expense	$32,600 - $34,100	$32,866
Ending occupancy	93.8% - 94.8%	94.20%
Net Debt to EBITDAre Ratio (3)	7.0X - 6.6X	7.5X

⁽¹⁾ 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.

⁽²⁾ Excludes straight-line rent, amortization of above/below market rates and lease termination fees for both periods.

⁽³⁾ Fourth quarter annualized EBITDAre. For the reconciliation of Net Debt to EBITDAre Ratio, a non-GAAP financial measure, to the comparable GAAP financial measure, see the "Earnings Before Interest, Tax, Depreciation and Amortization for Real Estate (EBITDAre)" reconciliation table.

Portfolio Statistics

As of December 31, 2023, Whitestone wholly owned 55 Community-Centered Properties™ with approximately 5.0 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 29 properties in Texas and 26 in Arizona. Whitestone’s Community-Centered Properties™ are located in the MSA's of Austin (5), Dallas-Fort Worth (9), Houston (12), Phoenix (26), 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 owns an 81.4% equity interest in eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

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At the end of the fourth quarter, the Company’s diversified tenant base was comprised of 1,453 tenants, with the largest tenant accounting for only 2.1% of annualized base rental revenues. No single tenant exceeded 2.1% of total revenues. 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, March 7, 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 Thursday, March 21, 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):	13742561

Supplemental Financial Information

The fourth 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.

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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, the real estate industry 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 and Phoenix in particular, including the potential impact of public health emergencies, such as COVID-19, 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 operating costs or general and administrative expenses; our current geographic concentration in the Houston and Phoenix metropolitan area makes us susceptible to local economic downturns and natural disasters, such as floods and hurricanes, which may increase as a result of climate change, increasing focus by stakeholders on environmental, social, and governance matters, financial institution disruption; 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 operating cash flow; the extent to which our estimates regarding Pillarstone REIT Operating Partnership LP's financial condition and results of operations differ from actual results; and the risk that we are unable to raise capital for working capital, acquisitions or other uses on attractive terms or at all 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, 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. The Company calculates 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: The National Association of Real Estate Investment Trusts (“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 professional fees.

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 (loss) 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 and Core FFO as the primary metric for comparing the relative performance of equity REITs. FFO and Core FFO should not be considered as an alternative 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.

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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, 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 property from discontinued operations, management fee (net of related expenses) and gain or loss on sale or disposition 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 property from discontinued operations, management fee (net of related expenses) 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 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, other 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

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Whitestone REIT and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

	December 31, 2023			December 31, 2022
ASSETS
Real estate assets, at cost
Property	$	1,221,466		$	1,199,041
Accumulated depreciation		(229,767	)		(208,286	)
Total real estate assets		991,699			990,755
Investment in real estate partnership		31,671			34,826
Cash and cash equivalents		4,572			6,166
Restricted cash		68			189
Escrows and deposits		24,148			12,827
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)		30,592			25,570
Receivable due from related party		1,513			1,377
Unamortized lease commissions, legal fees and loan costs		13,783			12,697
Prepaid expenses and other assets(2)		4,765			7,838
Finance lease right-of-use assets		10,428			10,522
Total assets	$	1,113,239		$	1,102,767
LIABILITIES AND EQUITY
Liabilities:
Notes payable	$	640,172		$	625,427
Accounts payable and accrued expenses(3)		36,513			36,154
Payable due to related party		1,577			1,561
Tenants' security deposits		8,614			8,428
Dividends and distributions payable		6,025			6,008
Finance lease liabilities		721			735
Total liabilities		693,622			678,313
Commitments and contingencies:		—			—
Equity:
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of December 31, 2023 and December 31, 2022		—			—
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 49,610,831 and 49,422,716 issued and outstanding as of December 31, 2023 and December 31, 2022, respectively		50			49
Additional paid-in capital		628,079			624,785
Accumulated deficit		(216,963	)		(212,366	)
Accumulated other comprehensive income		2,576			5,980
Total Whitestone REIT shareholders' equity		413,742			418,448
Noncontrolling interest in subsidiary		5,875			6,006
Total equity		419,617			424,454
Total liabilities and equity	$	1,113,239		$	1,102,767

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Whitestone REIT and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(in thousands)

	December 31, 2023			December 31, 2022
(1) Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	16,287		$	16,828
Accrued rents and other recoveries		26,751			22,103
Allowance for doubtful accounts		(13,570	)		(13,822	)
Other receivables		1,124			461
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	30,592		$	25,570
(2) Operating lease right of use assets (net)	$	109		$	124
(3) Operating lease liabilities	$	112		$	129

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Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
Revenues
Rental(1)	$	37,247		$	34,700		$	145,652		$	138,200
Management, transaction, and other fees		277			218			1,317			1,221
Total revenues		37,524			34,918			146,969			139,421
Operating expenses
Depreciation and amortization		8,428			8,046			32,966			31,707
Operating and maintenance		8,101			6,435			27,948			25,688
Real estate taxes		3,848			3,740			18,016			17,607
General and administrative		5,002			5,003			20,653			18,066
Total operating expenses		25,379			23,224			99,583			93,068
Other expenses (income)
Interest expense		8,303			8,082			32,866			27,193
(Gain) loss on sale of properties, net		620			(16,950	)		(9,006	)		(16,950	)
Loss on disposal of assets, net		22			180			522			192
Interest, dividend and other investment income		(2	)		(22	)		(51	)		(65	)
Total other expenses		8,943			(8,710	)		24,331			10,370
Income before equity investment in real estate partnership and income tax		3,202			20,404			23,055			35,983
Equity (deficit) in earnings of real estate partnership		(1,528	)		(65	)		(3,155	)		239
Provision for income tax		(111	)		(109	)		(450	)		(422	)
Net Income		1,563			20,230			19,450			35,800
Less: Net income attributable to noncontrolling interests		22			291			270			530
Net income attributable to Whitestone REIT	$	1,541		$	19,939		$	19,180		$	35,270

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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 December 31,						Year Ended December 31,
	2023			2022			2023			2022
Basic Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.03		$	0.40		$	0.39		$	0.72
Diluted Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.03		$	0.40		$	0.38		$	0.71
Weighted average number of common shares outstanding:
Basic		49,586			49,384			49,501			49,256
Diluted		51,064			50,126			50,813			49,950
Consolidated Statements of Comprehensive Income (Loss)
Net income	$	1,563		$	20,230		$	19,450		$	35,800
Other comprehensive income (loss)
Unrealized gain (loss) on cash flow hedging activities		(10,054	)		(1,698	)		(3,452	)		12,925
Comprehensive income		(8,491	)		18,532			15,998			48,725
Less: Net income attributable to noncontrolling interests		22			291			270			530
Less: Comprehensive income (loss) attributable to noncontrolling interests		(139	)		(24	)		(48	)		191
Comprehensive income attributable to Whitestone REIT	$	(8,374	)	$	18,265		$	15,776		$	48,004

9

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
(1) Rental
Rental revenues	$	26,714		$	26,090		$	105,494		$	101,113
Recoveries		10,538			9,151			41,109			38,243
Bad debt		(5	)		(541	)		(951	)		(1,156	)
Total rental	$	37,247		$	34,700		$	145,652		$	138,200

10

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Year Ended December 31,
	2023			2022
Cash flows from operating activities:
Net income	$	19,450		$	35,800
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		32,966			31,707
Amortization of deferred loan costs		1,089			1,100
Gain on sale of properties		(9,006	)		(16,950	)
Loss on disposal of assets		522			192
Bad debt		951			1,156
Share-based compensation		3,727			1,511
(Equity) deficit in earnings of real estate partnership		3,155			(239	)
Amortization of right-of-use assets - finance leases		94			—
Changes in operating assets and liabilities:
Escrows and deposits		2,312			(1,504	)
Accrued rents and accounts receivable		(5,973	)		(4,331	)
Receivable due from related party		(136	)		(530	)
Unamortized lease commissions, legal fees and loan costs		(4,592	)		(3,386	)
Prepaid expenses and other assets		2,484			1,749
Accounts payable and accrued expenses		355			(2,766	)
Payable due to related party		16			564
Tenants' security deposits		186			358
Net cash provided by operating activities		47,600			44,431
Cash flows from investing activities:
Acquisitions of real estate		(25,474	)		(16,992	)
Acquisition of ground lease		—			(9,786	)
Additions to real estate		(17,055	)		(13,659	)
Proceeds from sales of properties		19,847			33,723
Escrowed loan repayment on behalf of real estate partnership		(13,633	)		—
Net cash used in investing activities		(36,315	)		(6,714	)
Cash flows from financing activities:
Distributions paid to common shareholders		(23,684	)		(22,958	)
Distributions paid to OP unit holders		(332	)		(346	)
Payments of exchange offer costs		—			(335	)
Net proceeds from (payments of) credit facility		42,500			(16,000	)
Repayments of notes payable		(30,945	)		(3,468	)
Payments of loan origination costs		—			(3,632	)
Repurchase of common shares		(525	)		(537	)
Payment of finance lease liability		(14	)		—
Net cash used in financing activities		(13,000	)		(47,276	)
Net decrease in cash, cash equivalents and restricted cash		(1,715	)		(9,559	)
Cash, cash equivalents and restricted cash at beginning of period		6,355			15,914
Cash, cash equivalents and restricted cash at end of period (1)	$	4,640		$	6,355

