8-K - WSR - Equibles

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): May 2, 2023

Whitestone REIT

(Exact name of registrant as specified in charter)

Maryland	001-34855	76-0594970
(State or other jurisdiction<br><br> <br>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 May 2, 2023, Whitestone REIT (the “Company”) announced its financial results for the three months ended March 31, 2023. A copy of the Company’s May 2, 2023 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 May 2, 2023.

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

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

EXHIBIT INDEX

99.1	Press release of Whitestone REIT, dated May 2, 2023.
99.2	Quarterly Supplemental Operating and Financial Data for Whitestone REIT for the three months ended March 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:	May 2, 2023	By: /s/ John S. Hogan
		Name: John S. Hogan<br><br> <br>Title: Chief Financial Officer

ex_492020.htm

Exhibit 99.1

WHITESTONE REIT

REPORTS FIRST QUARTER 2023 RESULTS

Houston, Texas, May 2, 2023 - Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today announced its operating and financial results for the first quarter 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 the largest, fastest-growing, high-household-income markets in the Sunbelt.

“We were pleased with our start to 2023, delivering strong results on multiple fronts. Our high-quality, open-air shopping centers located in Texas and Arizona continue to see strong consumer demand and performed very well in the quarter, highlighted by 2.8% same store NOI growth and 20%+ leasing spreads. Looking forward, we are well positioned to produce consistent cash flow growth, to continue balance sheet strengthening and to drive long-term shareholder value. We remain confident in our 2023 outlook and are reiterating all of our 2023 guidance targets.”

– Dave Holeman, Chief Executive Officer

First 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, NOI and EBITDAre are included herein.

•	Revenues of $35.9 million versus $34.1 million for the first quarter of 2022.
•	Net Income attributable to common shareholders of $3.8 million, or $0.08 per diluted share, versus $7.1 million, or $0.14 per diluted share for the first quarter of 2022, which included a compensation benefit of $2.2 million.
---	---
•	Funds from Operations (“FFO”) per diluted share of $0.24 versus $0.30 for the first quarter of 2022, which included a compensation benefit of $0.04.
---	---
•	EBITDAre of $20.4 million versus $21.9 million for the first quarter of 2022, which included a compensation benefit of $2.2 million.
---	---
•	Same-Store Net Operating Income (“NOI”) grew 2.8% to $23.7 million versus $23.0 million for the first quarter of 2022.
---	---
•	Net Effective Annual Base Rental Revenue per leased square foot was up 4.7% to $22.22, compared to the prior year quarter.
---	---

Operating Results

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

	First Quarter 2023	First Quarter 2022
Occupancy:
Wholly Owned Properties – All	92.7%	91.0%
>10,000 Sq Ft Occupancy	96.7%	94.6%
≤ 10,000 Sq Ft Occupancy	90.5%	89.0%
Same Store Property Net Operating Income Change ^(1)^	2.8%	12.9%
Rental Rate Growth - Total (GAAP Basis):	20.8%	10.1%
New Leases	9.5%	12.7%
Renewal Leases	23.0%	9.6%
Leasing Transactions:
Number of New Leases	19	29
New Leases - Lease Term Revenue (millions)	$6.2	$9.2
Number of Renewal Leases	32	56
Renewal Leases - Lease Term Revenue (millions)	$9.0	$13.7

Balance Sheet and Debt Metrics

•	As of March 31, 2023, Whitestone had total debt of $630.9 million, along with capacity and availability of $136.9 million each under its $250 million revolving credit facility.
•	As of March 31, 2023, the Company has undepreciated real estate assets of $1.2 billion.
---	---

Dividend

On March 9, 2023, the Company declared a quarterly cash distribution of $0.12 per common share and OP unit for the second quarter of 2023, to be paid in three equal installments of $0.04 in April, May and June of 2023.

2023 Full Year Guidance

The Company reaffirms its previously released guidance for 2023 and estimates that U.S. generally accepted accounting principles (“GAAP”) net income available to common shareholders will be within the range of $0.29 to $0.33 per diluted share, and FFO will be within the range of $0.95 to $0.99 per diluted share and OP Unit.

	2023 Guidance
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT	$14,400 - $16,500
FFO (1)	$48,300 - $50,400
Net income attributable to Whitestone REIT per share	$0.29 - $0.33
FFO per diluted share and OP Unit (1)	$0.95 - $0.99
Key Drivers:
Same store net operating income growth (2)	2.5% – 4.5%
Bad debt as a percentage of revenue	0.75% – 1.50%
General and administrative expense	$19,200 - $19,700
Interest expense	$31,700 - $33,200
Ending occupancy	93.5% - 94.5%
Net Debt to EBITDAre Ratio (3)	7.3X - 6.9X
^(1)^	For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see the "FFO per diluted share and OP unit" reconciliation table.
---	---
^(2)^	Excludes straight-line rent, amortization of above/below market rates and lease termination fees for both periods.
---	---
^(3)^	Fourth quarter annualized EBITDAre.
---	---

Portfolio Statistics

As of March 31, 2023, Whitestone wholly owned 57 Community-Centered Properties™ with 5.1 million square feet of gross leasable area ("GLA"). Five of the 57 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas, 25 in Arizona and 1 in Illinois. Whitestone’s Community-Centered Properties™ are located in the MSA's of Austin (5), Chicago (1), Dallas-Fort Worth (9), Houston (14), Phoenix (25), 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.

At the end of the first quarter, the Company’s diversified tenant base was comprised of 1,467 tenants, with the largest tenant accounting for only 2.2% of annualized base rental 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 Wednesday, May 3, 2023, at 8:00 A.M Eastern Time / 7:00 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 Wednesday, May 17, 2023. 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):	13734724

Supplemental Financial Information

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

About Whitestone REIT

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

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

Forward-Looking Statements

This Report contains forward-looking statements within the meaning of the federal securities laws, including discussion and analysis of our financial condition, pending acquisitions and the impact of such acquisitions on our financial condition and results of operations, anticipated capital expenditures required to complete projects, amounts of anticipated cash distributions to our shareholders in the future 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 COVID-19 on our tenants’ ability to pay their rent, which could result in bad debt allowances or straight-line rent reserve adjustments; inflation and increases in interest rates, operating costs or general and administrative expenses; 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; 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; 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 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 our estimates; 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.

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

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

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
			December 31, 2022
---	---	---	---	---	---
ASSETS
Real estate assets, at cost
Property	1,201,650		$	1,199,041
Accumulated depreciation	(214,684	)		(208,286	)
Total real estate assets	986,966			990,755
Investment in real estate partnership	34,608			34,826
Cash and cash equivalents	3,479			6,166
Restricted cash	193			189
Escrows and acquisition deposits	10,031			12,827
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)	26,892			25,570
Receivable due from related party	1,403			1,377
Unamortized lease commissions, legal fees and loan costs	12,412			12,697
Prepaid expenses and other assets(2)	7,416			7,838
Finance lease right-of-use assets	10,493			10,522
Total assets	1,093,893		$	1,102,767
LIABILITIES AND EQUITY
Liabilities:
Notes payable	630,409		$	625,427
Accounts payable and accrued expenses(3)	28,311			36,154
Payable due to related party	1,562			1,561
Tenants' security deposits	8,343			8,428
Dividends and distributions payable	6,009			6,008
Finance lease liabilities	733			735
Total liabilities	675,367			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 March 31, 2023 and December 31, 2022	—			—
Common shares, 0.001 par value per share; 400,000,000 shares authorized; 49,424,573 and 49,422,713 issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	49			49
Additional paid-in capital	625,557			624,785
Accumulated deficit	(214,450	)		(212,366	)
Accumulated other comprehensive income	1,457			5,980
Total Whitestone REIT shareholders' equity	412,613			418,448
Noncontrolling interest in subsidiary	5,913			6,006
Total equity	418,526			424,454
Total liabilities and equity	1,093,893		$	1,102,767

All values are in US Dollars.

