Magnetar entities sell 93,500 Wheeler REIT shares

Wheeler Real Estate Investment Trust, Inc. insiders linked to Magnetar entities reported net open-market sales of 93,500 shares of Common Stock.

Rhea-AI Filing Summary

Wheeler Real Estate Investment Trust, Inc. insiders linked to Magnetar entities reported net open-market sales of 93,500 shares of Common Stock. The sales occurred on April 10, 13 and 14, 2026 at weighted average prices of $0.8337, $0.8559 and $0.7658 per share.

The shares are held indirectly through various Magnetar-managed investment vehicles, and Magnetar Financial LLC and related parties disclaim beneficial ownership except for their pecuniary interest. After these transactions, the reporting structure shows 3,127 shares of Common Stock remaining indirectly held.

Insider Trade Summary

Net Seller: 93,500 shares

Net Sell 3 txns

Insider Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, Snyderman David J.

Role 10% Owner | 10% Owner | 10% Owner | 10% Owner

Sold 93,500 shs ($80K)

Type	Security	Shares	Price	Value
Sale	Common Stock	4,910	$0.7658	$4K
Sale	Common Stock	87,177	$0.8559	$75K
Sale	Common Stock	1,413	$0.8337	$1K

Holdings After Transaction: Common Stock — 3,127 shares (Indirect, See Footnotes)

Footnotes (6)

1. F1. Magnetar Financial LLC serves as (i) the investment manager to Magnetar Longhorn Fund LP, a Delaware limited partnership, Purpose Alternative Credit Fund - F LLC, a Delaware limited liability company, and Purpose Alternative Credit Fund - T LLC, a Delaware limited liability company, (ii) general partner of Magnetar Structured Credit Fund, LP, a Delaware limited partnership, and (iii) manager of Magnetar Lake Credit Fund LLC, a Delaware limited liability company (together with all of the vehicles in the foregoing clauses (i) and (ii), the "Magnetar Vehicles"), each of which holds a portion of the indicated securities. In such capacities, Magnetar Financial LLC exercises voting and investment power over the Common Stock acquired upon exercise of the Warrants by the Magnetar Vehicles.
2. F2. Magnetar Capital Partners LP ("Magnetar Capital Partners"), a Delaware limited partnership, is the sole member and parent holding company of Magnetar Financial LLC. Supernova Management LLC ("Supernova Management"), a Delaware limited liability company, is the general partner of Magnetar Capital Partners. The current administrative manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.
3. F3. Each of the Magnetar Vehicles, Magnetar Financial LLC, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest therein.
4. F4. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.83 - $0.85, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. F5. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.83 - $1.02, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. F6. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.75 - $0.78, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Key Figures

Total shares sold: 93,500 shares Shares sold on April 10, 2026: 1,413 shares Shares sold on April 13, 2026: 87,177 shares +5 more

8 metrics

Total shares sold 93,500 shares Aggregate open-market sales reported for April 10–14, 2026

Shares sold on April 10, 2026 1,413 shares Common Stock, weighted average price $0.8337 per share

Shares sold on April 13, 2026 87,177 shares Common Stock, weighted average price $0.8559 per share

Shares sold on April 14, 2026 4,910 shares Common Stock, weighted average price $0.7658 per share

Shares remaining after transactions 3,127 shares Indirectly held Common Stock after April 14, 2026 sale

Price range April 10 sales $0.83–$1.02 Intraday transaction range noted for weighted average $0.8337

Price range April 13 sales $0.83–$0.85 Intraday transaction range noted for weighted average $0.8559

Price range April 14 sales $0.75–$0.78 Intraday transaction range noted for weighted average $0.7658

Key Terms

weighted average price, beneficial ownership, pecuniary interest, ten percent owner, +2 more

6 terms

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

beneficial ownership financial

"disclaims beneficial ownership of these shares of Common Stock"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"except to the extent of its or his pecuniary interest therein."

ten percent owner financial

"is_ten_percent_owner": 1"

indirect ownership financial

""ownership_type": "indirect""

open-market sale financial

""transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

FAQ

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

What insider activity did WHLR affiliates report in this Form 4?

