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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
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Whitestone REIT (Name of Issuer) |
Common Shares of Beneficial Interest, $0.001 par value per share (Title of Class of Securities) |
(CUSIP Number) |
P. David Bramble 2002 Clipper Park Rd. Suite 105, Baltimore, MD, 21211 (410) 340-1665 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
06/22/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
MCB PR Capital LLC | ||||||||
| 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)
OO | ||||||||
| 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
DELAWARE
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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
0.00 | ||||||||
| 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)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
MCB Acquisitions Manager LLC | ||||||||
| 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)
OO | ||||||||
| 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
MARYLAND
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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
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
P. David Bramble | ||||||||
| 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)
OO | ||||||||
| 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
UNITED STATES
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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
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Shares of Beneficial Interest, $0.001 par value per share | |
| (b) | Name of Issuer:
Whitestone REIT | |
| (c) | Address of Issuer's Principal Executive Offices:
2600 SOUTH GESSNER, SUITE 500, HOUSTON,
TEXAS
, 77063. | |
Item 1 Comment:
This statement constitutes Amendment No. 5 to the Schedule 13D relating to the common shares of beneficial interest, $0.001 par value per share (the "Common Shares"), of Whitestone REIT, a Maryland real estate investment trust (the "Issuer"), and hereby amends the Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on June 3, 2024 (the "Initial Schedule 13D"), as amended by Amendment No. 1 filed with the SEC on October 9, 2024 ("Amendment No. 1"), Amendment No. 2 filed with the SEC on November 18, 2024 ("Amendment No. 2"), Amendment No. 3 filed with the SEC on November 4, 2025 ("Amendment No. 3"), and Amendment No. 4 filed with the SEC on April 13, 2026 ("Amendment No. 4" and, together with the Initial Schedule 13D, Amendment No. 1, Amendment No. 2, and Amendment No. 3, the "Schedule 13D"). Except as specifically amended and supplemented by this Amendment No. 5, the Schedule 13D remains in full force and effect. This Amendment No. 5 constitutes an "exit filing" for the Reporting Persons. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a) This Schedule 13D is being filed by the following entities (each a "Reporting Person" and collectively, the "Reporting Persons"):
MCB PR Capital LLC, a Delaware limited liability company ("MCB")
MCB Acquisitions Manager LLC, a Maryland limited liability company ("Acquisitions")
P. David Bramble, an individual and citizen of the United States of America | |
| (b) | The principal business address of each of the Reporting Persons is 2002 Clipper Park Road, Suite 105, Baltimore, Maryland 21211. | |
| (c) | The Reporting Persons are principally engaged in the business of real estate investments. | |
| (d) | (d) - (e) Except as set forth below, during the last five (5) years, none of the Reporting Persons (i) has been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. On May 4, 2026, Acquisitions, without admitting or denying the SEC's findings, entered into a settlement with the SEC to resolve charges that Acquisitions violated Section 13(d)(1) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and Rule 13d-1(a) thereunder by failing to timely file its Schedule 13D within the time period required by such provisions. Acquisitions agreed to cease and desist from committing or causing any violations and any future violations of Section 13(d)(1) of the Exchange Act and Rule 13d-1(a) thereunder, and to pay a $75,000 civil penalty. | |
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended to add the following:
The Reporting Persons are filing this Amendment No. 5 to report the disposition of Common Shares of the Issuer, which has reduced the number of Common Shares that the Reporting Persons may be deemed to beneficially own to less than five percent (5%) of the outstanding Common Shares of the Issuer. As a result of such disposition, each of the Reporting Persons has ceased to be the beneficial owner of more than five percent (5%) of the outstanding Common Shares and is no longer required to report changes in beneficial ownership under Section 13(d) of the Exchange Act. Accordingly, this Amendment No. 5 constitutes a final amendment to the Schedule 13D and serves as an exit filing for each of the Reporting Persons. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | The information required for each Reporting Person by Item 5 (a) - (b) is set forth in Rows 7 - 13 on pages 1, 2 and 3 of this Amendment No. 5 and is incorporated herein by reference, respectively, for each Reporting Person. | |
| (c) | The transactions in the Common Shares by each Reporting Person during the past sixty days are set forth in Schedule A and are incorporated herein by reference. | |
| (e) | As of June 22, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent (5%) of the Common Shares. The filing of this Amendment No. 5 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons. | |
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 of the Schedule 13D is hereby amended to add the following:
Exhibit A Schedule of Transactions | ||
| 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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