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
	March 31, 2023			December 31, 2022
---	---	---	---	---	---	---
^(1)^ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	17,163		$	16,828
Accrued rents and other recoveries		23,149			22,103
Allowance for doubtful accounts		(14,005	)		(13,822	)
Other receivables		585			461
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	26,892		$	25,570
(2) Operating lease right of use assets (net)	$	107		$	124
(3) Operating lease liabilities	$	111		$	129

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
Revenues			****			****
Rental^(1)^	$	35,497		$	33,808
Management, transaction, and other fees		354			315
Total revenues		35,851			34,123
Operating expenses			****			****
Depreciation and amortization		7,846			7,910
Operating and maintenance		6,086			5,725
Real estate taxes		4,708			4,367
General and administrative		5,084			3,049
Total operating expenses		23,724			21,051
Other expenses (income)			****			****
Interest expense		7,903			6,061
Loss on disposal of assets, net		6			15
Interest, dividend and other investment income		(20	)		(14	)
Total other expenses		7,889			6,062
Income before equity investment in real estate partnership and income tax		4,238			7,010
Equity (deficit) in earnings of real estate partnership		(218	)		280
Provision for income tax		(119	)		(101	)
Net Income		3,901			7,189
Less: Net income attributable to noncontrolling interests		54			111
Net income attributable to Whitestone REIT	$	3,847		$	7,078

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
	Three Months Ended March 31,
---	---	---	---	---	---
	2023			2022
Basic Earnings Per Share:			****
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.08		$	0.14
Diluted Earnings Per Share:			****
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.08		$	0.14
Weighted average number of common shares outstanding:			****
Basic		49,424			49,145
Diluted		50,160			50,306
Consolidated Statements of Comprehensive Income (Loss)			****
Net income	$	3,901		$	7,189
Other comprehensive income (Loss)			****
Unrealized gain (loss) on cash flow hedging activities		(4,587	)		5,986
Comprehensive income (Loss)		(686	)		13,175
Less: Net income attributable to noncontrolling interests		54			111
Less: Comprehensive income (loss) attributable to noncontrolling interests		(64	)		92
Comprehensive income (Loss) attributable to Whitestone REIT	$	(676	)	$	12,972

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
^(1)^ Rental
Rental revenues	$	25,740		$	24,844
Recoveries		10,081			9,337
Bad debt		(324	)		(373	)
Total rental	$	35,497		$	33,808

Whitestone REIT and Subsidiaries<br><br> <br>CONSOLIDATED STATEMENTS OF CASH FLOWS<br><br> <br>(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
Cash flows from operating activities:			****			****
Net income	$	3,901		$	7,189
Adjustments to reconcile net income to net cash provided by operating activities:			****			****
Depreciation and amortization		7,846			7,911
Amortization of deferred loan costs		277			274
Loss on disposal of assets		6			15
Bad debt		324			372
Share-based compensation		755			(1,413	)
(Equity) deficit in earnings of real estate partnership		218			(280	)
Amortization of right-of-use assets - finance leases		29			—
Changes in operating assets and liabilities:
Escrows and acquisition deposits		2,796			1,874
Accrued rents and accounts receivable		(1,646	)		(1,913	)
Receivable due from related party		(26	)		(164	)
Unamortized lease commissions, legal fees and loan costs		(521	)		(697	)
Prepaid expenses and other assets		(1,117	)		295
Accounts payable and accrued expenses		(7,843	)		(8,781	)
Payable due to related party		1			210
Tenants' security deposits		(85	)		23
Net cash provided by operating activities		4,915			4,915
Cash flows from investing activities:			****			****
Additions to real estate		(3,529	)		(3,359	)
Net cash used in investing activities		(3,529	)		(3,359	)
Cash flows from financing activities:
Distributions paid to common shareholders		(5,913	)		(5,268	)
Distributions paid to OP unit holders		(83	)		(83	)
Net proceeds from credit facility		9,500			—
Repayments of notes payable		(7,571	)		(863	)
Payment of finance lease liability		(2	)
Net cash used in financing activities		(4,069	)		(6,214	)
Net decrease in cash, cash equivalents and restricted cash		(2,683	)		(4,658	)
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)^	$	3,672		$	11,256
^(1)^	For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.
---	---

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---
	2023			2022
Supplemental disclosure of cash flow information:			****
Cash paid for interest	$	7,610		$	5,772
Non cash investing and financing activities:			****
Disposal of fully depreciated real estate	$	864		$	20
Financed insurance premiums	$	3,002		$	1,846
Value of shares issued under dividend reinvestment plan	$	17		$	15
Change in fair value of cash flow hedge	$	(4,587	)	$	5,986
	March 31,
---	---	---	---	---
	2023		2022
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	3,479	$	11,136
Restricted cash		193		120
Total cash, cash equivalents and restricted cash	$	3,672	$	11,256

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
	Three Months Ended March 31,
---	---	---	---	---
	2023		2022
FFO (NAREIT)
Net income attributable to Whitestone REIT	$	3,847	$	7,078
Adjustments to reconcile to FFO:^(1)^
Depreciation and amortization of real estate assets		7,805		7,868
Depreciation and amortization of real estate assets of real estate partnership (pro rata) ^(2)^		403		394
Loss on disposal of assets, net		6		15
Net income attributable to noncontrolling interests		54		111
FFO (NAREIT)	$	12,115	$	15,466
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO	$	12,115	$	15,466
Denominator:
Weighted average number of total common shares - basic		49,424		49,145
Weighted average number of total noncontrolling OP units - basic		694		770
Weighted average number of total common shares and noncontrolling OP units - basic		50,118		49,915
Effect of dilutive securities:
Unvested restricted shares		736		1,161
Weighted average number of total common shares and noncontrolling OP units - diluted		50,854		51,076
FFO per common share and OP unit - basic	$	0.24	$	0.31
FFO per common share and OP unit - diluted	$	0.24	$	0.30
^(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 March 31, 2023 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.
---	---

