Wheeler Real Estate Investment Trust, Inc. filings document the reporting, capital structure, and governance of a self-managed commercial REIT that owns, leases, and operates income-producing retail properties. Periodic reports and related 8-K disclosures cover financial and operating results, supplemental information, and REIT reporting obligations.
Material-event filings also describe securities activity involving common stock, Series B preferred stock, Series D Cumulative Convertible Preferred Stock, 7.00% Subordinated Convertible Notes due 2031, and registered warrant exercises. Other disclosures address charter amendments, preferred stock redemptions and exchanges, subsidiary Cedar Realty Trust preferred securities, executive and board changes, registration statements, and modifications to security-holder rights.
Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering 673,971 shares of Common Stock for sale by selling stockholders, as shares issuable upon exercise of outstanding warrants.
The supplement, dated May 27, 2026, attaches a Current Report on Form 8-K that reports an May 21, 2026 exchange in which the company issued 757,850 shares of Common Stock in reliance on Section 3(a)(9) in exchange for 15,157 shares of Series D Preferred Stock and 30,314 shares of Series B Preferred Stock; the exchanged preferred shares were retired. The supplement states the sales are by selling stockholders; the company does not receive resale proceeds from those selling stockholders under this registration.
Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement No. 38 dated May 27, 2026 that updates a prospectus relating to the issuance from time to time of up to 100,043,323 shares of common stock. The supplement attaches a Current Report on Form 8-K reporting that on May 21, 2026 the company issued 757,850 shares of common stock in exchanges with three unaffiliated holders in reliance on Section 3(a)(9) of the Securities Act; the exchanged preferred shares (15,157 Series D and 30,314 Series B) were retired and cancelled. The transactions produced no cash proceeds.
Wheeler Real Estate Investment Trust, Inc. agreed to issue 757,850 shares of Common Stock to three unaffiliated holders in exchange for 15,157 shares of Series D Cumulative Convertible Preferred Stock and 30,314 shares of Series B Convertible Preferred Stock. Each exchange used a ratio of fifty shares of Common Stock for two shares of Series B Preferred Stock and one share of Series D Preferred Stock. The preferred shares exchanged were retired and cancelled and no cash proceeds were received. The Common Stock issuances were made under the exemption in Section 3(a)(9) of the Securities Act. This Prospectus Supplement (No. 45) supplements the Prospectus relating to issuance of Series B and Series D Preferred Stock as interest payments on the 7.00% Subordinated Convertible Notes due 2031.
Wheeler Real Estate Investment Trust, Inc. agreed to issue 757,850 shares of common stock in private exchanges with three unaffiliated investors. In return, the investors surrendered a total of 15,157 shares of Series D Cumulative Convertible Preferred Stock and 30,314 shares of Series B Convertible Preferred Stock.
Each exchange used a fixed ratio of fifty common shares for two Series B and one Series D preferred share. The company received no cash; the preferred shares exchanged were retired and cancelled, simplifying its capital structure. The issuance relied on the Section 3(a)(9) exemption from Securities Act registration.
Wheeler Real Estate Investment Trust, Inc. reported that Patrick Gundlach serves as its Chief Accounting Officer in a Form 3 insider ownership filing. This initial report lists him as an officer, not a director and not a ten percent owner, and shows no reported transactions or specific share holdings in the provided data.
Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering up to 673,971 shares of Common Stock.
Those shares are issuable upon exercise of warrants by the selling stockholders identified in the Prospectus. The supplement attaches a Current Report on Form 8-K that updates the Prospectus. The 8-K states interest on the 7.00% Subordinated Convertible Notes due 2031 payable on June 30, 2026 to holders of record as of June 1, 2026 will be paid in the Company’s Series D Cumulative Convertible Preferred Stock.
Wheeler Real Estate Investment Trust, Inc. registers up to 100,043,323 shares of Common Stock pursuant to a Prospectus Supplement dated May 20, 2026.
The supplement attaches a Current Report on Form 8-K stating that interest on the 7.00% Subordinated Convertible Notes due 2031 payable on June 30, 2026 will be paid in the Company’s Series D Cumulative Convertible Preferred Stock to holders of record at the close of business on June 1, 2026.
Wheeler Real Estate Investment Trust, Inc. determined that interest on its 7.00% Subordinated Convertible Notes due 2031 payable on June 30, 2026 will be paid in the form of its Series D Cumulative Convertible Preferred Stock. The payment applies to holders of record at the close of business at 5:00 p.m., New York City time, on June 1, 2026. This update appears in Prospectus Supplement No. 44 dated May 20, 2026.
Wheeler Real Estate Investment Trust reported a change in how it will pay interest on its 7.00% Subordinated Convertible Notes due 2031. The interest payable on June 30, 2026 to holders of record at 5:00 p.m. New York City time on June 1, 2026 will be paid in the form of the company’s Series D Cumulative Convertible Preferred Stock rather than as a standard cash payment.
Wheeler Real Estate Investment Trust, Inc. (WHLR): This Amendment No. 13 reports that the Reporting Persons may be deemed to beneficially own 1,195,354 shares of Common Stock, equal to 45% of the shares calculated under the Investor Excepted Holder Limits, as of March 31, 2026. The 1,195,354 share figure consists of 145,069 currently held shares and 1,050,285 shares issuable upon hypothetical conversion of the Notes, Series D Preferred Stock and Series B Preferred Stock, subject to the Excepted Holder Agreement. The Reporting Persons state the 45% cap arises from an Excepted Holder Agreement dated February 19, 2026 that permits higher ownership limits (up to 45% of outstanding Common Stock and 19% of total capital stock value) than the Issuer's charter limits. The 45% denominator (2,656,343 shares) was calculated using: 1,433,983 shares outstanding as of March 24, 2026, 172,075 shares issued on March 24, 2026 upon exercise of warrants, plus the hypothetical conversion amount of 1,050,285 shares. The filing is a joint Schedule 13G/A amendment by Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC and David J. Snyderman.