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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
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Stratus Properties Inc (Name of Issuer) |
Common stock, $0.01 par value (Title of Class of Securities) |
(CUSIP Number) |
Oasis Management Company Ltd. c/o Oasis Management (Hong Kong), 25/F, LHT Tower, 31 Queen's Road Central Central, K3, 00000 (852) 2847-7708 Ele Klein McDermott Will & Schulte LLP, 919 Third Avenue New York, NY, 10022 212-756-2000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
07/02/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oasis Management Co Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
843,517.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
10.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oasis Investments II Master Fund Ltd. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC, OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
843,517.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
10.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Seth Fischer | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
GERMANY
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
843,517.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
10.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN, HC |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common stock, $0.01 par value | |
| (b) | Name of Issuer:
Stratus Properties Inc | |
| (c) | Address of Issuer's Principal Executive Offices:
212 LAVACA STREET, SUITE 300, AUSTIN,
TEXAS
, 78701. | |
Item 1 Comment:
This Amendment No. 7 ("Amendment No. 7") amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on September 12, 2016 (the "Original Schedule 13D"), as amended by Amendment No. 1 to the Schedule 13D filed with the SEC on January 13, 2017 ("Amendment No. 1"), Amendment No. 2 to the Schedule 13D filed with the SEC on September 23, 2020 ("Amendment No. 2"), Amendment No. 3 to the Schedule 13D filed with the SEC on January 5, 2021 ("Amendment No. 3"), Amendment No. 4 to the Schedule 13D filed with the SEC on April 6, 2023 ("Amendment No. 4"), Amendment No. 5 to the Schedule 13D filed with the SEC on February 20, 2024 ("Amendment No. 5"), and Amendment No. 6 Schedule 13D filed with the SEC on April 20, 2026 ("Amendment No. 6", and together with the Original Schedule 13D, Amendment No. 2, Amendment No. 3, Amendment No. 4, mendment No. 5, Amendment No. 6 and this Amendment No. 7, the "Schedule 13D"), with respect to the shares ("Shares") of common stock, par value $0.01 per share, of Stratus Properties Inc., a Delaware corporation (the "Issuer"). This Amendment No. 7 amends and restates Items 5(a) - (c) as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment No. 7 have the meanings set forth in the Schedule 13D. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The percentages used in this Schedule 13D are calculated based upon 7,982,723 Shares reported to be outstanding as of April 30, 2026 in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with the SEC on June 1, 2026. | |
| (b) | See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each of the Reporting Persons has the sole power to vote or direct the vote and sole power to dispose or to direct the disposition. | |
| (c) | The transactions in the Shares by Oasis II Fund within the past sixty days, which were all in the open market, except where otherwise noted, are set forth in Schedule C, and are incorporated herein by reference. The other Reporting Persons did not enter into any transactions in the Shares within the past sixty days. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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SCHEDULE C
This Schedule sets forth information with respect to each purchase and sale of Shares which were effectuated by a Reporting Person within the past sixty days. All transactions were effectuated in the open market through a broker, except where otherwise noted.
OASIS INVESTMENTS II MASTER FUND LTD.
| Trade Date | Shares Purchased (Sold) | Price ($)* |
| 05/07/2026 | (720) | 30.03 |
| 05/26/2026 | (10,000) | 29.05 |
| 06/30/2026 | (10,000) | 28.90 |
| 07/02/2026 | (117,612) | 28.03 |
* Excluding commissions, SEC fees, etc. (rounded to nearest cents).