Stratus Properties Inc 8-K Filing

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share STRS The NASDAQ Stock Market
• $57.5 million — ana Place (Lantana Place – Retail), for $57.5 million in cash to Scripps CMH LLC, a Delaware
• $26.9 million — ax net cash proceeds were approximately $26.9 million after payment of the project loan and s
• $57.5 Million — etes Sale of Lantana Place – Retail for $57.5 Million." A copy of the press release is attach
• $29.8 million — utstanding balance of the project loan ($29.8 million). The pre-tax net cash proceeds exclude
• $27.4 million — including an estimated pre-tax gain of $27.4 million in 2024, and use of a portion of the ne

Filing Documents

• strs-20251114.htm (8-K) — 133KB
• exhibit991saleoflantanapla.htm (EX-99.1) — 13KB
• stratuslogoprintaa39.jpg (GRAPHIC) — 14KB
• strs-20251114_g1.jpg (GRAPHIC) — 14KB
• 0000885508-25-000069.txt ( ) — 345KB
• strs-20251114.xsd (EX-101.SCH) — 2KB
• strs-20251114_def.xml (EX-101.DEF) — 7KB
• strs-20251114_lab.xml (EX-101.LAB) — 25KB
• strs-20251114_pre.xml (EX-101.PRE) — 18KB
• strs-20251114_htm.xml (XML) — 3KB

01. Completion of Acquisition or Disposition of Assets

Item 2.01. Completion of Acquisition or Disposition of Assets . On November 14, 2025, Lantana Place, L.L.C. (Seller), a Texas limited liability company and a wholly-owned subsidiary of Stratus Properties Inc. (Stratus), completed the previously disclosed disposition of the real and personal property associated with the retail component of Lantana Place (Lantana Place – Retail), for $57.5 million in cash to Scripps CMH LLC, a Delaware limited liability company, as to an undivided 70.538% interest, and Lantana SRB LLC, a Wyoming limited liability company, as to an undivided 29.462% interest, as tenants-in-common (collectively, Purchaser). The sale was made pursuant to an Agreement of Sale and Purchase, as amended, between Seller and Purchaser (the Purchase Agreement). Pre-tax net cash proceeds were approximately $26.9 million after payment of the project loan and selling costs. Lantana Place – Retail was part of Stratus' mixed-use Lantana Place project within the Lantana community, located south of Barton Creek in Austin, Texas. Lantana Place – Retail consists of a 99,377-square-foot retail space, including anchor tenant, Moviehouse & Eatery, and a ground lease for an AC Hotel by Marriott. Following the sale, Stratus retains the property planned for an approximately 210-unit multi-family development project that is part of Lantana Place, which Stratus refers to as The Saint Julia. The foregoing description of the Purchase Agreement and the transactions contemplated thereby is not intended to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, as amended, copies of which are Exhibit 2.1 and Exhibit 2.2 to this report and are incorporated herein by reference.

01. Other Events

Item 8.01. Other Events . On November 20, 2025, Stratus issued a press release, titled "Stratus Properties Inc. Completes Sale of Lantana Place – Retail for $57.5 Million." A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits . (b) Pro forma financial information. The following unaudited pro forma financial statements were derived from Stratus' historical financial statements and are being presented to give effect to the disposition of Lantana Place – Retail for pre-tax net cash proceeds of $26.9 million after payment of selling costs and the project loan as described above in Item 2.01 of this report (the Lantana Place – Retail Disposition). Presented below are the following unaudited pro forma financial statements: Condensed consolidated balance sheet as of September 30, 2025, as adjusted assuming the Lantana Place – Retail Disposition had occurred on September 30, 2025; and Condensed consolidated statements of operations for the year ended December 31, 2024, and the nine months ended September 30, 2025, as adjusted assuming the Lantana Place – Retail Disposition had occurred on January 1, 2024. The unaudited pro forma condensed financial statements are prepared in accordance with Rule 8-05 and Article 11 of Regulation S-X. The pro forma adjustments have been made solely for the purpose of providing pro forma financial information as required by the U.S. Securities and Exchange Commission (SEC) rules. Differences between these pro forma adjustments and the final accounting for Lantana Place – Retail Disposition may be material. The pro forma adjustments are described in the accompanying notes and are based upon information and assumptions available at the time of the filing of this report. The pro forma financial information is provided for informational purposes only and is not representative or necessarily indicative of what the actual consolidated results of operations or the consolidated financial position of Stratus would have been had Lantana Place – Retail Disposition occurred on the dates assumed, nor are they necessarily representative or indicative of Stratus' future consolidated results of operations or consolidated fi

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits . (d) Exhibits. Exhibit Number Exhibit Title 2.1 Agreement of Sale and Purchase by and between Lantana Place, L.L.C., as seller, and Scripps CMH LLC and Lantana SRB LLC, as purchasers, dated as of September 3, 2025 (incorporated herein by reference to Exhibit 10.1 to Stratus' Current Report on Form 8-K filed on October 23, 2025). 2.2 First Amendment to Agreement of Sale and Purchase by and between Lantana Place, L.L.C., as seller, and Scripps CMH LLC and Lantana SRB LLC, as purchasers, effective as of October 17, 2025 (incorporated herein by reference to Exhibit 10.2 to Stratus' Current Report on Form 8-K filed on October 23, 2025). 99.1 Press release dated November 20, 2025, titled "Stratus Properties Inc. Completes Sale of Lantana Place – Retail for $57.5 Million." 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Stratus Properties Inc. By: /s/ Erin D. Pickens Erin D. Pickens Senior Vice President and Chief Financial Officer (authorized signatory and Principal Financial Officer and Principal Accounting Officer) Date: November 20, 2025

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