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
PROPERTY NET OPERATING INCOME			****			****
Net income attributable to Whitestone REIT	$	3,847		$	7,078
General and administrative expenses		5,084			3,049
Depreciation and amortization		7,846			7,910
(Equity) deficit in earnings of real estate partnership ^(1)^		218			(280	)
Interest expense		7,903			6,061
Interest, dividend and other investment income		(20	)		(14	)
Provision for income taxes		119			101
Management fee, net of related expenses		—			52
Loss on disposal of assets, net		6			15
NOI of real estate partnership (pro rata) ^(1)^		548			997
Net income attributable to noncontrolling interests		54			111
NOI	$	25,605		$	25,080
Non-Same Store NOI ^(2)^		(533	)		(534	)
NOI of real estate partnership (pro rata) ^(1)^		(548	)		(997	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		24,524			23,549
Same Store straight-line rent adjustments		(439	)		(321	)
Same Store amortization of above/below market rents		(218	)		(218	)
Same Store lease termination fees		(214	)		(9	)
Same Store NOI ^(3)^	$	23,653		$	23,001
^(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 March 31, 2023 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 March 31, 2023 to the three months ended March 31, 2022, Non-Same Store includes properties acquired between January 1, 2022 and March 31, 2023 and properties sold between January 1, 2022 and March 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 March 31, 2023 to the three months ended March 31, 2022, Same Store includes properties owned before January 1, 2022 and not sold before March 31, 2023. Straight line rent adjustments, above/below market rents, and lease termination fees are excluded.
---	---

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---
	2023		2022
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT	$	3,847	$	7,078
Depreciation and amortization		7,846		7,910
Interest expense		7,903		6,061
Provision for income taxes		119		101
Net income attributable to noncontrolling interests		54		111
(Equity) deficit in earnings of real estate partnership ^(1)^		218		(280	)
EBITDAre adjustments for real estate partnership ^(1)^		381		867
Loss on disposal of assets, net		6		15
EBITDAre	$	20,374	$	21,863
(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 March 31, 2023 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 2023
(in thousands, except per share and per unit data)
	Projected Range Full Year 2023
---	---	---	---	---
	Low		High
FFO per diluted share and OP unit	****	****	****	****
Net income attributable to Whitestone REIT	$	14,400	$	16,500
Depreciation and amortization of real estate assets		32,228		32,228
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		1,672		1,672
FFO	$	48,300	$	50,400
Dilutive shares		50,327		50,327
OP Units		738		738
Dilutive share and OP Units		51,065		51,065
Net income attributable to Whitestone REIT per diluted share	$	0.29	$	0.33
FFO per diluted share and OP Unit	$	0.95	$	0.99

ex_492021.htm

Exhibit 99.2

Table of Contents

TABLE OF CONTENTS
	Page
Corporate Profile	1
First 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	17
Other Financial Information	18
Market Capitalization and Selected Ratios	19
Summary of Outstanding Debt and Debt Maturities	21
Summary of Occupancy and Top Tenants	22
Tenant Type Summary	25
Summary of Leasing Activity	26
Lease Expirations	29
Property Details	30

Table of Contents

CORPORATE PROFILE
NYSE: WSR<br><br> <br>Common Shares<br><br> <br><br><br> <br>57 Community Centers<br><br> <br>5.1 million sq. ft. of gross<br><br> <br>leasable area<br><br> <br>1,467 tenants<br><br> <br><br><br> <br>6 Top Growth Markets<br><br> <br>Austin<br><br> <br>Chicago<br><br> <br>Dallas-Fort Worth<br><br> <br>Houston<br><br> <br>Phoenix<br><br> <br>San Antonio<br><br> <br><br><br> <br>Fiscal Year End<br><br> <br>12/31<br><br> <br><br><br> <br>Common Shares &<br><br> <br>*Units Outstanding:**<br><br> <br>Common Shares: 49.4 million<br><br> <br>Operating Partnership Units:<br><br> <br>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.<br><br> <br><br><br> <br>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.<br><br> <br><br><br> <br>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.<br><br> <br><br><br> <br>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 March 31, 2023, provided a 87% premium rental rate compared to our larger space tenants. The largest of our 1,467 tenants at our wholly owned properties comprised only 2.2% of our revenues for the three months ended March 31, 2023.
Distribution (per share / unit)*:
---	---	---	---
Quarter: 0.12
Annualized: 0.48
Dividend Yield: 5.48%**


Board of Trustees:
David F. Taylor
Nandita V. Berry
Amy S. Feng
David K. Holeman	Colliers	EF Hutton	JMP Securities
Jeffrey A. Jones	David Toti	Gaurav Mehta, CFA	Mitchell Germain
Paul T. Lambert	917.903.9407	212.970.5261	212.906.3537
	david.toti@colliers.com	gmehta@efhuttongroup.com	mgermain@jmpsecurities.com
	Truist Securities
	Anthony Hau
* As of May 1, 2023	212.303.4176
** Based on common share price	anthony.hau@truist.com
of 8.76 as of close of market on
May 1, 2023.

All values are in US Dollars.

Table of Contents

WHITESTONE REIT

REPORTS FIRST QUARTER 2023 RESULTS

– Dave Holeman, Chief Executive Officer

First 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, NOI and EBITDAre are included herein.

•	Revenues of $35.9 million versus $34.1 million for the first quarter of 2022.
•	Net Income attributable to common shareholders of $3.8 million, or $0.08 per diluted share, versus $7.1 million, or $0.14 per diluted share for the first quarter of 2022, which included a compensation benefit of $2.2 million.
---	---
•	Funds from Operations (“FFO”) per diluted share of $0.24 versus $0.30 for the first quarter of 2022, which included a compensation benefit of $0.04.
---	---
•	EBITDAre of $20.4 million versus $21.9 million for the first quarter of 2022, which included a compensation benefit of $2.2 million.
---	---
•	Same-Store Net Operating Income (“NOI”) grew 2.8% to $23.7 million versus $23.0 million for the first quarter of 2022.
---	---
•	Net Effective Annual Base Rental Revenue per leased square foot was up 4.7% to $22.22, compared to the prior year quarter.
---	---

Operating Results

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

	First Quarter 2023	First Quarter 2022
Occupancy:
Wholly Owned Properties – All	92.7%	91.0%
>10,000 Sq Ft Occupancy	96.7%	94.6%
≤ 10,000 Sq Ft Occupancy	90.5%	89.0%
Same Store Property Net Operating Income Change (1)	2.8%	12.9%
Rental Rate Growth - Total (GAAP Basis):	20.8%	10.1%
New Leases	9.5%	12.7%
Renewal Leases	23.0%	9.6%
Leasing Transactions:
Number of New Leases	19	29
New Leases - Lease Term Revenue (millions)	$6.2	$9.2
Number of Renewal Leases	32	56
Renewal Leases - Lease Term Revenue (millions)	$9.0	$13.7

Table of Contents

Balance Sheet and Debt Metrics

•	As of March 31, 2023, Whitestone had total debt of $630.9 million, along with capacity and availability of $136.9 million each under its $250 million revolving credit facility.
•	As of March 31, 2023, the Company has undepreciated real estate assets of $1.2 billion.
---	---

Dividend

2023 Full Year Guidance

	2023 Guidance
	(unaudited, amounts in thousands except per share and percentages)
Net income attributable to Whitestone REIT	$14,400 - $16,500
FFO (1)	$48,300 - $50,400
Net income attributable to Whitestone REIT per share	$0.29 - $0.33
FFO per diluted share and OP Unit (1)	$0.95 - $0.99
Key Drivers:
Same store net operating income growth (2)	2.5% – 4.5%
Bad debt as a percentage of revenue	0.75% – 1.50%
General and administrative expense	$19,200 - $19,700
Interest expense	$31,700 - $33,200
Ending occupancy	93.5% - 94.5%
Net Debt to EBITDAre Ratio (3)	7.3X - 6.9X
^(1)^	For the reconciliation of forward-looking non-GAAP financial measure to the comparable GAAP financial measure, see the "FFO per diluted share and OP unit" reconciliation table.
---	---
^(2)^	Excludes straight-line rent, amortization of above/below market rates and lease termination fees for both periods.
---	---
^(3)^	Fourth quarter annualized EBITDAre.
---	---

Portfolio Statistics

As of March 31, 2023, Whitestone wholly owned 57 Community-Centered Properties™ with 5.1 million square feet of gross leasable area ("GLA"). Five of the 57 Community-Centered Properties™ are land parcels held for future development. The portfolio is comprised of 31 properties in Texas, 25 in Arizona and 1 in Illinois. Whitestone’s Community-Centered Properties^TM^ are located in the MSA's of Austin (5), Chicago (1), Dallas-Fort Worth (9), Houston (14), Phoenix (25), 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.

