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 June 30, 2022. 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 October 26, 2021 between Stratus Block 21, L.L.C. and Ryman Hospitality Properties, Inc. 10-K 001-37716 3/31/2022 2.3 Membership Interest Purchase Agreement, dated October 26, 2021 between Stratus Block 21 Investments, L.P. and Ryman Hospitality Properties, Inc. 10-K 001-37716 3/31/2022 2.4 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. 10-Q 001-37716 11/15/2021 2.5 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. 10-Q 001-37716 11/15/2021 2.6 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. 10-Q 001-37716 11/15/2021 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 30 Table of Contents Incorporated by Reference Exhibit Number Exhibit Title Filed with this Form 10-Q Form File No. Date Filed 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 10.1 Loan Agreement by and between Stratus Properties Inc., certain of its subsidiaries and Comerica Bank, dated as of June 29, 2018. 8-K 001-37716 7/5/2018 10.2 Amended and Restated Revolving Promissory Note by and between Stratus Properties Inc., certain of its subsidiaries and Comerica Bank, dated as of May 13, 2022. 10-Q 001-37716 5/16/2022 10.3 Modification Agreement by and between Stratus Properties Inc., certain of its subsidiaries and Comerica Bank, effective as of April 14, 2020. 8-K 001-37716 4/17/2020 10.4 Second Modification Agreement by and between Stratus Properties Inc., certain of its subsidiaries and Comerica Bank, effective as of June 12, 2020. 8-K 001-37716 6/15/2020 10.5 Third Modification Agreement by and between Stratus Properties Inc., certain of its subsidiaries and Comerica Bank, effective as of May 13, 2022. 10-Q 001-37716 5/16/2022 10.6 Construction Loan Agreement by and between The Saint George Apartments, L.P., as borrower, and Comerica Bank, as lender, dated July 19, 2022. 8-K 001-37716 7/21/2022 10.7 Amended and Restated Installment Note by and between The Saint George Apartments, L.P. and Comerica Bank dated July 19, 2022. 8-K 001-37716 7/21/2022 10.8 Guaranty Agreement by Stratus Properties Inc. for the benefit of Comerica Bank dated July 19, 2022 related to The Saint George Construction Loan Agreement. 8-K 001-37716 7/21/2022 10.9 † 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. 10-Q 001-37716 11/15/2021 10.10 † First Amendment to the Amended and Restated Limited Partnership Agreement of Stratus Block 150, L.P. 10-Q 001-37716 5/16/2022 10.11* Severance and Change of Control Agreement between Stratus Properties Inc. and William H. Armstrong III, effective April 1, 2022. 10-K 001-37716 3/31/2022 10.12* Severance and Change of Control Agreement between Stratus Properties Inc. and Erin D. Pickens, effective April 1, 2022. 10-K 001-37716 3/31/2022 10.13* Stratus Properties Inc. 2022 Stock Incentive Plan. 8-K 001-37716 5/13/2022 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 31 Table of Contents Incorporated by Reference Exhibit Number Exhibit Title Filed with this Form 10-Q Form File No. Date Filed 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 * Indicates management contract or compensatory plan or arrangement. † 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. 32 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 and Principal Accounting Officer) Date: August 15, 2022 S-1