Stratus Properties Inc. Files 8-K with Material Agreement

TL;DR

Stratus Properties Inc. signed a big deal on 12/18/25, filed 8-K on 12/22/25.

AI Summary

Stratus Properties Inc. entered into a material definitive agreement on December 18, 2025. The company also reported other events and filed financial statements and exhibits. The filing was made on December 22, 2025.

Why It Matters

This 8-K filing indicates a significant new agreement for Stratus Properties Inc., which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• STRATUS PROPERTIES INC (company) — Registrant
• December 18, 2025 (date) — Date of earliest event reported
• December 22, 2025 (date) — Date of report filing
• Delaware (jurisdiction) — State of Incorporation
• 72-1211572 (ein) — I.R.S. Employer Identification Number
• 212 Lavaca St., Suite 300 Austin, Texas 78701 (address) — Address of Principal Executive Offices
• 5124785788 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share STRS The NASDAQ Stock Market
• $60.8 million — d Place project for a purchase price of $60.8 million in cash. Kingwood Place is Stratus' H-E
• $26 m — -tax net cash proceeds of approximately $26 million, after selling costs and payment
• $1.0 million — Purchase Agreement, Purchaser deposited $1.0 million in earnest money in escrow (the Earnest

Filing Documents

• strs-20251218.htm (8-K) — 36KB
• exhibit991strategicreviewa.htm (EX-99.1) — 16KB
• stratuslogoprintaa39.jpg (GRAPHIC) — 14KB
• strs-20251218_g1.jpg (GRAPHIC) — 14KB
• 0000885508-25-000072.txt ( ) — 246KB
• strs-20251218.xsd (EX-101.SCH) — 2KB
• strs-20251218_def.xml (EX-101.DEF) — 7KB
• strs-20251218_lab.xml (EX-101.LAB) — 25KB
• strs-20251218_pre.xml (EX-101.PRE) — 18KB
• strs-20251218_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement . On December 18, 2025 (the Effective Date), Stratus Kingwood Place, L.P. (Seller), a Texas limited partnership and a subsidiary of Stratus Properties Inc. (Stratus), entered into an Agreement of Sale and Purchase (the Purchase Agreement), with CH Realty X/R Houston Kingwood Place, L.P., a Delaware limited partnership (Purchaser), pursuant to which Seller agreed to sell to Purchaser the real and personal property associated with the Kingwood Place project for a purchase price of $60.8 million in cash. Kingwood Place is Stratus' H-E-B, L.P (H-E-B) grocery-anchored, mixed-use development project in Kingwood, Texas (in the greater Houston area). The Kingwood Place project includes 151,877 square feet of retail lease space, anchored by a 103,000-square-foot H-E-B grocery store, and five pad sites. Stratus owns approximately 60% of Kingwood Place through a limited partnership with equity investors. If the sale is completed, it is expected to generate estimated pre-tax net cash proceeds of approximately $26 million, after selling costs and payment of the project loan. The sale, if completed, is expected to close in the first quarter of 2026, following the expiration of the inspection period described below and subject to the satisfaction or waiver of a number of customary closing conditions. The Purchase Agreement will terminate and the earnest money deposited as described below will be refunded to Purchaser if all conditions to closing are not satisfied or waived by the parties. Pursuant to the Purchase Agreement, Purchaser deposited $1.0 million in earnest money in escrow (the Earnest Money Deposit) with an additional $1.0 million to be deposited in escrow within three business days after the expiration of the 30-day inspection period (the Additional Earnest Money Deposit). Such deposits will be applied toward the purchase price at closing, as applicable. Purchaser will conduct due diligence of Kingwood Place d

01. Other Events

Item 8.01. Other Events . On December 22, 2025, Stratus issued a press release, titled "Stratus Properties Inc. Announces Review of Strategic Alternatives to Maximize Shareholder Value." A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01. CAUTIONARY STATEMENT This report contains forward-looking statements in which Stratus discusses factors it believes may affect its future performance and business strategy. Forward-looking statements are all statements other than statements of historical fact, such as statements regarding the potential outcomes of the review of strategic alternatives, the potential strategic alternatives that may be considered, the potential for future cash returns to shareholders, Stratus' estimated pre-tax proceeds from the sale of Kingwood Place, and whether and when the sale of Kingwood Place will be completed. The words "anticipate," "may," "can," "plan," "believe," "potential," "estimate," "expect," "project," "target," "intend," "likely," "will," "should," "to be" and any similar expressions or statements are intended to identify those assertions as forward-looking statements. Stratus cautions readers that forward-looking statements are not guarantees of future performance, and its actual results may differ materially from those anticipated, expected, projected or assumed in the forward-looking statements. Important factors that can cause Stratus' actual results to differ materially from those anticipated in the forward-looking statements include, but are not limited to, the risks associated with the strategic alternatives review, including whether the objectives of the strategic review process will be achieved, the incurrence of costs and expenses, the diversion of management's time in connection with such review, and the risk that the strategic review and its announcement could have an adverse effect on the ability of Stratus to retain and hire key personnel and main

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits . (d) Exhibits. Exhibit Number Exhibit Title 99.1 Press release dated December 22, 2025, titled "Stratus Properties Inc. Announces Review of Strategic Alternatives to Maximize Shareholder Value." 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: December 22, 2025

View Full Filing

View this 8-K filing on SEC EDGAR