Table of Contents

Conference Call Information

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

The conference call will be recorded, and a telephone replay will be available through Wednesday, May 17, 2023. 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):	13734724

Supplemental Financial Information

About Whitestone REIT

Table of Contents

Forward-Looking Statements

Non-GAAP Financial Measures

Table of Contents

Investor and Media Relations:

David Mordy

Director, Investor Relations

Whitestone REIT

(713) 435-2219

ir@whitestonereit.com

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
			December 31, 2022
---	---	---	---	---	---
ASSETS
Real estate assets, at cost
Property	1,201,650		$	1,199,041
Accumulated depreciation	(214,684	)		(208,286	)
Total real estate assets	986,966			990,755
Investment in real estate partnership	34,608			34,826
Cash and cash equivalents	3,479			6,166
Restricted cash	193			189
Escrows and acquisition deposits	10,031			12,827
Accrued rents and accounts receivable, net of allowance for doubtful accounts (1)	26,892			25,570
Receivable due from related party	1,403			1,377
Unamortized lease commissions, legal fees and loan costs	12,412			12,697
Prepaid expenses and other assets(2)	7,416			7,838
Finance lease right-of-use assets	10,493			10,522
Total assets	1,093,893		$	1,102,767
LIABILITIES AND EQUITY
Liabilities:
Notes payable	630,409		$	625,427
Accounts payable and accrued expenses(3)	28,311			36,154
Payable due to related party	1,562			1,561
Tenants' security deposits	8,343			8,428
Dividends and distributions payable	6,009			6,008
Finance lease liabilities	733			735
Total liabilities	675,367			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 March 31, 2023 and December 31, 2022	—			—
Common shares, 0.001 par value per share; 400,000,000 shares authorized; 49,424,573 and 49,422,713 issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	49			49
Additional paid-in capital	625,557			624,785
Accumulated deficit	(214,450	)		(212,366	)
Accumulated other comprehensive income	1,457			5,980
Total Whitestone REIT shareholders' equity	412,613			418,448
Noncontrolling interest in subsidiary	5,913			6,006
Total equity	418,526			424,454
Total liabilities and equity	1,093,893		$	1,102,767

All values are in US Dollars.

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
	March 31, 2023			December 31, 2022
---	---	---	---	---	---	---
^(1)^ Accrued rents and accounts receivable, net of allowance for doubtful accounts
Tenant receivables	$	17,163		$	16,828
Accrued rents and other recoveries		23,149			22,103
Allowance for doubtful accounts		(14,005	)		(13,822	)
Other receivables		585			461
Total accrued rents and accounts receivable, net of allowance for doubtful accounts	$	26,892		$	25,570
^(2)^ Operating lease right of use assets (net)	$	107		$	124
^(3)^ Operating lease liabilities	$	111		$	129

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
Revenues			****			****
Rental^(1)^	$	35,497		$	33,808
Management, transaction, and other fees		354			315
Total revenues		35,851			34,123
Operating expenses			****			****
Depreciation and amortization		7,846			7,910
Operating and maintenance		6,086			5,725
Real estate taxes		4,708			4,367
General and administrative		5,084			3,049
Total operating expenses		23,724			21,051
Other expenses (income)			****			****
Interest expense		7,903			6,061
Loss on disposal of assets, net		6			15
Interest, dividend and other investment income		(20	)		(14	)
Total other expenses		7,889			6,062
Income before equity investment in real estate partnership and income tax		4,238			7,010
Equity (deficit) in earnings of real estate partnership		(218	)		280
Provision for income tax		(119	)		(101	)
Net Income		3,901			7,189
Less: Net income attributable to noncontrolling interests		54			111
Net income attributable to Whitestone REIT	$	3,847		$	7,078

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands, except per share data)
	Three Months Ended March 31,
---	---	---	---	---	---
	2023			2022
Basic Earnings Per Share:			****
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.08		$	0.14
Diluted Earnings Per Share:			****
Net income attributable to common shareholders, excluding amounts attributable to unvested restricted shares	$	0.08		$	0.14
Weighted average number of common shares outstanding:			****
Basic		49,424			49,145
Diluted		50,160			50,306
Consolidated Statements of Comprehensive Income (Loss)			****
Net income	$	3,901		$	7,189
Other comprehensive income (Loss)			****
Unrealized gain (loss) on cash flow hedging activities		(4,587	)		5,986
Comprehensive income (Loss)		(686	)		13,175
Less: Net income attributable to noncontrolling interests		54			111
Less: Comprehensive income (loss) attributable to noncontrolling interests		(64	)		92
Comprehensive income (Loss) attributable to Whitestone REIT	$	(676	)	$	12,972

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
^(1)^ Rental
Rental revenues	$	25,740		$	24,844
Recoveries		10,081			9,337
Bad debt		(324	)		(373	)
Total rental	$	35,497		$	33,808

Table of Contents

Whitestone REIT and Subsidiaries<br><br> <br>CONSOLIDATED STATEMENTS OF CASH FLOWS<br><br> <br>(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
Cash flows from operating activities:			****			****
Net income	$	3,901		$	7,189
Adjustments to reconcile net income to net cash provided by operating activities:			****			****
Depreciation and amortization		7,846			7,911
Amortization of deferred loan costs		277			274
Loss on disposal of assets		6			15
Bad debt		324			372
Share-based compensation		755			(1,413	)
(Equity) deficit in earnings of real estate partnership		218			(280	)
Amortization of right-of-use assets - finance leases		29			—
Changes in operating assets and liabilities:
Escrows and acquisition deposits		2,796			1,874
Accrued rents and accounts receivable		(1,646	)		(1,913	)
Receivable due from related party		(26	)		(164	)
Unamortized lease commissions, legal fees and loan costs		(521	)		(697	)
Prepaid expenses and other assets		(1,117	)		295
Accounts payable and accrued expenses		(7,843	)		(8,781	)
Payable due to related party		1			210
Tenants' security deposits		(85	)		23
Net cash provided by operating activities		4,915			4,915
Cash flows from investing activities:			****			****
Additions to real estate		(3,529	)		(3,359	)
Net cash used in investing activities		(3,529	)		(3,359	)
Cash flows from financing activities:			****			****
Distributions paid to common shareholders		(5,913	)		(5,268	)
Distributions paid to OP unit holders		(83	)		(83	)
Net proceeds from credit facility		9,500			—
Repayments of notes payable		(7,571	)		(863	)
Payment of finance lease liability		(2	)		—
Net cash used in financing activities		(4,069	)		(6,214	)
Net decrease in cash, cash equivalents and restricted cash		(2,683	)		(4,658	)
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)^	$	3,672		$	11,256
^(1)^	For a reconciliation of cash, cash equivalents and restricted cash, see supplemental disclosures below.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Supplemental Disclosures
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---
	2023			2022
Supplemental disclosure of cash flow information:			****
Cash paid for interest	$	7,610		$	5,772
Non cash investing and financing activities:			****
Disposal of fully depreciated real estate	$	864		$	20
Financed insurance premiums	$	3,002		$	1,846
Value of shares issued under dividend reinvestment plan	$	17		$	15
Change in fair value of cash flow hedge	$	(4,587	)	$	5,986
	March 31,
---	---	---	---	---
	2023		2022
Cash, cash equivalents and restricted cash
Cash and cash equivalents	$	3,479	$	11,136
Restricted cash		193		120
Total cash, cash equivalents and restricted cash	$	3,672	$	11,256

