Whitestone REIT (WSR) Proxy Filing summary

Executive summary

• Supplement updates the proxy statement for the 2025 Annual Meeting scheduled for May 15, 2025, with all other information unchanged.

• Board unanimously recommends voting FOR all proposals, emphasizing Proposal 2 regarding the amendment to the 2018 Long-Term Equity Incentive Ownership Plan.

• ISS supported the say-on-pay proposal but recommended voting against Proposal 2; the company provides detailed rationale countering ISS's analysis.

Voting matters and shareholder proposals

• Shareholders are asked to vote on electing six trustees, amending the 2018 Long-Term Equity Incentive Ownership Plan, an advisory vote on executive compensation, and ratifying the external auditor.

• Proposal 2 seeks to increase available shares under the equity plan by 2,250,000 and extend its term by ten years.

Board of directors and corporate governance

• Amendment to the equity plan incorporates governance best practices, including double-trigger vesting for change in control and updated definitions.

• Dividends and equivalents for full-value awards are subject to vesting requirements.