Wheeler REIT holder proposes $2.73M note sale

Stilwell Value LLC acquired the notes by subscription through a rights offering on August 19, 2021, and paid by wire on August 13, 2021.

Rhea-AI Filing Summary

Wheeler Real Estate Investment Trust, Inc. is the issuer of the 7.00% Subordinated Convertible Notes due 2031 named in a notice of proposed sale by Stilwell Value LLC, identified as a 10% stockholder. The notice lists 32,069 units with an aggregate market value of $2,725,865, to be sold through Raymond James & Associates, Inc. on September 30, 2026, on NASDAQ.

Key Figures

Units proposed for sale: 32,069 units Aggregate market value: $2,725,865 Units outstanding: 1,174,116 units +2 more

5 metrics

Units proposed for sale 32,069 units 7.00% Subordinated Convertible Notes due 2031

Aggregate market value $2,725,865 Units proposed for sale

Units outstanding 1,174,116 units 7.00% Subordinated Convertible Notes

Interest rate 7.00% Subordinated Convertible Notes due 2031

Maturity year 2031 Subordinated Convertible Notes

Key Terms

Subordinated Convertible Notes, rights offering, aggregate market value, Rule 144

4 terms

Subordinated Convertible Notes financial

"7.00% Subordinated Convertible Notes due 2031"

rights offering financial

"Subscription through rights offering"

A rights offering is a way for a company to raise additional money by giving existing shareholders the opportunity to buy more shares at a discounted price before they are offered to the public. It’s similar to a special sale where current owners get the first chance to buy extra items at a lower cost, allowing them to increase their investment if they choose. This process matters to investors because it can affect the value of their holdings and their ability to buy new shares at favorable terms.

aggregate market value financial

"Aggregate market value"

Aggregate market value is the combined price you would pay to buy all outstanding shares of a company or all companies in a group at current market prices — essentially the sum of each stock’s market capitalization. It matters to investors because it shows the overall size and weight of an investment or sector (like the total cost to buy every piece of a puzzle), helps compare scale across companies or markets, and influences index composition and risk exposure.

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144"

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many WHLR notes does Stilwell Value LLC plan to sell?

Stilwell Value LLC gave notice of a proposed sale of 32,069 units of Wheeler Real Estate Investment Trust, Inc.'s 7.00% Subordinated Convertible Notes due 2031, with an aggregate market value of $2,725,865. Raymond James & Associates, Inc. is listed as the broker, and September 30, 2026 is the approximate sale date.

How did Stilwell Value LLC acquire WHLR's 7.00% notes?

Stilwell Value LLC acquired the notes through a subscription through a rights offering on August 19, 2021. The payment date was August 13, 2021, and the payment method was wire.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/30/2026 - 10:47 AM Accepted by SEC EDGAR 09/30/2026 - 10:47 AM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001397076
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	WHEELER REAL ESTATE INVESTMENT TRUST, INC.
SEC File Number	001-35713
Address of Issuer	RIVERSEDGE NORTH 2529 VIRGINIA BEACH BLVD., SUITE 200 VIRGINIA BEACH VIRGINIA 23452
Phone	(757) 627-9088
Name of Person for Whose Account the Securities are To Be Sold	Stilwell Value LLC
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	10% Stockholder

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Wheeler REIT, Inc. 7.00% Subordinated Convertible Notes due 2031	Raymond James & Associates, Inc. 880 Carillon Parkway St. Petersburg FL 33716	32069	2725865	1174116	09/30/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
7.00% Subordinated Convertible Notes	08/19/2021	Subscription through rights offering	Wheeler REIT, Inc.			999995	08/13/2021	Wire

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	09/30/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	Corissa B. Porcelli
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)