Table of Contents

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(in thousands, except per share and per unit data)
	Three Months Ended March 31,
---	---	---	---	---
	2023		2022
FFO (NAREIT)
Net income attributable to Whitestone REIT	$	3,847	$	7,078
Adjustments to reconcile to FFO:^(1)^
Depreciation and amortization of real estate assets		7,805		7,868
Depreciation and amortization of real estate assets of real estate partnership (pro rata) ^(2)^		403		394
Loss on disposal of assets, net		6		15
Net income attributable to noncontrolling interests		54		111
FFO (NAREIT)	$	12,115	$	15,466
FFO PER SHARE AND OP UNIT CALCULATION
Numerator:
FFO	$	12,115	$	15,466
Denominator:
Weighted average number of total common shares - basic		49,424		49,145
Weighted average number of total noncontrolling OP units - basic		694		770
Weighted average number of total common shares and noncontrolling OP units - basic		50,118		49,915
Effect of dilutive securities:
Unvested restricted shares		736		1,161
Weighted average number of total common shares and noncontrolling OP units - diluted		50,854		51,076
FFO per common share and OP unit - basic	$	0.24	$	0.31
FFO per common share and OP unit - diluted	$	0.24	$	0.30
^(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 March 31, 2023 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.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---	---
	2023			2022
PROPERTY NET OPERATING INCOME			****			****
Net income attributable to Whitestone REIT	$	3,847		$	7,078
General and administrative expenses		5,084			3,049
Depreciation and amortization		7,846			7,910
(Equity) deficit in earnings of real estate partnership ^(1)^		218			(280	)
Interest expense		7,903			6,061
Interest, dividend and other investment income		(20	)		(14	)
Provision for income taxes		119			101
Management fee, net of related expenses		—			52
Loss on disposal of assets, net		6			15
NOI of real estate partnership (pro rata) ^(1)^		548			997
Net income attributable to noncontrolling interests		54			111
NOI	$	25,605		$	25,080
Non-Same Store NOI ^(2)^		(533	)		(534	)
NOI of real estate partnership (pro rata) ^(1)^		(548	)		(997	)
NOI less Non-Same Store NOI and NOI of real estate partnership (pro rata)		24,524			23,549
Same Store straight-line rent adjustments		(439	)		(321	)
Same Store amortization of above/below market rents		(218	)		(218	)
Same Store lease termination fees		(214	)		(9	)
Same Store NOI ^(3)^	$	23,653		$	23,001
^(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 March 31, 2023 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 March 31, 2023 to the three months ended March 31, 2022, Non-Same Store includes properties acquired between January 1, 2022 and March 31, 2023 and properties sold between January 1, 2022 and March 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 March 31, 2023 to the three months ended March 31, 2022, Same Store includes properties owned before January 1, 2022 and not sold before March 31, 2023. Straight line rent adjustments, above/below market rents, and lease termination fees are excluded.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
RECONCILIATION OF NON-GAAP MEASURES
(continued)
(in thousands)
	Three Months Ended March 31,
---	---	---	---	---	---
	2023		2022
EARNINGS BEFORE INTEREST, TAX, DEPRECIATION AND AMORTIZATION FOR REAL ESTATE (EBITDAre)
Net income attributable to Whitestone REIT	$	3,847	$	7,078
Depreciation and amortization		7,846		7,910
Interest expense		7,903		6,061
Provision for income taxes		119		101
Net income attributable to noncontrolling interests		54		111
(Equity) deficit in earnings of real estate partnership ^(1)^		218		(280	)
EBITDAre adjustments for real estate partnership ^(1)^		381		867
Loss on disposal of assets, net		6		15
EBITDAre	$	20,374	$	21,863
^(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 March 31, 2023 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 2023
(in thousands, except per share and per unit data)
	Projected Range Full Year 2023
---	---	---	---	---
	Low		High
FFO per diluted share and OP unit	****	****	****	****
Net income attributable to Whitestone REIT	$	14,400	$	16,500
Depreciation and amortization of real estate assets		32,228		32,228
Depreciation and amortization of real estate assets of real estate partnership (pro rata)		1,672		1,672
FFO	$	48,300	$	50,400
Dilutive shares		50,327		50,327
OP Units		738		738
Dilutive share and OP Units		51,065		51,065
Net income attributable to Whitestone REIT per diluted share	$	0.29	$	0.33
FFO per diluted share and OP Unit	$	0.95	$	0.99

Table of Contents

Whitestone REIT and Subsidiaries
SAME STORE PROPERTY ANALYSIS
(in thousands)
	Three Months Ended March 31,						Increase			% Increase
---	---	---	---	---	---	---	---	---	---	---	---	---
	2023			2022			(Decrease)			(Decrease)
Same Store (50 properties excluding development land)			****			****			****			****
Property revenues			****			****			****			****
Rental	$	34,794		$	32,968		$	1,826			6	%
Management, transaction and other fees		353			169			184			109	%
Total property revenues		35,147			33,137			2,010			6	%
Property expenses			****			****			****			****
Property operation and maintenance		6,009			5,336			673			13	%
Real estate taxes		4,614			4,252			362			9	%
Total property expenses		10,623			9,588			1,035			11	%
Total property revenues less total property expenses		24,524			23,549			975			4	%
Same Store straight-line rent adjustments		(439	)		(321	)		(118	)		37	%
Same Store amortization of above/below market rents		(218	)		(218	)		—			—	%
Same Store lease termination fees		(214	)		(9	)		(205	)		2278	%
Same Store NOI ^(1)^	$	23,653		$	23,001		$	652			3	%

