Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds .
There were no unregistered sales of equity securities and no repurchases of common stock during the three months ended September 30, 2020.
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Item 6. Exhibits .
Incorporated by Reference
Exhibit
Number Exhibit Title Filed with this Form 10-Q Form File No. Date Filed
2.1
Agreement of Sale and Purchase, dated February 15, 2017, between Stratus Lakeway Center, LLC and FHF I Oaks at Lakeway, LLC. 8-K 001-37716 2/21/2017
2.2
Agreement of Sale and Purchase, dated December 9, 2019 between Stratus Block 21, L.L.C. and Ryman Hospitality Properties, Inc. 8-K 001-37716 12/11/2019
2.3
Membership Interest Purchase Agreement, dated December 9, 2019 between Stratus Block 21, Investments, L.P. and Ryman Hospitality Properties, Inc. 8-K 001-37716 12/11/2019
2.4
Termination Letter dated May 21, 2020 with respect to Block 21 purchase agreements. 8-K 001-37716 5/22/2020
3.1
Composite Certificate of Incorporation of Stratus Properties Inc. 8-A/A 000-19989 8/26/2010
3.2
Certificate of Designation of the Series D Participating Cumulative Preferred Stock of the Company, dated September 22, 2020 8-A 001-37716 9/22/2020
3.3
Certificate of Elimination of the Series C Participating Cumulative Preferred Stock of the Company, dated September 22, 2020 8-K 001-37716 9/22/2020
3.4
Second Amended and Restated By-Laws of Stratus Properties Inc., as amended effective August 3, 2017. 10-Q 001-37716 8/9/2017
4.1
Investor Rights Agreement by and between Stratus Properties Inc. and Moffett Holdings, LLC dated as of March 15, 2012. 8-K 000-19989 3/20/2012
4.2
Assignment and Assumption Agreement by and among Moffett Holdings, LLC, LCHM Holdings, LLC and Stratus Properties Inc., dated as of March 3, 2014. 13D 005-42652 3/5/2014
4.3
Stockholder Rights Agreement, dated as of September 22, 2020, by and between the Company and Computershare Inc., as rights agent (which includes the Form of Rights Certificate as Exhibit C thereto). 8-A 001-37716 9/22/2020
10.1
Construction Loan Agreement by and between College Station 1892 Properties, L.L.C. and Southside Bank, dated September 1, 2017. 8-K 001-37716 9/7/2017
10.2
Promissory Note by and between College Station 1892 Properties, L.L.C. and Southside Bank, dated September 1, 2017. 8-K 001-37716 9/7/2017
10.3
Loan Modification Agreement by and between College Station 1892 Properties, L.L.C. and Southside Bank, dated January 30, 2019. X
10.4
Second Loan Modification Agreement by and between College Station 1892 Properties, L.L.C. and Southside Bank, dated January 23, 2020. X
1 0.5
Termination Letter dated September 18, 2020. 8-K 001-37716 9/21/2020
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Incorporated by Reference
Exhibit
Number Exhibit Title Filed with this Form 10-Q Form File No. Date Filed
31.1
Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a). X
31.2
Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a). X
32.1
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350. X
32.2
Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350. X
101.INS XBRL Instance Document - the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. X
101.SCH Inline XBRL Taxonomy Extension Schema. X
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase. X
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase.
X
101.LAB Inline XBRL Taxonomy Extension Label Linkbase.
X
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase.
X
104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101). X
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
STRATUS PROPERTIES INC.
By: /s/ Erin D. Pickens
----------------------------------------
Erin D. Pickens
Senior Vice President and
Chief Financial Officer
(authorized signatory and
Principal Financial Officer)
Date: November 9, 2020
S-1
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.