Stratus Properties (STRS) Proxy filing summary

Executive summary

• Board unanimously approved a Plan of Liquidation in March 2026, aiming for complete dissolution and asset sales, with estimated liquidating distributions of $29.73 to $37.69 per share, pending shareholder approval at the June 1, 2026 annual meeting.

• First-quarter 2026 net income attributable to common stockholders was $6.6 million ($0.82 per diluted share), reversing a net loss of $2.9 million in Q1 2025.

• Major asset sales included Kingwood Place for $60.8 million, with a pre-tax gain of $13.4 million, and contracts for Jones Crossing retail, New Caney land, and Amarra Villas home.

• Revenues decreased to $3.8 million in Q1 2026 from $5.0 million in Q1 2025, mainly due to prior asset sales.

• EBITDA for Q1 2026 was $17.1 million, compared to negative $2.3 million in Q1 2025.

Voting matters and shareholder proposals

• Shareholders are to vote on the proposed Plan of Liquidation at the annual meeting scheduled for June 1, 2026.

Board of directors and corporate governance

• The Board conducted a strategic alternatives review and unanimously determined liquidation as the optimal path to maximize and return value to shareholders.

• The Capital Committee of the Board oversees the share repurchase program.