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

11

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

Supplemental Disclosures

(in thousands)

	Year Ended December 31,
	2023			2022
Supplemental disclosure of cash flow information:
Cash paid for interest	$	31,136		$	26,493
Cash paid for taxes	$	435		$	366
Non cash investing and financing activities:
Disposal of fully depreciated real estate	$	976		$	454
Financed insurance premiums	$	3,002		$	1,846
Value of shares issued under dividend reinvestment plan	$	75		$	67
Value of common shares exchanged for OP units	$	17		$	618
Change in fair value of cash flow hedge	$	(3,452	)	$	12,925
Recognition of finance lease liabilities	$	—		$	735

	December 31,
	2023		2022
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	4,572	$	6,166
Restricted cash		68		189
Total cash, cash equivalents and restricted cash	$	4,640	$	6,355

12

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

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

	Three Months Ended December 31,					Year Ended December 31,
	2023		2022			2023			2022
FFO (NAREIT) AND CORE FFO
Net income attributable to Whitestone REIT	$	1,541	$	19,939		$	19,180		$	35,270
Adjustments to reconcile to FFO:(1)
Depreciation and amortization of real estate assets		8,394		8,004			32,811			31,538
Depreciation and amortization of real estate assets of real estate partnership (pro rata) (2)		404		404			1,613			1,613
Loss on disposal of assets, net		22		180			522			192
(Gain) loss on sale of properties, net		620		(16,950	)		(9,006	)		(16,950	)
Net income attributable to noncontrolling interests		22		291			270			530
FFO (NAREIT)	$	11,003	$	11,868		$	45,390		$	52,193
Adjustments to reconcile to Core FFO:
Early debt extinguishment costs		—		—			—			147
Default interest on debt of real estate partnership (1)(2)		1,375		—			1,375			—
Core FFO	$	12,378	$	11,868		$	46,765		$	52,340
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO	$	11,003	$	11,868		$	45,390		$	52,193
Core FFO	$	12,378	$	11,868		$	46,765		$	52,340
Denominator:
Weighted average number of total common shares - basic		49,586		49,384			49,501			49,256
Weighted average number of total noncontrolling OP units - basic		693		695			694			738
Weighted average number of total common shares and noncontrolling OP units - basic		50,279		50,079			50,195			49,994
Effect of dilutive securities:
Unvested restricted shares		1,478		742			1,312			694
Weighted average number of total common shares and noncontrolling OP units - diluted		51,757		50,821			51,507			50,688
FFO per common share and OP unit - basic	$	0.22	$	0.24		$	0.90		$	1.04
FFO per common share and OP unit - diluted	$	0.21	$	0.23		$	0.88		$	1.03
Core FFO per common share and OP unit - basic	$	0.25	$	0.24		$	0.93		$	1.05
Core FFO per common share and OP unit - diluted	$	0.24	$	0.23		$	0.91		$	1.03

⁽¹⁾ Includes pro-rata share attributable to real estate partnership.

⁽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 December 31, 2023 and 2022 have not been made available to us, we have estimated depreciation and amortization of real estate assets based on the information available to us at the time of this Report.

13

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(continued)

(in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
PROPERTY NET OPERATING INCOME
Net income attributable to Whitestone REIT	$	1,541		$	19,939		$	19,180		$	35,270
General and administrative expenses		5,002			5,003			20,653			18,066
Depreciation and amortization		8,428			8,046			32,966			31,707
(Equity) deficit in earnings of real estate partnership (1)		1,528			65			3,155			(239	)
Interest expense		8,303			8,082			32,866			27,193
Interest, dividend and other investment income		(2	)		(22	)		(51	)		(65	)
Provision for income taxes		111			109			450			422
(Gain) loss on sale of properties, net		620			(16,950	)		(9,006	)		(16,950	)
Management fee, net of related expenses		—			—			16			112
Loss on disposal of assets, net		22			180			522			192
NOI of real estate partnership (pro rata)(1)		670			594			2,553			3,023
Net income attributable to noncontrolling interests		22			291			270			530
NOI	$	26,245		$	25,337		$	103,574		$	99,261
Non-Same Store NOI (2)		(1,214	)		(651	)		(4,370	)		(3,322	)
NOI of real estate partnership (pro rata) (1)		(670	)		(594	)		(2,553	)		(3,023	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		24,361			24,092			96,651			92,916
Same Store straight-line rent adjustments		(97	)		(424	)		(2,284	)		(1,466	)
Same Store amortization of above/below market rents		(214	)		(256	)		(862	)		(933	)
Same Store lease termination fees		(98	)		(21	)		(698	)		(135	)
Same Store NOI (3)	$	23,952		$	23,391		$	92,807		$	90,382

⁽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 December 31, 2023 and 2022 have not been made available to us, we have estimated (equity) 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.

⁽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 purposes of comparing the three months ended December 31, 2023 to the three months ended December 31, 2022, Non-Same Store includes properties acquired between October 1, 2022 and December 31, 2023 and properties sold between October 1, 2022 and December 31,2023, but not included in discontinued operations. For purposes of comparing the twelve months ended December 31, 2023 to the twelve months ended December 31, 2022, Non-Same Store includes properties acquired between January 1, 2022 and December 31, 2023, and properties sold between January 1, 2022 and December 31, 2023, but not included in discontinued operations. 

⁽³⁾ We define “Same Store” as properties that have been owned during the entire period being compared. For purposes of comparing the three months ended December 31, 2023 to the three months ended December 31, 2022, Same Store includes properties owned before October 1, 2022 and not sold before December 31, 2023. For purposes of comparing the twelve months ended December 31, 2023 to the twelve months ended December 31, 2022, Same Store includes properties owned before January 1, 2022 and not sold before December 31, 2023. Straight line rent adjustments, above/below market rents, and lease termination fees are excluded.

14

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(continued)

(in thousands)

	Three Months Ended December 31,					Year Ended December 31,
	2023		2022			2023			2022
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT	$	1,541	$	19,939		$	19,180		$	35,270
Depreciation and amortization		8,428		8,046			32,966			31,707
Interest expense		8,303		8,082			32,866			27,193
Provision for income taxes		111		109			450			422
Net income attributable to noncontrolling interests		22		291			270			530
(Equity) deficit in earnings of real estate partnership (1)		1,528		65			3,155			(239	)
EBITDAre adjustments for real estate partnership (1)		448		533			617			2,626
(Gain) loss on sale of properties, net		620		(16,950	)		(9,006	)		(16,950	)
Loss on disposal of assets, net		22		180			522			192
EBITDAre	$	21,023	$	20,295		$	81,020		$	80,751

(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 December 31, 2023 and 2022 have not been made available to us, we have estimated (equity) deficit in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report.

