STRATUS PROPERTIES INC 10-Q

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, 2021. 34 Table of Contents 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, by and between Santal, L.L.C., as seller, and BG-QR GP, LLC, as purchaser, dated as of September 20, 2021. X 2.3 First Amendment to Agreement of Sale and Purchase, by and between Santal, L.L.C., as seller, and BG-QR GP, LLC, as purchaser, effective as of October 13, 2021. X 2. 4 Second Amendment to Agreement of Sale and Purchase, by and between Santal, L.L.C., as seller, and Berkshire Multifamily Income Realty-OP, L.P., as purchaser, dated as of November 3, 2021. X 3.1 Composite Certificate of Incorporation of Stratus Properties Inc. 8-A/A 001-37716 8/13/2021 3.2 Second Amended and Restated By-Laws of Stratus Properties Inc., as amended effective August 3, 2017. 10-Q 001-37716 8/9/2017 3.3 Certificate of Elimination of the Series D Participating Cumulative Preferred Stock of the Company, dated August 12, 2021. 8-K 001-37716 8/13/2021 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 Stratus Properties Inc. and Computershare Inc., as rights agent (which includes the Form of Rights Certificate as Exhibit C thereto). 8-A 001-37716 9/22/2020 4.4 Amendment to Stockholder Rights Agreement, dated as of March 12, 2021, by and between Stratus Properties Inc. and Computershare Inc., as rights agent. 8-K 001-37716 3/15/2021 4.5 Amendment No. 2 to Stockholder Rights Agreement, dated as of August 12, 2021, by and between Stratus Properties Inc. and Computershare Inc., as rights agent. 8-K 001-37716 8/13/2021 10.1 Loan and Security Agreement by and between Santal, L.L.C., as borrower and ACRC Lender LLC, as lender, dated September 30, 2019. 8-K 001-37716 10/4/2019 10.2 Note by and between Santal, L.L.C. and ACRC Lender LLC, dated September 30, 2019. 8-K 001-37716 10/4/2019 10.3 Modification of Loan Agreement, Note, Mortgage and Other Loan Documents by and among Santal, L.L.C., as borrower, Stratus Properties Inc., as guarantor, and ACRE Commercial Mortgage 2017-FL3 Ltd., as lender, dated as of April 1, 2021. 8-K 001-37716 4/6/2021 35 Table of Contents Incorporated by Reference Exhibit Number Exhibit Title Filed with this Form 10-Q Form File No. Date Filed 10.4 Modification of Loan Agreement, Note, Mortgage and Other Loan Documents by and among Santal, L.L.C., as borrower, Stratus Properties Inc., as guarantor, and ACRE Commercial Mortgage 2017-FL3 Ltd., as lender, dated as of September 20, 2021. X 10.5 † Amended and Restated Limited Partnership Agreement of Stratus Block 150, L.P. entered into by and among The Stratus Block 150 GP, L.L.C., Stratus Properties Operating Co., L.P., and several Class B Limited Partners. X 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 † Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant customarily and actually treats as private or confidential. 36 Table of Contents 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 15, 2021 S-1