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

Table of Contents

Whitestone REIT and Subsidiaries
OTHER FINANCIAL INFORMATION
(in thousands, except number of properties and employees)
	Three Months Ended
---	---	---	---	---	---
	March 31,
	2023		2022
Other Financial Information:					****
Tenant improvements ^(1) (2)^	$	856	$	1,329
Leasing commissions ^(1) (2)^	$	414	$	597
Maintenance capital ^(1)^	$	1,523	$	547
Scheduled debt principal payments ^(1)^	$	474	$	474
Straight-line rent income ^(1)^	$	575	$	301
Market rent amortization income from acquired leases ^(1)^	$	216	$	223
Non-cash share-based compensation expense ^(1)^	$	829	$	(1,329	)
Non-real estate depreciation and amortization ^(1)^	$	42	$	42
Amortization of loan fees ^(1)^	$	283	$	280
Undepreciated value of unencumbered properties	$	916,737	$	917,401
Number of unencumbered properties		50		53
Full time employees		74		83
^(1)^	Includes pro-rata share attributable to real estate partnership.
---	---
^(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.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(in thousands, except per share amounts and percentages)
	As of March 31, 2023
---	---	---	---	---	---	---	---	---	---
MARKET CAPITALIZATION:	Percent of Total Equity			Total Market Capitalization			Percent of Total Market Capitalization
Equity Capitalization:			****			****			****
Common shares outstanding		98.6	%		49,425
Operating partnership units outstanding		1.4	%		695
Total		100.0	%		50,120
Market price of common shares as of March 31, 2023				$	9.20
Total equity capitalization				$	461,104			42	%
Debt Capitalization:			****			****			****
Outstanding debt				$	630,922
Less: Cash and cash equivalents					(3,479	)
Total debt capitalization					627,443			58	%
Total Market Capitalization as of March 31, 2023				$	1,088,547			100	%
SELECTED RATIOS:
---
	Three Months Ended
---	---	---	---	---	---	---
INTEREST COVERAGE RATIO	March 31,
	2023			2022
EBITDAre/Interest Expense			****			****
EBITDAre ^(1)^	$	20,374		$	21,863
Interest expense		7,903			6,061
Pro rata share of interest expense from real estate partnership ^(2)^		159			156
Less: amortization of loan fees, including pro rata share from real estate partnership ^(2)^		(283	)		(280	)
Interest expense, excluding amortization of loan fees		7,779			5,937
Ratio of EBITDAre to interest expense		2.6			3.7
^(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 March 31, 2023 have not been made available to us, we have estimated pro rata share of interest expense and amortization of loan fees based on the information available to us at the time of this Report.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
MARKET CAPITALIZATION AND SELECTED RATIOS
(continued)
(in thousands, except per share amounts and percentages)
LEVERAGE RATIO	As of March 31,
---	---	---	---	---	---	---
	2023			2022
Debt/Undepreciated Book Value			****			****
Outstanding debt, net of insurance financing	$	627,920		$	643,202
Less: Cash		(3,479	)		(11,136	)
Add: Proportional share of net debt of real estate partnership ^(1)^		8,112			8,759
Total Net Debt	$	632,553		$	640,825
Undepreciated real estate assets	$	1,201,650		$	1,200,191
Add: Proportional share of real estate from unconsolidated partnership ^(1)^		46,016			46,470
Undepreciated real estate assets	$	1,247,666		$	1,246,661
Ratio of debt to real estate assets		51	%		51	%
^(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 March 31, 2023 have not been made available to us, we have estimated proportional share of net debt and real estate based on the information available to us at the time of this Report.
---	---
	Three Months Ended
---	---	---	---	---	---	---
	March 31,
	2023			2022
Debt/EBITDAre Ratio			****			****
Outstanding debt, net of insurance financing	$	627,920		$	643,202
Less: Cash		(3,479	)		(11,136	)
Add: Proportional share of net debt of unconsolidated real estate partnership ^(1)^		8,112			8,759
Total Net Debt	$	632,553		$	640,825
EBITDAre	$	20,374		$	21,863
Pro forma EBITDAre	$	20,374		$	21,863
Pro forma annualized EBITDAre	$	81,496		$	87,452
Ratio of debt to pro forma EBITDAre		7.8			7.3
^(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 March 31, 2023 have not been made available to us, we have estimated proportional share of net debt based on the information available to us at the time of this Report.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OUTSTANDING DEBT AND DEBT MATURITIES
TOTAL OUTSTANDING DEBT
(in thousands)
Description			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	17,925			18,016
20.2 million 4.28% Note, due June 6, 2023	17,262			17,375
14.0 million 4.34% Note, due September 11, 2024	12,638			12,709
14.3 million 4.34% Note, due September 11, 2024	13,453			13,520
15.1 million 4.99% Note, due January 6, 2024	13,563			13,635
2.6 million 5.46% Note, due October 1, 2023	2,222			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
3.0 million 6.78% Note, due December 28, 2023	3,002			—
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	63,000			103,500
Total notes payable principal	630,922			625,991
Less deferred financing costs, net of accumulated amortization	(513	)		(564	)
Total notes payable	630,409		$	625,427

All values are in US Dollars.

^(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, and 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 MARCH 31, 2023
---
(in thousands)
Year	Amount Due
---	---	---
2023 (remaining)	$	23,634
2024		63,573
2025		17,143
2026		130,143
2027		97,143
Thereafter		299,286
Total	$	630,922

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
	Gross Leasable Area as of		Occupancy % as of
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
Community Centered Properties®	March 31, 2023		March 31, 2023			December 31, 2022			September 30, 2022			June 30, 2022
Whitestone		5,060,899		93	%		94	%		92	%		91	%
Unconsolidated real estate partnership		926,798		54	%		54	%		54	%		56	%

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF OCCUPANCY AND TOP TENANTS
(continued)
Tenant Name	Location	Annualized Rental Revenue (in thousands)		Percentage of Total Annualized Base Rental Revenues (1)			Initial Lease Date	Year Expiring
---	---	---	---	---	---	---	---	---	---
Whole Foods Market	Houston	$	2,247		2.2	%	9/3/2014		2035
Albertsons Companies, Inc. ^(2)^	Austin, Houston 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		2,027		2.0	%	7/1/2014		2024
Newmark Real Estate of Houston LLC	Houston		1,285		1.2	%	10/1/2015		2026
Bashas' Inc. ^(3)^	Phoenix		1,010		1.0	%	10/9/2004 and 4/1/2009		2024 and 2029
Fitness Alliance, LLC	Houston		971		0.9	%	11/29/2022		2038
Walgreens & Co. ^(5)^	Houston and Phoenix		955		0.9	%	11/14/1982, 11/2/1987, 8/24/1996 and 11/3/1996		2027, 2027, 2049 and 2056
Verizon Wireless ^(4)^	Houston and Phoenix		951		0.9	%	8/16/1994, 2/1/2004, 1/27/2006 and 5/1/2014		2023, 2024, 2024 and 2038
Alamo Drafthouse Cinema	Austin		740		0.7	%	2/1/2012		2031
Wells Fargo & Company ^(7)^	Phoenix		625		0.6	%	10/24/1996 and 4/16/1999		2023 and 2027
Dollar Tree ^(6)^	Houston and Phoenix		537		0.5	%	8/10/1999, 6/29/2001, 11/8/2009, and 12/17/2009		2025, 2025, 2026 and 2027
Total Wine	Houston		512		0.5	%	11/27/2018		2029
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		469		0.5	%	5/23/2014		2025
		$	15,516		15.0	%
^(1)^	Annualized Base Rental Revenues represents the monthly base rent as of March 31, 2023 for each applicable tenant multiplied by 12.
---	---