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

Initial Full Year Guidance for 2024

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

	Projected Range Full Year 2024
	Low		High
FFO (NAREIT) and Core FFO per diluted share and OP unit
Net income attributable to Whitestone REIT	$	16,600	$	19,600
Adjustments to reconcile to FFO (NAREIT)
Depreciation and amortization of real estate assets		34,252		34,252
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		133		133
FFO (NAREIT)	$	50,985	$	53,985
Adjustments to reconcile to Core FFO
Adjustments		—		—
Core FFO	$	50,985	$	53,985
Dilutive shares		51,262		51,262
OP Units		695		695
Dilutive share and OP Units		51,957		51,957
Net income attributable to Whitestone REIT per diluted share	$	0.32	$	0.38
FFO (NAREIT) per diluted share and OP Unit	$	0.98	$	1.04
Net income attributable to Whitestone REIT per diluted share	$	0.32	$	0.38
Core FFO per diluted share and OP Unit	$	0.98	$	1.04

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		89			89
EBITDAre	$	23,143		$	22,293
Annualized EBITDAre	$	92,572		$	89,172
Outstanding debt, net of insurance financing		616,290			624,290
Less: Cash		(3,000	)		(3,000	)
Add: Proportional share on net debt of unconsolidated real estate partnership		—			—
Total net debt	$	613,290		$	621,290
Ratio of Net Debt to EBITDAre		6.6			7.0

15

EX-99.2

Exhibit 99.2

TABLE OF CONTENTS
	Page
Corporate Profile	1
Fourth Quarter 2023 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

CORPORATE PROFILE

NYSE: WSR Common Shares 55 Community Centers 5.0 million sq. ft. of gross leasable area 1,453 tenants 5 Top Growth Markets Austin Dallas-Fort Worth Houston Phoenix San Antonio Fiscal Year End 12/31 Common Shares & Units Outstanding*: Common Shares: 49.6 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 December 31, 2023, provided a 95% premium rental rate compared to our larger space tenants. The largest of our 1,453 tenants at our wholly owned properties comprised only 2.1% of our revenues for the three months ended December 31, 2023, and no single tenant exceeded 2.1%

Distribution (per share / unit)*:
Quarter: $ 0.12***	Investor Relations:
Annualized: $ 0.48	Whitestone REIT
Dividend Yield: 3.93%**	David Mordy
	Director, Investor Relations
	2600 South Gessner, Suite 500, Houston, Texas 77063
Board of Trustees:	713.435.2219 email: ir@whitestonereit.com
David F. Taylor	website: www.whitestonereit.com
Nandita V. Berry
Julia B. Buthman	Analyst Coverage:
Amy S. Feng	B. Riley Securities	Colliers	JMP Securities	Maxim Group
David K. Holeman	John Massocca	David Toti	Mitchell Germain	Michael Diana
Jeffrey A. Jones	646.885.5424	917.903.9407	212.906.3537	212.895.3641
	jmassocca@brileyfin.com	david.toti@colliers.com	mgermain@jmpsecurities.com	mdiana@maximgrp.com
	Truist Securities
	Anthony Hau
* As of March 1, 2024	212.303.4176
** Based on common share price	anthony.hau@truist.com
of $12.22 as of close of market on
March 1, 2024.
***Based on Q4 2023 distribution rate	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.

1

WHITESTONE REIT

REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS

Houston, Texas, March 6, 2024 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the fourth quarter and full year of 2023. 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.

“I am proud of the work and dedication of the Whitestone team in executing our strategic priorities and steadfastly serving our tenants and our neighborhood communities. We finished the year on a very strong note: hitting record occupancy of 94.2%, GAAP leasing spreads of nearly 22% and achieving a year-over-year revenue increase in excess of 5%.  We initiated 2024 Core FFO per share guidance of $0.98 - $1.04 and were pleased to grow the dividend by 3% as announced yesterday. I am fully confident that our stellar financial performance and actions will position Whitestone to deliver attractive profitable growth and drive substantial value for all of our stakeholders in the years ahead.”

– Dave Holeman, Chief Executive Officer

Fourth Quarter 2023 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 $37.5 million versus $34.9 million for the fourth quarter of 2022.

• Net Income attributable to common shareholders of $1.5 million, or $0.03 per diluted share, versus $19.9 million, or $0.40 per diluted share for the fourth quarter of 2022. 

• Funds from Operations (“FFO”) per diluted share of $0.21 versus $0.23 for the fourth quarter of 2022.

• Core FFO per diluted share of $0.24 versus $0.23 for the fourth quarter of 2022.

• EBITDAre of $21.0 million versus $20.3 million for the fourth quarter of 2022.

• Same-Store Net Operating Income (“NOI”) grew 2.4% to $24.0 million versus $23.4 million for the fourth quarter of 2022. 

• Net Effective Annual Base Rental Revenue per leased square foot was up 6.2% to $23.35, compared to the prior year quarter.

Full Year 2023 Operating and Financial Results

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

• Revenues of $147.0 million versus $139.4 million for 2022.

• Net Income attributable to common shareholders of $19.2 million, or $0.38 per diluted share, versus $35.3 million, or $0.71 per diluted share for 2022.

• Funds from Operations (“FFO”) per diluted share of $0.88 versus $1.03 for 2022. 

• Core FFO per diluted share of $0.91 versus $1.03 for 2022.

• EBITDAre of $81.0 million versus $80.8 million for 2022.

• Same-Store Net Operating Income (“NOI”) grew 2.7% to $92.8 million versus $90.4 million for 2022.

Operating Results

For the three month periods ending December 31, 2023 and 2022, the Company’s operating highlights were as follows:

	Fourth Quarter 2023	Fourth Quarter 2022
Occupancy:
Wholly Owned Properties – All	94.2%	93.7%
>10,000 Sq Ft Occupancy	97.5%	98.0%
≤ 10,000 Sq Ft Occupancy	92.1%	91.2%
Same Store Property Net Operating Income Change (1)	2.4%	7.1%
Rental Rate Growth - Total (GAAP Basis):	21.8%	23.5%
New Leases	37.3%	24.3%
Renewal Leases	15.3%	23.2%
Leasing Transactions:
Number of New Leases	44	22
New Leases - Lease Term Revenue (millions)	$26.7	$27.5
Number of Renewal Leases	32	38
Renewal Leases - Lease Term Revenue (millions)	$23.6	$9.7

2

Balance Sheet and Debt Metrics

• As of December 31, 2023, Whitestone had total debt of $640.5 million, along with capacity and availability of $104.0 million each under its $250 million revolving credit facility.

• As of December 31, 2023, the Company has undepreciated real estate assets of $1.2 billion.

Dividend

On March 5, 2024, the Company declared a quarterly cash distribution of $0.12375 per common share and OP unit for the second quarter of 2024, to be paid in three equal installments of $0.04125 in April, May, and June of 2024. The second quarter dividend represents a 3.13% increase from the first quarter of 2024.

2024 Full Year Guidance

The Company currently estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.32 to $0.38 per diluted share, and Core FFO will be within the range of $0.98 to $1.04 per diluted share and OP Unit.

	Initial 2024 Guidance	2023 Actual
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT	$16,600 - $19,600	$19,180
Core FFO (1)	$50,985 - $53,985	$46,765
Net income attributable to Whitestone REIT per share	$0.32 - $0.38	$0.38
Core FFO per diluted share and OP Unit (1)	$0.98 - $1.04	$0.91
Key Drivers:
Same store net operating income growth (2)	2.5% - 4.0%	2.7%
Bad debt as a percentage of revenue	0.60% - 1.10%	0.65%
General and administrative expense	$19,700 - $21,200	$20,653
Interest expense	$32,600 - $34,100	$32,866
Ending occupancy	93.8% - 94.8%	94.20%
Net Debt to EBITDAre Ratio (3)	7.0X - 6.6X	7.5X

⁽¹⁾ 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.

⁽²⁾ Excludes straight-line rent, amortization of above/below market rates and lease termination fees for both periods.

⁽³⁾ Fourth quarter annualized EBITDAre. For the reconciliation of Net Debt to EBITDAre Ratio, a non-GAAP financial measure, to the comparable GAAP financial measure, see the "Earnings Before Interest, Tax, Depreciation and Amortization for Real Estate (EBITDAre)" reconciliation table.

Portfolio Statistics

As of December 31, 2023, Whitestone wholly owned 55 Community-Centered Properties™ with approximately 5.0 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 29 properties in Texas and 26 in Arizona. Whitestone’s Community-Centered Properties^TM are located in the MSA's of Austin (5), Dallas-Fort Worth (9), Houston (12), Phoenix (26), 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 owns an 81.4% equity interest in eight properties containing 0.9 million square feet of GLA through its investment in Pillarstone OP.

3

At the end of the fourth quarter, the Company’s diversified tenant base was comprised of 1,453 tenants, with the largest tenant accounting for only 2.1% of annualized base rental revenues. No single tenant exceeded 2.1% of total revenues. 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, March 7, 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 Thursday, March 21, 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):	13742561

Supplemental Financial Information

The fourth 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.

4

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, the real estate industry 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 and Phoenix in particular, including the potential impact of public health emergencies, such as COVID-19, 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 operating costs or general and administrative expenses; our current geographic concentration in the Houston and Phoenix metropolitan area makes us susceptible to local economic downturns and natural disasters, such as floods and hurricanes, which may increase as a result of climate change, increasing focus by stakeholders on environmental, social, and governance matters, financial institution disruption; 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 operating cash flow; the extent to which our estimates regarding Pillarstone REIT Operating Partnership LP's financial condition and results of operations differ from actual results; and the risk that we are unable to raise capital for working capital, acquisitions or other uses on attractive terms or at all 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, 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. The Company calculates 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.

