UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): July 8,
2009
Stratus
Properties Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-19989
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72-1211572
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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98
San Jacinto Blvd., Suite 220
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Austin,
Texas
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78701
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (512) 478-5788
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item 3.01
Notice of Delisting or
Failure to Satisfy a Continued Listing Rule or Standard; Transfer of
Listing.
On July
8, 2009, Stratus Properties Inc. (“Stratus”) received a letter from The NASDAQ
Stock Market, Inc. advising Stratus that the NASDAQ Listing Qualifications
Hearings Panel (the “Panel”) has granted Stratus’ request for continued listing
on The NASDAQ Stock Market. The terms of the Panel’s decision include
a condition that Stratus file its quarterly report on Form 10-Q for the quarter
ended March 31, 2009 (the “First Quarter 2009 Form 10-Q”) by July 24,
2009. Upon the filing of the First Quarter 2009 Form 10-Q on or
before July 24, 2009, Stratus will regain compliance with the continued listing
requirements set forth in NASDAQ Marketplace Rule 5250(c)(1), which requires
timely filing of periodic reports with the Securities and Exchange
Commission. Stratus is working diligently to complete the preparation
of the First Quarter 2009 Form 10-Q and expects to file the First Quarter 2009
Form 10-Q no later than July 24, 2009. In the event Stratus is unable
to do so, Stratus’ common stock may be delisted from NASDAQ.
A copy of
the press release relating to this announcement is attached as Exhibit
99.1.
Item 9.01
Financial Statements
and Exhibits.
(d)
Exhibit.
The
Exhibit included as part of this Current Report is listed in the attached
Exhibit Index.
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 hereunto
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: July
10, 2009
Stratus
Properties Inc.
Exhibit
Index
Exhibit
Number
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Press
Release dated July 10, 2009, titled “Stratus Properties Inc. Announces
Receipt of NASDAQ Letter Granting Continued
Listing.”
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