Table of Contents

^(2)^	As of March 31, 2023, we had five leases with the same tenant occupying space at properties located in Phoenix, Houston 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 March 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 March 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 $23,000, 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 2023, 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.
---	---
^(5)^	As of March 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 2049, 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 $189,000, 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.
---	---
^(6)^	As of March 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 $175,000, 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 0.2% of our total annualized base rental revenue.
---	---
^(7)^	As of March 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 24, 1996, and is scheduled to expire in 2027, was $151,000, which represents approximately 0.1% of our total annualized base rental revenue. The annualized rental revenue for the lease that commenced on April 16, 1999, and is scheduled to expire in 2023, was $474,000, which represents approximately 0.5% of our total annualized base rental revenue.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
TENANT TYPE SUMMARY
As of March 31, 2023
	% of Leased SF			% of ABR
---	---	---	---	---	---	---
Restaurants & Food Service		18	%		24	%
Salons		7	%		9	%
Grocery		12	%		8	%
Medical & Dental		7	%		8	%
Financial Services		6	%		8	%
General Retail		9	%		6	%
Home Décor And Improvement		7	%		5	%
Fitness		6	%		5	%
Non Retail		4	%		4	%
Apparel		4	%		4	%
Education		3	%		3	%
Local Services		2	%		3	%
Pet Supply & Services		3	%		3	%
Off-Price		4	%		2	%
Wireless		1	%		2	%
Entertainment		2	%		2	%
Pharmacies & Nutritional Supplies		2	%		1	%
Sporting Goods		1	%		1	%
Automotive Supply & Services		1	%		1	%
Postal Services		1	%		1	%
Total		100	%		100	%

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
	Three Months Ended
---	---	---	---	---
	March 31,
	2023		2022
RENEWALS
Number of Leases		32		56
Total Square Feet ^(1)^		113,399		172,380
Average Square Feet		3,544		3,078
Total Lease Value	$	9,015,630	$	13,724,000
NEW LEASES
Number of Leases		19		29
Total Square Feet ^(1)^		32,585		43,703
Average Square Feet		1,715		1,507
Total Lease Value	$	6,223,656	$	9,249,000
TOTAL LEASES
Number of Leases		51		85
Total Square Feet ^(1)^		145,984		216,083
Average Square Feet		2,862		2,542
Total Lease Value	$	15,239,286	$	22,973,000
^(1)^	Represents the square footage as the result of new, renewal, expansion and contraction leases.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
Type	Number of Leases Signed		Lease Value Signed		GLA Signed		Weighted Average Lease Term (2)		TI and Incentives (3)		TI and Incentives Per Sq. Ft.		Contractual Rent Per Sq. Ft. (4)		Prior Contractual Rent Per Sq. Ft. (5)		Annual Increase (Decrease) in Contractual Rent			Cash Basis Increase (Decrease) Over Prior Rent			Annual Increase (Decrease) in Straight-lined Rent		Straight-lined Basis Increase (Decrease) Over Prior Rent
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
Comparable: ^(1)^																			****			****					****
Comparable Total Leases:																			****			****					****
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	%
4th Quarter 2022		37		10,526,668		78,997		4.6		470,955		5.96		26.05		22.56		275,730			15.5	%		412,069		23.5	%
3rd Quarter 2022		54		11,342,359		124,407		3.4		385,718		3.10		23.80		21.87		240,427			8.8	%		495,095		19.2	%
2nd Quarter 2022		63		17,593,088		191,368		4.4		596,616		3.12		20.72		19.03		324,270			8.9	%		596,073		17.4	%
Total - 12 months		190	$	50,995,374		476,365		4.1	$	1,819,456	$	3.82	$	23.91	$	21.55	$	1,123,655			10.9	%	$	1,932,758		19.7	%
Comparable New Leases:																			****			****					****
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	%
4th Quarter 2022		6		3,190,894		18,125		6.1		304,516		16.80		26.05		23.32		49,431			11.7	%		99,512		24.3	%
3rd Quarter 2022		13		3,496,947		24,745		5.4		139,204		5.63		25.87		25.09		19,221			3.1	%		95,179		16.5	%
2nd Quarter 2022		10		2,075,522		17,848		4.4		163,749		9.17		25.55		24.38		21,009			4.8	%		62,963		15.6	%
Total - 12 months		36	$	11,803,210		70,906		5.5	$	853,295	$	12.03	$	27.35	$	26.11	$	87,954			4.8	%	$	290,567		16.8	%
Comparable Renewal Leases:																			****			****					****
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	%
4th Quarter 2022		31		7,335,774		60,872		4.1		166,439		2.73		26.05		22.34		226,299			16.6	%		312,557		23.2	%
3rd Quarter 2022		41		7,845,412		99,662		2.9		246,514		2.47		23.29		21.07		221,206			10.5	%		399,916		20.0	%
2nd Quarter 2022		53		15,517,566		173,520		4.4		432,867		2.49		20.22		18.48		303,261			9.5	%		533,110		17.6	%
Total - 12 months		154	$	39,192,164		405,459		3.9	$	966,161	$	2.38	$	23.31	$	20.76	$	1,035,701			12.3	%	$	1,642,191		20.3	%

Table of Contents

Whitestone REIT and Subsidiaries
SUMMARY OF LEASING ACTIVITY
(continued)
Type	Number of Leases Signed		Lease Value Signed		GLA Signed		Weighted Average Lease Term (2)		TI and Incentives (3)		TI and Incentives per Sq. Ft.		Contractual Rent Per Sq. Ft. (4)
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
Total:
New & Renewal
1st Quarter 2023		51	$	15,239,286		145,984		3.6	$	887,737	$	6.08	$	21.05
4th Quarter 2022		60		37,209,228		228,780		7.6		5,312,306		23.22		20.95
3rd Quarter 2022		86		28,986,598		219,272		6.4		2,147,231		9.79		22.22
2nd Quarter 2022		90		29,101,085		268,394		5.1		1,683,308		6.27		20.67
Total - 12 months		287	$	110,536,197		862,430		5.8	$	10,030,582	$	11.63	$	21.20
New
1st Quarter 2023		19	$	6,223,656		32,585		6.0	$	749,338	$	23.00	$	26.72
4th Quarter 2022		22		27,529,508		145,413		9.8		5,035,709		34.63		17.56
3rd Quarter 2022		35		16,708,083		93,989		9.4		1,605,992		17.09		20.34
2nd Quarter 2022		34		12,996,051		90,581		6.6		1,209,828		13.36		21.43
Total - 12 months		110	$	63,457,298		362,568		8.6	$	8,600,867	$	23.72	$	20.07
Renewal
1st Quarter 2023		32	$	9,015,630		113,399		2.9	$	138,399	$	1.22	$	19.41
4th Quarter 2022		38		9,679,720		83,367		3.7		276,597		3.32		26.84
3rd Quarter 2022		51		12,278,515		125,283		4.0		541,239		4.32		23.63
2nd Quarter 2022		56		16,105,034		177,813		4.4		473,480		2.66		20.28
Total - 12 months		177	$	47,078,899		499,862		3.8	$	1,429,715	$	2.86	$	22.02
^(1)^	Comparable leases represent leases signed on spaces for which there was a former tenant within the last twelve months and the new or renewal square footage was within 25% of the expired square footage.
---	---
^(2)^	Weighted average lease term is determined on the basis of square footage.
^(3)^	Estimated amount per signed lease. Actual cost of construction may vary.
^(4)^	Contractual rent represents contractual minimum rent under the new lease for the first month, excluding concessions.
^(5)^	Prior contractual rent represents contractual minimum rent under the prior lease for the final month.