5

FFO: Funds From Operations: The National Association of Real Estate Investment Trusts (“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 professional fees.

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 (loss) 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 and Core FFO as the primary metric for comparing the relative performance of equity REITs. FFO and Core FFO should not be considered as an alternative 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, 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 property from discontinued operations, management fee (net of related expenses) and gain or loss on sale or disposition 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 property from discontinued operations, management fee (net of related expenses) 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 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, other 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

6

Whitestone REIT and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

	December 31, 2023			December 31, 2022
ASSETS
Real estate assets, at cost
Property	$	1,221,466		$	1,199,041
Accumulated depreciation		(229,767	)		(208,286	)
Total real estate assets		991,699			990,755
Investment in real estate partnership		31,671			34,826
Cash and cash equivalents		4,572			6,166
Restricted cash		68			189
Escrows and deposits		24,148			12,827
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)		30,592			25,570
Receivable due from related party		1,513			1,377
Unamortized lease commissions, legal fees and loan costs		13,783			12,697
Prepaid expenses and other assets(2)		4,765			7,838
Finance lease right-of-use assets		10,428			10,522
Total assets	$	1,113,239		$	1,102,767
LIABILITIES AND EQUITY
Liabilities:
Notes payable	$	640,172		$	625,427
Accounts payable and accrued expenses(3)		36,513			36,154
Payable due to related party		1,577			1,561
Tenants' security deposits		8,614			8,428
Dividends and distributions payable		6,025			6,008
Finance lease liabilities		721			735
Total liabilities		693,622			678,313
Commitments and contingencies:		—			—
Equity:
Preferred shares, $0.001 par value per share; 50,000,000 shares authorized; none issued and outstanding as of December 31, 2023 and December 31, 2022		—			—
Common shares, $0.001 par value per share; 400,000,000 shares authorized; 49,610,831 and 49,422,716 issued and outstanding as of December 31, 2023 and December 31, 2022, respectively		50			49
Additional paid-in capital		628,079			624,785
Accumulated deficit		(216,963	)		(212,366	)
Accumulated other comprehensive income		2,576			5,980
Total Whitestone REIT shareholders' equity		413,742			418,448
Noncontrolling interest in subsidiary		5,875			6,006
Total equity		419,617			424,454
Total liabilities and equity	$	1,113,239		$	1,102,767

7

Whitestone REIT and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(in thousands)

	December 31, 2023			December 31, 2022
(1) Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	16,287		$	16,828
Accrued rents and other recoveries		26,751			22,103
Allowance for doubtful accounts		(13,570	)		(13,822	)
Other receivables		1,124			461
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	30,592		$	25,570
(2) Operating lease right of use assets (net)	$	109		$	124
(3) Operating lease liabilities	$	112		$	129

8

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
Revenues
Rental(1)	$	37,247		$	34,700		$	145,652		$	138,200
Management, transaction, and other fees		277			218			1,317			1,221
Total revenues		37,524			34,918			146,969			139,421
Operating expenses
Depreciation and amortization		8,428			8,046			32,966			31,707
Operating and maintenance		8,101			6,435			27,948			25,688
Real estate taxes		3,848			3,740			18,016			17,607
General and administrative		5,002			5,003			20,653			18,066
Total operating expenses		25,379			23,224			99,583			93,068
Other expenses (income)
Interest expense		8,303			8,082			32,866			27,193
(Gain) loss on sale of properties, net		620			(16,950	)		(9,006	)		(16,950	)
Loss on disposal of assets, net		22			180			522			192
Interest, dividend and other investment income		(2	)		(22	)		(51	)		(65	)
Total other expenses		8,943			(8,710	)		24,331			10,370
Income before equity investment in real estate partnership and income tax		3,202			20,404			23,055			35,983
Equity (deficit) in earnings of real estate partnership		(1,528	)		(65	)		(3,155	)		239
Provision for income tax		(111	)		(109	)		(450	)		(422	)
Net Income		1,563			20,230			19,450			35,800
Less: Net income attributable to noncontrolling interests		22			291			270			530
Net income attributable to Whitestone REIT	$	1,541		$	19,939		$	19,180		$	35,270

9

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
Basic Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.03		$	0.40		$	0.39		$	0.72
Diluted Earnings Per Share:
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.03		$	0.40		$	0.38		$	0.71
Weighted average number of common shares outstanding:
Basic		49,586			49,384			49,501			49,256
Diluted		51,064			50,126			50,813			49,950
Consolidated Statements of Comprehensive Income (Loss)
Net income	$	1,563		$	20,230		$	19,450		$	35,800
Other comprehensive income (loss)
Unrealized gain (loss) on cash flow hedging activities		(10,054	)		(1,698	)		(3,452	)		12,925
Comprehensive income		(8,491	)		18,532			15,998			48,725
Less: Net income attributable to noncontrolling interests		22			291			270			530
Less: Comprehensive income (loss) attributable to noncontrolling interests		(139	)		(24	)		(48	)		191
Comprehensive income attributable to Whitestone REIT	$	(8,374	)	$	18,265		$	15,776		$	48,004

10

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
(1) Rental
Rental revenues	$	26,714		$	26,090		$	105,494		$	101,113
Recoveries		10,538			9,151			41,109			38,243
Bad debt		(5	)		(541	)		(951	)		(1,156	)
Total rental	$	37,247		$	34,700		$	145,652		$	138,200

11

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Year Ended December 31,
	2023			2022
Cash flows from operating activities:
Net income	$	19,450		$	35,800
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		32,966			31,707
Amortization of deferred loan costs		1,089			1,100
Gain on sale of properties		(9,006	)		(16,950	)
Loss on disposal of assets		522			192
Bad debt		951			1,156
Share-based compensation		3,727			1,511
(Equity) deficit in earnings of real estate partnership		3,155			(239	)
Amortization of right-of-use assets - finance leases		94			—
Changes in operating assets and liabilities:
Escrows and deposits		2,312			(1,504	)
Accrued rents and accounts receivable		(5,973	)		(4,331	)
Receivable due from related party		(136	)		(530	)
Unamortized lease commissions, legal fees and loan costs		(4,592	)		(3,386	)
Prepaid expenses and other assets		2,484			1,749
Accounts payable and accrued expenses		355			(2,766	)
Payable due to related party		16			564
Tenants' security deposits		186			358
Net cash provided by operating activities		47,600			44,431
Cash flows from investing activities:
Acquisitions of real estate		(25,474	)		(16,992	)
Acquisition of ground lease		—			(9,786	)
Additions to real estate		(17,055	)		(13,659	)
Proceeds from sales of properties		19,847			33,723
Escrowed loan repayment on behalf of real estate partnership		(13,633	)		—
Net cash used in investing activities		(36,315	)		(6,714	)
Cash flows from financing activities:
Distributions paid to common shareholders		(23,684	)		(22,958	)
Distributions paid to OP unit holders		(332	)		(346	)
Payments of exchange offer costs		—			(335	)
Net proceeds from (payments of) credit facility		42,500			(16,000	)
Repayments of notes payable		(30,945	)		(3,468	)
Payments of loan origination costs		—			(3,632	)
Repurchase of common shares		(525	)		(537	)
Payment of finance lease liability		(14	)		—
Net cash used in financing activities		(13,000	)		(47,276	)
Net decrease in cash, cash equivalents and restricted cash		(1,715	)		(9,559	)
Cash, cash equivalents and restricted cash at beginning of period		6,355			15,914
Cash, cash equivalents and restricted cash at end of period (1)	$	4,640		$	6,355

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

12

Whitestone REIT and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

Supplemental Disclosures

(in thousands)

	Year Ended December 31,
	2023			2022
Supplemental disclosure of cash flow information:
Cash paid for interest	$	31,136		$	26,493
Cash paid for taxes	$	435		$	366
Non cash investing and financing activities:
Disposal of fully depreciated real estate	$	976		$	454
Financed insurance premiums	$	3,002		$	1,846
Value of shares issued under dividend reinvestment plan	$	75		$	67
Value of common shares exchanged for OP units	$	17		$	618
Change in fair value of cash flow hedge	$	(3,452	)	$	12,925
Recognition of finance lease liabilities	$	—		$	735

	December 31,
	2023		2022
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	4,572	$	6,166
Restricted cash		68		189
Total cash, cash equivalents and restricted cash	$	4,640	$	6,355

