Whitestone REIT Board Leaders Issue Open Letter to Shareholders

HOUSTON, May 07, 2024 (GLOBE NEWSWIRE) -- Whitestone REIT (NYSE: WSR) (“Whitestone” or the “Company”) today issued a shareholder letter from independent Board Chair David Taylor and Chair of the Nominating and Corporate Governance Committee, Nandita Berry.

In their joint letter, Ms. Berry and Mr. Taylor detail the challenging and decisive actions they took as change agents to terminate the former CEO James Mastandrea for cause, revitalize corporate governance, and oversee the successful ongoing value creation plan under the new management team executing on Whitestone’s reset strategy.

Ms. Berry, Mr. Taylor and the entire Board at Whitestone request that shareholders protect their investment by voting the WHITE proxy card “FOR ALL” of Whitestone’s highly qualified trustees standing for election at the upcoming Annual Meeting scheduled to be held on May 14, 2024.

The full text of the letter follows:

May 7, 2024

Dear Fellow Shareholders:

Our 2024 Annual Meeting is only 7 days away. At this year’s meeting, you will have an important decision to make regarding the composition of the Company’s Board that could define the future of Whitestone and impact the value of your investment.

Your Board has nominated for reelection 6 trustees who have overseen Whitestone’s reset strategy which has catalyzed outperformance in shareholder returns in the period since the termination of former CEO and Chairman James Mastandrea.

Erez Asset Management (“Erez” or the “Dissident”) has nominated 2 candidates, Ms. Catherine Clark and Mr. Bruce Schanzer. You were likely as stunned as we were to see Mr. Schanzer’s presentation to Erez’s prospective investors (link) in late 2023, detailing his scheme to take over Whitestone in coordination with terminated CEO, Mr. Mastandrea. Mr. Schanzer’s deception to us and our shareholders in blatantly denying his ties to the terminated CEO is dismaying enough. But his campaign’s attempt to link us to Mr. Mastandrea’s past regime and Board leadership, given this background, is also aggravating.

We write to you directly to set the record straight. Specifically, we want to share with you how we took action to initiate a leadership transition, revitalize governance and oversee a successful turnaround strategy at Whitestone.

Board Composition and Leadership in 2017-2018

When we joined the Whitestone Board in March and September of 2017, the corporate governance and leadership structure of the Board looked dramatically different from the current governance and Board structure at Whitestone. Then-CEO Mr. Mastandrea also served as Chairman of the Board, and exerted tight control over the Board, often making unilateral decisions that were deleterious to the Company’s strategy and performance. Even as new trustees, we recognized that change was needed. The Board approached Mr. Mastandrea with succession plan discussions early in our time on the Board, against which he strongly pushed back. Coupled with onerous terms in his employment agreement and the force he exercised as combined CEO and Board Chair, Mr. Mastandrea resisted any discussions of an orderly succession plan.