Table of Contents

Whitestone REIT and Subsidiaries
LEASE EXPIRATIONS ^(1)^
							****	Annualized Base Rent^(2)^
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
			Gross Leasable Area					as of March 31, 2023
Year	Number of Leases		Square Feet		Percent of Gross Leasable Area			Amount (in thousands)		Percent of Total			Per Square Foot
2023		391		595,758		11.8	%	$	12,074		11.7	%	$	20.27
2024		233		803,055		15.9	%		17,240		16.7	%		21.47
2025		237		846,658		16.7	%		16,967		16.4	%		20.04
2026		157		526,394		10.4	%		11,899		11.5	%		22.61
2027		178		594,590		11.7	%		13,789		13.4	%		23.19
2028		104		400,200		7.9	%		9,193		8.9	%		22.97
2029		43		238,369		4.7	%		5,012		4.9	%		21.03
2030		32		96,883		1.9	%		3,097		3.0	%		31.97
2031		26		130,406		2.6	%		3,571		3.5	%		27.38
2032		28		123,423		2.4	%		2,833		2.7	%		22.95
Total		1,429		4,355,736		86.0	%	$	95,675		92.7	%	$	21.97
^(1)^	Lease expirations table reflects rents in place as of March 31, 2023, and does not include option periods.
---	---
^(2)^	Annualized Base Rent represents the monthly base rent as of March 31, 2023 for each tenant multiplied by 12.
---	---

Table of Contents

Whitestone REIT and Subsidiaries
Property Details
As of March 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		3/31/2023			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Whitestone Properties:							****
Ahwatukee Plaza	Phoenix	1979		72,650		79	%	$	798	$	13.90	$	17.41
Anderson Arbor	Austin	2001		89,746		99	%		2,014		22.67		24.73
Anthem Marketplace	Phoenix	2000		113,293		87	%		1,581		16.04		16.66
Anthem Marketplace Phase II	Phoenix	2019		6,853		100	%		248		36.19		33.85
BLVD Place	Houston	2014		216,944		99	%		9,340		43.49		44.81
The Citadel	Phoenix	2013		28,547		88	%		500		19.90		19.74
City View Village	San Antonio	2005		17,870		100	%		575		32.18		31.28
Dana Park Pad	Phoenix	2002		12,000		100	%		324		27.00		35.25
Davenport Village	Austin	1999		128,934		99	%		3,697		28.96		28.47
Eldorado Plaza	Dallas	2004		219,287		99	%		3,532		16.27		16.26
Fountain Hills	Phoenix	2009		111,289		94	%		1,737		16.60		16.63
Fountain Square	Phoenix	1986		118,209		91	%		1,932		17.96		17.46
Fulton Ranch Towne Center	Phoenix	2005		120,575		90	%		2,189		20.17		19.29
Gilbert Tuscany Village	Phoenix	2009		49,415		100	%		1,077		21.80		21.67
Heritage	Dallas	2006		70,431		96	%		1,649		24.39		24.20
HQ Village	Dallas	2009		89,134		97	%		2,744		31.74		33.91
Keller Place	Dallas	2001		93,541		95	%		1,033		11.62		11.38
Kempwood Plaza	Houston	1974		91,302		95	%		1,315		15.16		15.21
La Mirada	Phoenix	1997		147,209		95	%		3,507		25.08		24.65
Lakeside Market	Dallas	2000		162,649		91	%		3,841		25.95		24.84
Las Colinas	Dallas	2000		104,919		92	%		2,901		30.05		30.49
Lion Square	Houston	1980		117,592		98	%		1,964		17.04		19.46
The MarketPlace at Central	Phoenix	2012		111,130		99	%		1,162		10.56		10.18
Market Street at DC Ranch	Phoenix	2003		244,888		98	%		5,724		23.85		24.24
Mercado at Scottsdale Ranch	Phoenix	1987		118,730		93	%		1,857		16.82		16.42
Paradise Plaza	Phoenix	1983		125,898		92	%		1,692		14.61		13.75
Parkside Village North	Austin	2005		27,045		100	%		882		32.61		31.87
Parkside Village South	Austin	2012		90,101		100	%		2,604		28.90		28.90
Pinnacle of Scottsdale	Phoenix	1991		113,108		97	%		2,610		23.79		23.11
Pinnacle Phase II	Phoenix	2017		27,063		100	%		866		32.00		30.71
The Promenade at Fulton Ranch	Phoenix	2007		98,792		84	%		1,332		16.05		15.20
Providence	Houston	1980		90,327		91	%		1,078		13.11		13.08
Quinlan Crossing	Austin	2012		109,892		96	%		2,657		25.19		26.42
Seville	Phoenix	1990		90,042		91	%		2,845		34.72		33.50
Shaver	Houston	1978		21,926		94	%		358		17.37		17.27
Shops at Pecos Ranch	Phoenix	2009		78,767		100	%		1,956		24.83		25.21
Shops at Starwood	Dallas	2006		55,385		95	%		1,738		33.03		33.18
The Shops at Williams Trace	Houston	1985		132,991		95	%		2,285		18.09		19.16
Spoerlein Commons	Chicago	1987		41,455		98	%		757		18.63		19.03
Starwood Phase II	Dallas	2016		35,351		92	%		1,241		38.16		35.64
The Strand at Huebner Oaks	San Antonio	2000		73,920		99	%		1,793		24.50		23.61
SugarPark Plaza	Houston	1974		95,032		97	%		1,420		15.40		14.72
Sunridge	Houston	1979		49,359		73	%		603		16.74		16.76
Sunset at Pinnacle Peak	Phoenix	2000		41,530		89	%		817		22.10		21.94
Terravita Marketplace	Phoenix	1997		102,733		97	%		1,477		14.82		14.50
Town Park	Houston	1978		43,526		100	%		1,089		25.02		24.49
Village Square at Dana Park	Phoenix	2009		323,026		85	%		6,369		23.20		22.94
Westchase	Houston	1978		44,398		87	%		641		16.59		16.00

Table of Contents

Whitestone REIT and Subsidiaries
Property Details
As of March 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	3/31/2023			(in thousands) (1)		Sq. Ft. (2)		Sq. Ft.(3)
Williams Trace Plaza	Houston	1983	129,222		89	%		2,476		21.53		28.27
Windsor Park	San Antonio	2012	196,458		85	%		1,724		10.32		10.85
Woodlake Plaza	Houston	1974	106,169		60	%		1,095		17.19		16.55
Total/Weighted Average - Whitestone Properties			5,000,653		93	%		101,646		21.86		22.12
Development Properties:
Lake Woodlands Crossing	Houston	2018	60,246		89	%		1,606		29.95		32.00
Total/Weighted Average - Development Properties			60,246		89	%		1,606		29.95		32.00
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			5,060,899		93	%	$	103,252	$	21.94	$	22.22
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 March 31, 2023 base rent (defined as cash base rents including abatements) multiplied by 12. Excludes vacant space as of March 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 March 31, 2023 equaled approximately $266,814 for the month ended March 31, 2023.
---	---
^(2)^	Calculated as annualized base rent divided by leased square feet as of March 31, 2023.
---	---
^(3)^	Represents (i) the contractual base rent for leases in place as of March 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 March 31, 2023.
---	---
^(4)^	As of March 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 March 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.
---	---

Table of Contents