13

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

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

	Three Months Ended December 31,					Year Ended December 31,
	2023		2022			2023			2022
FFO (NAREIT) AND CORE FFO
Net income attributable to Whitestone REIT	$	1,541	$	19,939		$	19,180		$	35,270
Adjustments to reconcile to FFO:(1)
Depreciation and amortization of real estate assets		8,394		8,004			32,811			31,538
Depreciation and amortization of real estate assets of real estate partnership (pro rata) (2)		404		404			1,613			1,613
Loss on disposal of assets, net		22		180			522			192
(Gain) loss on sale of properties, net		620		(16,950	)		(9,006	)		(16,950	)
Net income attributable to noncontrolling interests		22		291			270			530
FFO (NAREIT)	$	11,003	$	11,868		$	45,390		$	52,193
Adjustments to reconcile to Core FFO:
Early debt extinguishment costs		—		—			—			147
Default interest on debt of real estate partnership (1)(2)		1,375		—			1,375			—
Core FFO	$	12,378	$	11,868		$	46,765		$	52,340
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO	$	11,003	$	11,868		$	45,390		$	52,193
Core FFO	$	12,378	$	11,868		$	46,765		$	52,340
Denominator:
Weighted average number of total common shares - basic		49,586		49,384			49,501			49,256
Weighted average number of total noncontrolling OP units - basic		693		695			694			738
Weighted average number of total common shares and noncontrolling OP units - basic		50,279		50,079			50,195			49,994
Effect of dilutive securities:
Unvested restricted shares		1,478		742			1,312			694
Weighted average number of total common shares and noncontrolling OP units - diluted		51,757		50,821			51,507			50,688
FFO per common share and OP unit - basic	$	0.22	$	0.24		$	0.90		$	1.04
FFO per common share and OP unit - diluted	$	0.21	$	0.23		$	0.88		$	1.03
Core FFO per common share and OP unit - basic	$	0.25	$	0.24		$	0.93		$	1.05
Core FFO per common share and OP unit - diluted	$	0.24	$	0.23		$	0.91		$	1.03

⁽¹⁾ Includes pro-rata share attributable to real estate partnership.

⁽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 December 31, 2023 and 2022 have not been made available to us, we have estimated depreciation and amortization of real estate assets based on the information available to us at the time of this Report.

14

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(continued)

(in thousands)

	Three Months Ended December 31,						Year Ended December 31,
	2023			2022			2023			2022
PROPERTY NET OPERATING INCOME
Net income attributable to Whitestone REIT	$	1,541		$	19,939		$	19,180		$	35,270
General and administrative expenses		5,002			5,003			20,653			18,066
Depreciation and amortization		8,428			8,046			32,966			31,707
(Equity) deficit in earnings of real estate partnership (1)		1,528			65			3,155			(239	)
Interest expense		8,303			8,082			32,866			27,193
Interest, dividend and other investment income		(2	)		(22	)		(51	)		(65	)
Provision for income taxes		111			109			450			422
(Gain) loss on sale of properties, net		620			(16,950	)		(9,006	)		(16,950	)
Management fee, net of related expenses		—			—			16			112
Loss on disposal of assets, net		22			180			522			192
NOI of real estate partnership (pro rata)(1)		670			594			2,553			3,023
Net income attributable to noncontrolling interests		22			291			270			530
NOI	$	26,245		$	25,337		$	103,574		$	99,261
Non-Same Store NOI (2)		(1,214	)		(651	)		(4,370	)		(3,322	)
NOI of real estate partnership (pro rata) (1)		(670	)		(594	)		(2,553	)		(3,023	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		24,361			24,092			96,651			92,916
Same Store straight-line rent adjustments		(97	)		(424	)		(2,284	)		(1,466	)
Same Store amortization of above/below market rents		(214	)		(256	)		(862	)		(933	)
Same Store lease termination fees		(98	)		(21	)		(698	)		(135	)
Same Store NOI (3)	$	23,952		$	23,391		$	92,807		$	90,382

⁽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 December 31, 2023 and 2022 have not been made available to us, we have estimated (equity) 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.

⁽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 purposes of comparing the three months ended December 31, 2023 to the three months ended December 31, 2022, Non-Same Store includes properties acquired between October 1, 2022 and December 31, 2023 and properties sold between October 1, 2022 and December 31, 2023, but not included in discontinued operations. For purposes of comparing the twelve months ended December 31, 2023 to the twelve months ended December 31, 2022, Non-Same Store includes properties acquired between January 1, 2022 and December 31, 2023 and properties sold between January 1, 2022 and December 31, 2023, but not included in discontinued operations. 

⁽³⁾ We define “Same Store” as properties that have been owned during the entire period being compared. For purposes of comparing the three months ended December 31, 2023 to the three months ended December 31, 2022, Same Store includes properties owned before October 1, 2022 and not sold before December 31, 2023. For purposes of comparing the twelve months ended December 31, 2023 to the twelve months ended December 31, 2022, Same Store includes properties owned before January 1, 2022 and not sold before December 31, 2023. Straight line rent adjustments, above/below market rents, and lease termination fees are excluded.

15

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES

(continued)

(in thousands)

	Three Months Ended December 31,					Year Ended December 31,
	2023		2022			2023			2022
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT	$	1,541	$	19,939		$	19,180		$	35,270
Depreciation and amortization		8,428		8,046			32,966			31,707
Interest expense		8,303		8,082			32,866			27,193
Provision for income taxes		111		109			450			422
Net income attributable to noncontrolling interests		22		291			270			530
(Equity) deficit in earnings of real estate partnership (1)		1,528		65			3,155			(239	)
EBITDAre adjustments for real estate partnership (1)		448		533			617			2,626
(Gain) loss on sale of properties, net		620		(16,950	)		(9,006	)		(16,950	)
Loss on disposal of assets, net		22		180			522			192
EBITDAre	$	21,023	$	20,295		$	81,020		$	80,751

⁽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 December 31, 2023 and 2022 have not been made available to us, we have estimated (equity) deficit in earnings and EBITDAre adjustments for real estate partnership based on the information available to us at the time of this Report.

16

Whitestone REIT and Subsidiaries

RECONCILIATION OF NON-GAAP MEASURES 

Initial Full Year Guidance for 2024

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

	Projected Range Full Year 2024
	Low		High
FFO (NAREIT) and Core FFO per diluted share and OP unit
Net income attributable to Whitestone REIT	$	16,600	$	19,600
Adjustments to reconcile to FFO (NAREIT)
Depreciation and amortization of real estate assets		34,252		34,252
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		133		133
FFO (NAREIT)	$	50,985	$	53,985
Adjustments to reconcile to Core FFO
Adjustments		—		—
Core FFO	$	50,985	$	53,985
Dilutive shares		51,262		51,262
OP Units		695		695
Dilutive share and OP Units		51,957		51,957
Net income attributable to Whitestone REIT per diluted share	$	0.32	$	0.38
FFO (NAREIT) per diluted share and OP Unit	$	0.98	$	1.04
Net income attributable to Whitestone REIT per diluted share	$	0.32	$	0.38
Core FFO per diluted share and OP Unit	$	0.98	$	1.04

17

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		89			89
EBITDAre	$	23,143		$	22,293
Annualized EBITDAre	$	92,572		$	89,172
Outstanding debt, net of insurance financing		616,290			624,290
Less: Cash		(3,000	)		(3,000	)
Add: Proportional share on net debt of unconsolidated real estate partnership		—			—
Total net debt	$	613,290		$	621,290
Ratio of Net Debt to EBITDAre		6.6			7.0

18

Whitestone REIT and Subsidiaries

SAME STORE PROPERTY ANALYSIS

(in thousands)

	Three Months Ended December 31,						Increase			% Increase
	2023			2022			(Decrease)			(Decrease)
Same Store (47 properties excluding development land)
Property revenues
Rental	$	35,658		$	33,633		$	2,025			6	%
Management, transaction and other fees		275			215			60			28	%
Total property revenues		35,933			33,848			2,085			6	%
Property expenses
Property operation and maintenance		7,828			6,169			1,659			27	%
Real estate taxes		3,744			3,587			157			4	%
Total property expenses		11,572			9,756			1,816			19	%
Total property revenues less total property expenses		24,361			24,092			269			1	%
Same Store straight-line rent adjustments		(97	)		(424	)		327			(77	)%
Same Store amortization of above/below market rents		(214	)		(256	)		42			(16	)%
Same Store lease termination fees		(98	)		(21	)		(77	)		367	%
Same Store NOI (1)	$	23,952		$	23,391		$	561			2	%

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

19

Whitestone REIT and Subsidiaries

SAME STORE PROPERTY ANALYSIS

(in thousands)

