on January 11, 2017, Stratus Properties Inc. entered into a Board Representation and Standstill Agreement with Oasis Management Company Ltd., Oasis Investments II Master Fund Ltd., and Oasis Capital Partners (Texas) Inc. pursuant to which Oasis agreed to certain standstill provisions and the Company agreed to appoint Ella G. Benson, an employee of entities associated with Oasis, to the Company's Board of Directors and the Compensation Committee of the Board. On September 18, 2020, contemporaneously with Ms. Benson's resignation from the Board discussed below, Oasis delivered a termination letter to the Company, providing advance written notice that the Agreement would be terminated effective as of the close of business on September 25, 2020. Effective September 18, 2020, Ella G. Benson, Oasis' designee as a director on the Company's Board pursuant to the Agreement described above, resigned from her positions as director of the Company and as a member of the Compensation Committee of the Board, on which she served at the time of her resignation. Ms. Benson stated that her resignation was a result of disagreements regarding the strategic direction of the Company and its Board.