Affiliated entities reported selling 93,500 shares of Wheeler Real Estate Investment Trust Common Stock in open-market transactions over three days, at weighted average prices between $0.7658 and $0.8559 per share, and now report 3,127 shares remaining indirectly held.

Who conducted the reported WHLR share sales linked to Magnetar?

The sales were made by investment vehicles managed by Magnetar Financial LLC. Magnetar Capital Partners LP, Supernova Management LLC and David J. Snyderman are upstream entities, and each disclaims beneficial ownership of the Wheeler Real Estate Investment Trust shares except for any pecuniary interest.

Over what dates were the 93,500 WHLR shares sold by Magnetar affiliates?

The Wheeler Real Estate Investment Trust Common Stock sales occurred on April 10, April 13 and April 14, 2026. Each date corresponds to a separate block of shares sold at its own weighted average price disclosed in the Form 4 transaction table and related footnotes.

At what prices were the WHLR shares sold in these insider transactions?

The reported weighted average sale prices were $0.8337 per share on April 10, $0.8559 per share on April 13 and $0.7658 per share on April 14, 2026. Footnotes explain that each day’s sales occurred across narrower intraday price ranges.

How many WHLR shares remain held after the Magnetar-linked sales?

Following the reported open-market sales totaling 93,500 shares, the filing shows 3,127 shares of Wheeler Real Estate Investment Trust Common Stock remaining indirectly owned. Those shares are attributed to the same Magnetar-related reporting structure, subject to the stated beneficial ownership disclaimers.

Do Magnetar and related parties claim full beneficial ownership of the WHLR shares?

No. Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC and David J. Snyderman each disclaim beneficial ownership of the Wheeler Real Estate Investment Trust shares, except to the extent of its or his pecuniary interest, as explicitly stated in the Form 4 footnotes.

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

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Accepted by SEC EDGAR 04/14/2026 - 08:22 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Magnetar Financial LLC

(Last) (First) (Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON ILLINOIS 60201

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Wheeler Real Estate Investment Trust, Inc. [ WHLR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/10/2026		S		1,413	D	$0.8337(4)	95,214	I	See Footnotes(1)(2)(3)
Common Stock	04/13/2026		S		87,177	D	$0.8559(5)	8,037	I	See Footnotes(1)(2)(3)
Common Stock	04/14/2026		S		4,910	D	$0.7658(6)	3,127	I	See Footnotes(1)(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Magnetar Financial LLC

(Last) (First) (Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON ILLINOIS 60201

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Magnetar Capital Partners LP

(Last) (First) (Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON ILLINOIS 60201

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Supernova Management LLC

(Last) (First) (Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON ILLINOIS 60201

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Snyderman David J.

(Last) (First) (Middle)

1603 ORRINGTON AVENUE

13TH FLOOR

(Street)

EVANSTON ILLINOIS 60201

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Magnetar Financial LLC serves as (i) the investment manager to Magnetar Longhorn Fund LP, a Delaware limited partnership, Purpose Alternative Credit Fund - F LLC, a Delaware limited liability company, and Purpose Alternative Credit Fund - T LLC, a Delaware limited liability company, (ii) general partner of Magnetar Structured Credit Fund, LP, a Delaware limited partnership, and (iii) manager of Magnetar Lake Credit Fund LLC, a Delaware limited liability company (together with all of the vehicles in the foregoing clauses (i) and (ii), the "Magnetar Vehicles"), each of which holds a portion of the indicated securities. In such capacities, Magnetar Financial LLC exercises voting and investment power over the Common Stock acquired upon exercise of the Warrants by the Magnetar Vehicles.

2. Magnetar Capital Partners LP ("Magnetar Capital Partners"), a Delaware limited partnership, is the sole member and parent holding company of Magnetar Financial LLC. Supernova Management LLC ("Supernova Management"), a Delaware limited liability company, is the general partner of Magnetar Capital Partners. The current administrative manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.

3. Each of the Magnetar Vehicles, Magnetar Financial LLC, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest therein.

4. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.83 - $0.85, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.83 - $1.02, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.75 - $0.78, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP, which is in turn the Sole Member of Magnetar Financial LLC	04/14/2026
	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP	04/14/2026
	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC	04/14/2026
	/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman	04/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)