	Year Ended December 31,						Increase			% Increase
	2023			2022			(Decrease)			(Decrease)
Same Store (47 properties excluding development land)
Property revenues
Rental	$	139,559		$	132,276		$	7,283			6	%
Management, transaction and other fees		1,306			847			459			54	%
Total property revenues		140,865			133,123			7,742			6	%
Property expenses
Property operation and maintenance		26,868			23,452			3,416			15	%
Real estate taxes		17,346			16,755			591			4	%
Total property expenses		44,214			40,207			4,007			10	%
Total property revenues less total property expenses		96,651			92,916			3,735			4	%
Same Store straight-line rent adjustments		(2,284	)		(1,466	)		(818	)		56	%
Same Store amortization of above/below market rents		(862	)		(933	)		71			(8	)%
Same Store lease termination fees		(698	)		(135	)		(563	)		417	%
Same Store NOI (1)	$	92,807		$	90,382		$	2,425			3	%

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

20

Whitestone REIT and Subsidiaries

OTHER FINANCIAL INFORMATION

(in thousands, except number of properties and employees)

	Three Months Ended				Year Ended
	December 31,				December 31,
	2023		2022		2023		2022
Other Financial Information:
Tenant improvements (1) (2)	$	642	$	341	$	3,135	$	3,452
Leasing commissions (1) (2)	$	1,858	$	941	$	3,540	$	3,047
Maintenance capital (1)	$	1,523	$	1,757	$	6,665	$	3,978
Scheduled debt principal payments (1)	$	368	$	414	$	1,672	$	1,805
Scheduled bond principal payment (3)	$	—	$	—	$	7,143	$	—
Straight-line rent income (1)	$	199	$	214	$	2,099	$	1,686
Market rent amortization income from acquired leases (1)	$	222	$	257	$	873	$	945
Non-cash share-based compensation expense (1)	$	1,023	$	1,055	$	3,735	$	1,510
Non-real estate depreciation and amortization (1)	$	34	$	43	$	155	$	170
Amortization of loan fees (1)	$	275	$	282	$	1,112	$	1,123
Undepreciated value of unencumbered properties	$	971,199	$	914,766	$	971,199	$	914,766
Number of unencumbered properties		50		50		50		50
Full time employees		79		75		79		75

⁽¹⁾ Includes pro-rata share attributable to real estate partnership. Because Pillarstone OP financial statements as of December 31, 2023 and 2022 have not been made available to us, we have estimated tenant improvement, leasing commissions, maintenance capital, scheduled debt principal payments, straight-line rent income, market rent amortization income from acquired leases, non-cash share based compensation expense, non-real estate depreciation and amortization, and amortization of loan fees based on the information available to us at the time of this Report.

⁽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.

21

Whitestone REIT and Subsidiaries

MARKET CAPITALIZATION AND SELECTED RATIOS

(in thousands, except per share amounts and percentages)

	As of December 31, 2023
MARKET CAPITALIZATION:	Percent of Total Equity			Total Market Capitalization			Percent of Total Market Capitalization
Equity Capitalization:
Common shares outstanding		98.6	%		49,611
Operating partnership units outstanding		1.4	%		693
Total		100.0	%		50,304
Market price of common shares as of December 31, 2023				$	12.29
Total equity capitalization				$	618,236			50	%
Debt Capitalization:
Outstanding debt				$	640,549
Less: Cash and cash equivalents					(4,572	)
Less: Deposit due to real estate partnership debt default					(13,633	)
Total debt capitalization					622,344			50	%
Total Market Capitalization as of December 31, 2023				$	1,240,580			100	%

SELECTED RATIOS:

	Three Months Ended						Year Ended
INTEREST COVERAGE RATIO	December 31,						December 31,
	2023			2022			2023			2022
EBITDAre/Interest Expense
EBITDAre (1)	$	21,023		$	20,295		$	81,020		$	80,751
Interest expense		8,303			8,082			32,866			27,193
Pro rata share of interest expense from real estate partnership(2)		1,534			158			2,010			634
Less: amortization of loan fees, including pro rata share from real estate partnership (2)		(275	)		(282	)		(1,112	)		(1,123	)
Interest expense, excluding amortization of loan fees		9,562			7,958			33,764			26,704
Ratio of EBITDAre to interest expense		2.2			2.6			2.4			3.0

⁽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 December 31, 2023 and 2022 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.

22

Whitestone REIT and Subsidiaries

MARKET CAPITALIZATION AND SELECTED RATIOS

(continued)

(in thousands, except per share amounts and percentages)

LEVERAGE RATIO	As of December 31,
	2023			2022
Debt/Undepreciated Book Value
Outstanding debt, net of insurance financing	$	640,549		$	625,991
Less: Cash		(4,572	)		(6,166	)
Less: Deposit due to real estate partnership debt default		(13,633	)		—
Add: Proportional share of net debt of real estate partnership (1)		8,685			8,112
Total Net Debt	$	631,029		$	627,937
Undepreciated real estate assets	$	1,221,466		$	1,199,041
Add: Proportional share of real estate from unconsolidated partnership (1)		45,218			46,016
Undepreciated real estate assets	$	1,266,684		$	1,245,057
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 December 31, 2023 and 2022 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						Year Ended
	December 31,						December 31,
	2023			2022			2023			2022
Debt/EBITDAre Ratio
Outstanding debt, net of insurance financing	$	640,549		$	625,991		$	640,549		$	625,991
Less: Cash		(4,572	)		(6,166	)		(4,572	)		(6,166	)
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			8,112			8,685			8,112
Total Net Debt	$	631,029		$	627,937		$	631,029		$	627,937
EBITDAre	$	21,023		$	20,295		$	81,020		$	80,751
Effect of partial period acquisitions and dispositions	$	(99	)	$	168		$	(469	)	$	(48	)
Pro forma EBITDAre	$	20,924		$	20,463		$	80,551		$	80,703
Annualized pro forma EBITDAre	$	83,696		$	81,852		$	80,551		$	80,703
Ratio of debt to pro forma EBITDAre		7.5			7.7			7.8			7.8

⁽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 December 31, 2023 and 2022 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.

23

Whitestone REIT and Subsidiaries

SUMMARY OF OUTSTANDING DEBT AND DEBT MATURITIES

TOTAL OUTSTANDING DEBT

(in thousands)

Description	December 31, 2023			December 31, 2022
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		17,658			18,016
$20.2 million 4.28% Note, due June 6, 2023		—			17,375
$14.0 million 4.34% Note, due September 11, 2024		12,427			12,709
$14.3 million 4.34% Note, due September 11, 2024		13,257			13,520
$15.1 million 4.99% Note, due January 6, 2024		13,350			13,635
$2.6 million 5.46% Note, due October 1, 2023		—			2,236
$50.0 million, 5.09% Note, due March 22, 2029		42,857			50,000
$50.0 million, 5.17% Note, due March 22, 2029		50,000			50,000
$50.0 million, 3.71% plus 1.50% to 2.10% Note, due September 16, 2026 (2)		50,000			—
Floating rate notes
Unsecured line of credit, SOFR plus 1.50% to 2.10%, due September 16, 2026		96,000			103,500
Total notes payable principal		640,549			625,991
Less deferred financing costs, net of accumulated amortization		(377	)		(564	)
Total notes payable	$	640,172		$	625,427

⁽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 DECEMBER 31, 2023

(in thousands)

Year	Amount Due
2024	$	63,834
2025		17,143
2026		163,143
2027		97,143
2028		282,143
Thereafter		17,143
Total	$	640,549

24

Whitestone REIT and Subsidiaries

SUMMARY OF OCCUPANCY AND TOP TENANTS

	Gross Leasable Area as of		Occupancy % as of
Community Centered Properties®	December 31, 2023		December 31, 2023			September 30, 2023			June 30, 2023			March 31, 2023
Whitestone		4,995,190		94	%		93	%		93	%		93	%
Unconsolidated real estate partnership (1)		926,798		54	%		54	%		54	%		54	%

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 December 31, 2023 have not been made available to us, we have estimated gross leasable area and occupancy percentage based on the information available to us at the time of this Report.

25

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
Whole Foods Market	Houston	$	2,247		2.1	%	9/3/2014			2035
Albertsons Companies, Inc. (2)	Austin and Phoenix		2,214		2.1	%	5/8/1991, 7/1/2000, 4/1/2014, 4/1/2014 and 10/19/16		2024, 2025, 2025, 2026 and 2034
Frost Bank	Houston		2,067		1.9	%	7/1/2014			2029
Newmark Real Estate of Houston LLC	Houston		1,311		1.2	%	10/1/2015			2026
Bashas' Inc. (3)	Phoenix		1,010		0.9	%	10/9/2004 and 4/1/2009		2024 and 2029
Fitness Alliance, LLC	Houston		971		0.9	%	11/29/2022			2039
Walgreens & Co. (4)	Houston and Phoenix		955		0.9	%	11/14/1982, 11/2/1987, 8/24/1996 and 11/3/1996		2027, 2027, 2056 and 2056
Verizon Wireless (5)	Houston and Phoenix		952		0.9	%	8/16/1994, 2/1/2004, 1/27/2006 and 5/1/2014		2024, 2024, 2028 and 2038
Alamo Drafthouse Cinema	Austin		740		0.7	%	2/1/2012			2031
Total Wine	Houston		564		0.5	%		43,431		2029
Dollar Tree (6)	Houston and Phoenix		543		0.5	%	8/10/1999, 6/29/2001, 11/8/2009, and 12/17/2009		2025, 2025, 2026 and 2027
Paul's Ace Hardware	Phoenix		490		0.5	%	3/1/2008			2033
Kroger Co.	Dallas		483		0.5	%	12/15/2000			2027
Regus Corporation	Houston		479		0.4	%	5/23/2014			2025
Capital Area Multispecialty Providers	Austin		451		0.4	%	5/23/2014			2026
		$	15,477		14.4	%

⁽¹⁾ Annualized Base Rental Revenues represents the monthly base rent as of December 31, 2023 for each applicable tenant multiplied by 12.

26

⁽²⁾ As of December 31, 2023, 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 $1,047,000, 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 2024, was $44,000, 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 2025, 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 2025, was $425,000, which represents approximately 0.4% of our total annualized base rental revenue.

⁽³⁾ As of December 31, 2023, we had two leases with the same tenant occupying space at properties located in Phoenix. The annualized rental revenue for the lease that commenced on October 9, 2004, and is scheduled to expire in 2024, was $281,000, which represents approximately 0.3% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 1, 2009, and is scheduled to expire in 2029, was $729,000, which represents approximately 0.7% of our total annualized base rental revenue.

⁽⁴⁾ As of December 31, 2023, we had four 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 $188,000, which represents approximately 0.2% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on November 14, 1982, 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 December 31, 2023, we had four leases with the same tenant occupying space at properties located in Phoenix and Houston. The annualized rental revenue for the lease that commenced on August 16, 1994, and is scheduled to expire in 2038, was $24,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on January 27, 2006, and is scheduled to expire in 2028, was $140,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on February 1, 2004, and is scheduled to expire in 2024, was $38,000, which represents less than 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on May 1, 2014, and is scheduled to expire in 2024, was $749,000, which represents approximately 0.7% of our total annualized rental revenue. 

⁽⁶⁾ As of December 31, 2023, we had four 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 2025, 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 2025, 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.

27

Whitestone REIT and Subsidiaries

TENANT TYPE SUMMARY

As of December 31, 2023

	% of Leased SF			% of ABR
Restaurants & Food Service		19	%		26	%
Beauty		7	%		9	%
Grocery		12	%		8	%
Medical & Dental		6	%		8	%
Financial Services		5	%		7	%
General Retail		8	%		5	%
Home Décor And Improvement		6	%		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	%
Wireless		1	%		2	%
Sporting Goods		1	%		1	%
Automotive Supply & Services		1	%		1	%
Postal Services		1	%		1	%
Total		100	%		100	%

28

Whitestone REIT and Subsidiaries

SUMMARY OF LEASING ACTIVITY

	Three Months Ended				Year Ended
	December 31,				December 31,
	2023		2022		2023		2022
RENEWALS
Number of Leases		32		38		180		201
Total Square Feet (1)		142,807		83,367		689,598		558,843
Average Square Feet		4,463		2,194		3,831		2,780
Total Lease Value	$	23,621,000	$	9,680,000	$	62,853,000	$	51,788,000
NEW LEASES
Number of Leases		44		22		119		120
Total Square Feet (1)		116,183		145,413		287,169		373,686
Average Square Feet		2,641		6,610		2,413		3,114
Total Lease Value	$	26,659,000	$	27,530,000	$	56,021,000	$	66,483,000
TOTAL LEASES
Number of Leases		76		60		299		321
Total Square Feet (1)		258,990		228,780		976,767		932,529
Average Square Feet		3,408		2,660		3,267		2,905
Total Lease Value	$	50,280,000	$	37,210,000	$	118,874,000	$	118,271,000

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

29

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:
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	%
3rd Quarter 2023		70		20,499,404		306,841		4.0		596,132		1.94		16.04		14.51		469,745			10.5	%		1,001,542		24.4	%
2nd Quarter 2023		64		15,875,074		163,565		3.4		650,775		3.98		24.14		22.98		189,535			5.0	%		649,707		18.7	%
1st Quarter 2023		36		11,533,259		81,593		4.1		366,167		4.49		29.50		26.03		283,228			13.3	%		429,521		20.8	%
Total - 12 months		221	$	86,355,146		751,154		4.5	$	6,170,963	$	8.22	$	23.12	$	21.14	$	1,486,186			9.4	%	$	3,202,215		21.7	%
Comparable New Leases:
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	%
3rd Quarter 2023		14		5,488,302		36,657		6.2		397,856		10.85		23.60		21.51		76,796			9.7	%		173,162		23.6	%
2nd Quarter 2023		15		4,751,300		23,141		6.3		441,186		19.07		27.18		25.84		30,893			5.2	%		175,035		32.2	%
1st Quarter 2023		7		3,039,847		10,188		6.8		245,826		24.13		36.39		36.55		(1,707	)		(0.5	)%		32,913		9.5	%
Total - 12 months		58	$	29,913,385		139,703		7.3	$	3,573,707	$	25.58	$	27.55	$	23.96	$	502,303			15.0	%	$	945,572		30.1	%
Comparable Renewal Leases:
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	%
3rd Quarter 2023		56		15,011,102		270,184		3.7		198,276		0.73		15.02		13.56		392,949			10.7	%		828,380		24.6	%
2nd Quarter 2023		49		11,123,774		140,424		3.0		209,589		1.49		23.64		22.51		158,642			5.0	%		474,672		16.2	%
1st Quarter 2023		29		8,493,412		71,405		3.8		120,341		1.69		28.52		24.53		284,935			16.3	%		396,608		23.0	%
Total - 12 months		163	$	56,441,761		611,451		3.8	$	2,597,256	$	4.25	$	22.11	$	20.50	$	983,883			7.8	%	$	2,256,643		21.5	%

30

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
4th Quarter 2023		76	$	50,279,763		258,990		4.7	$	6,262,868	$	24.18	$	29.95
3rd Quarter 2023		87		26,838,561		350,386		4.1		1,136,730		3.24		17.13
2nd Quarter 2023		85		26,516,572		221,407		4.2		1,677,267		7.58		24.02
1st Quarter 2023		51		15,239,286		145,984		3.6		887,737		6.08		21.05
Total - 12 months		299	$	118,874,182		976,767		4.3	$	9,964,602	$	10.20	$	22.68
New
4th Quarter 2023		44	$	26,659,160		116,183		5.0	$	4,152,302	$	35.74	$	28.02
3rd Quarter 2023		29		11,169,111		74,901		5.5		928,319		12.39		23.85
2nd Quarter 2023		27		11,969,377		63,500		6.6		1,209,554		19.05		23.31
1st Quarter 2023		19		6,223,656		32,585		6.0		749,338		23.00		26.72
Total - 12 months		119	$	56,021,304		287,169		5.8	$	7,039,513	$	24.51	$	25.74
Renewal
4th Quarter 2023		32	$	23,620,603		142,807		4.5	$	2,110,566	$	14.78	$	31.52
3rd Quarter 2023		58		15,669,450		275,485		3.7		208,411		0.76		15.30
2nd Quarter 2023		58		14,547,195		157,907		3.2		467,713		2.96		24.30
1st Quarter 2023		32		9,015,630		113,399		2.9		138,399		1.22		19.41
Total - 12 months		180	$	62,852,878		689,598		3.6	$	2,925,089	$	4.24	$	21.40

(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.

31

Whitestone REIT and Subsidiaries

LEASE EXPIRATIONS⁽¹⁾

								Annualized Base Rent(2)
			Gross Leasable Area					as of December 31, 2023
Year	Number of Leases		Square Feet		Percent of Gross Leasable Area			Amount (in thousands)		Percent of Total			Per Square Foot
2024		460		818,659		16.4	%	$	17,587		16.4	%	$	21.48
2025		231		821,892		16.5	%		16,906		15.8	%		20.57
2026		187		605,398		12.1	%		13,445		12.6	%		22.21
2027		172		601,031		12.0	%		14,308		13.4	%		23.81
2028		165		570,799		11.4	%		13,635		12.7	%		23.89
2029		79		444,024		8.9	%		9,716		9.1	%		21.88
2030		38		113,300		2.3	%		3,695		3.5	%		32.61
2031		31		140,975		2.8	%		3,959		3.7	%		28.08
2032		30		143,183		2.9	%		3,556		3.3	%		24.83
2033		22		135,856		2.7	%		2,860		2.7	%		21.05
Total		1,415		4,395,117		88.0	%	$	99,667		93.2	%	$	22.68

⁽¹⁾ Lease expirations table reflects rents in place as of  December 31, 2023, and does not include option periods.

⁽²⁾ Annualized Base Rent represents the monthly base rent as of December 31, 2023 for each tenant multiplied by 12.

32

Whitestone REIT and Subsidiaries

Property Details

As of December 31, 2023

		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		12/31/2023			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Whitestone Properties:
Ahwatukee Plaza	Phoenix	1979		72,650		81	%	$	844	$	14.34	$	18.13
Anderson Arbor	Austin	2001		89,746		97	%		1,956		22.47		23.03
Anthem Marketplace	Phoenix	2000		113,293		96	%		1,688		15.52		16.74
Anthem Marketplace Phase II	Phoenix	2019		6,853		100	%		248		36.19		33.85
Arcadia Towne Center	Phoenix	1966		69,503		100	%		1,771		25.48		26.93
BLVD Place	Houston	2014		216,944		99	%		9,646		44.91		45.19
The Citadel	Phoenix	2013		28,547		94	%		560		20.87		20.61
City View Village	San Antonio	2005		17,870		100	%		591		33.07		33.02
Dana Park Pad	Phoenix	2002		12,000		100	%		326		27.17		29.00
Davenport Village	Austin	1999		128,934		95	%		3,589		29.30		29.15
Eldorado Plaza	Dallas	2004		219,287		100	%		3,657		16.68		16.97
Fountain Hills	Phoenix	2009		111,289		93	%		1,723		16.65		16.66
Fountain Square	Phoenix	1986		118,209		92	%		2,020		18.57		18.02
Fulton Ranch Towne Center	Phoenix	2005		120,575		92	%		2,411		21.73		21.90
Gilbert Tuscany Village	Phoenix	2009		49,415		100	%		1,042		21.09		22.26
Heritage	Dallas	2006		70,431		100	%		1,766		25.07		24.52
HQ Village	Dallas	2009		89,134		94	%		2,652		31.65		31.44
Keller Place	Dallas	2001		93,541		96	%		1,118		12.45		13.79
Kempwood Plaza	Houston	1974		91,302		100	%		1,403		15.37		15.24
La Mirada	Phoenix	1997		147,209		98	%		3,775		26.17		25.55
Lake Woodlands Crossing	Houston	2018		60,246		100	%		1,974		32.77		40.88
Lakeside Market	Dallas	2000		162,649		91	%		4,064		27.46		28.51
Las Colinas	Dallas	2000		104,919		96	%		3,022		30.00		31.65
Lion Square	Houston	1980		117,592		96	%		1,978		17.52		17.57
The MarketPlace at Central	Phoenix	2012		111,130		99	%		1,175		10.68		10.23
Market Street at DC Ranch	Phoenix	2003		244,888		99	%		6,090		25.12		24.90
Mercado at Scottsdale Ranch	Phoenix	1987		118,730		95	%		2,047		18.15		17.49
Paradise Plaza	Phoenix	1983		125,898		89	%		1,681		15.00		14.64
Parkside Village North	Austin	2005		27,045		100	%		921		34.05		33.31
Parkside Village South	Austin	2012		90,101		96	%		2,501		28.91		29.06
Pinnacle of Scottsdale	Phoenix	1991		113,108		99	%		2,746		24.52		24.00
Pinnacle Phase II	Phoenix	2017		27,063		100	%		880		32.52		30.41
The Promenade at Fulton Ranch	Phoenix	2007		98,792		90	%		1,498		16.85		18.10
Providence	Houston	1980		90,327		94	%		1,125		13.25		13.78
Quinlan Crossing	Austin	2012		109,892		94	%		2,655		25.70		26.09
Seville	Phoenix	1990		90,042		91	%		2,926		35.71		34.38
Shaver	Houston	1978		21,926		100	%		383		17.47		17.19
Shops at Pecos Ranch	Phoenix	2009		78,767		100	%		2,087		26.50		28.51
Shops at Starwood	Dallas	2006		55,385		100	%		1,919		34.65		35.21
The Shops at Williams Trace	Houston	1985		132,991		98	%		2,366		18.15		19.20
Starwood Phase II	Dallas	2016		35,351		92	%		1,266		38.93		35.85
The Strand at Huebner Oaks	San Antonio	2000		73,920		97	%		1,868		26.05		25.44
SugarPark Plaza	Houston	1974		95,032		98	%		1,464		15.72		15.27
Sunset at Pinnacle Peak	Phoenix	2000		41,530		98	%		890		21.87		22.68
Terravita Marketplace	Phoenix	1997		102,733		97	%		1,539		15.44		15.26
Town Park	Houston	1978		43,526		100	%		1,107		25.43		26.01
Village Square at Dana Park	Phoenix	2009		323,026		88	%		6,662		23.44		23.57

33

Whitestone REIT and Subsidiaries

Property Details

As of December 31, 2023

		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		12/31/2023			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Williams Trace Plaza	Houston	1983			129,222		89	%		2,514		21.86		31.80
Windsor Park	San Antonio	2012			196,458		85	%		1,739		10.41		10.98
Woodlake Plaza	Houston	1974			106,169		58	%		1,101		17.88		18.74
Total/Weighted Average - Whitestone Properties					4,995,190		94	%		106,974		22.78		23.35
Land Held for Development:
BLVD Phase II-B	Houston		N/A		—		—	%		—		—		—
Dana Park Development	Phoenix		N/A		—		—	%		—		—		—
Eldorado Plaza Development	Dallas		N/A		—		—	%		—		—		—
Fountain Hills	Phoenix		N/A		—		—	%		—		—		—
Market Street at DC Ranch	Phoenix		N/A		—		—	%		—		—		—
Total/Weighted Average - Land Held For Development (4)					—		—	%		—		—		—
Grand Total/Weighted Average - Whitestone Properties					4,995,190		94	%	$	106,974	$	22.78	$	23.35
Properties owned in Unconsolidated Real Estate Partnership (81.4% ownership)(5):
9101 LBJ Freeway	Dallas	1985			125,874		45	%	$	1,194	$	18.97	$	18.43
Corporate Park Northwest	Houston	1981			174,359		73	%		1,805		14.18		14.02
Corporate Park Woodland II	Houston	2000			14,344		83	%		201		16.88		17.22
Holly Hall Industrial Park	Houston	1980			90,000		67	%		394		7.68		7.56
Holly Knight	Houston	1984			20,015		70	%		384		22.31		21.84
Interstate 10 Warehouse	Houston	1980			151,000		6	%		68		7.51		7.51
Uptown Tower	Dallas	1982			253,981		56	%		3,854		24.47		23.97
Westgate Service Center	Houston	1984			97,225		83	%		700		8.67		8.19
Total/Weighted Average - Unconsolidated Properties					926,798		54	%	$	8,600	$	16.57	$	16.22

⁽¹⁾ Calculated as the tenant’s actual December 31, 2023 base rent (defined as cash base rents including abatements) multiplied by 12. Excludes vacant space as of December 31, 2023. 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 December 31, 2023 equaled approximately $361,420 for the month ended December 31, 2023.

⁽²⁾ Calculated as annualized base rent divided by leased square feet as of December 31, 2023.

⁽³⁾ Represents (i) the contractual base rent for leases in place as of December 31, 2023, 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 December 31, 2023.

⁽⁴⁾ As of December 31, 2023, these parcels of land were held for development and, therefore, had no gross leasable area.

⁽⁵⁾ 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 December 31, 2023 have not been made available to us, we have estimated annualized base rental revenue and average net effective annual base rent based on the information available to us at the time of this Report.

34

35

XML

Document And Entity Information	Mar. 06, 2024
Document Information [Line Items]
Entity, Registrant Name	Whitestone REIT
Document, Type	8-K
Document, Period End Date	Mar. 06, 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
Entity, Address, Address Line Two	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, par value $0.001 per share
Trading Symbol	WSR
Security Exchange Name	NYSE
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001175535