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Wheeler Real Estate Investment Trust (WHLR) SEC Filings, May 6-8, 2026

WHLR NASDAQ

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.

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Wheeler Real Estate Investment Trust, Inc. reported first quarter 2026 results showing stronger property operations alongside a GAAP loss. Net loss attributable to common shareholders was $5.3 million, or $(14.55) per share, while AFFO rose to $2.2 million, or $5.97 per share.

Same-Property NOI increased 7.9%, driven by higher property revenues and modestly higher expenses. Portfolio performance was solid, with the combined portfolio 94.6% leased and 94.0% occupied, and renewal rent spreads of 9.0% at WHLR and 27.3% at Cedar.

The Company continued to reshape its balance sheet, with total debt of $475.2 million (80.0% of total assets) and real estate, net, of $480.2 million. Management highlighted property sales, term-loan paydowns, warrant exercises, and preferred stock exchanges as steps intended to reduce leverage and future dividend obligations.

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Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering up to 673,971 shares of its Common Stock to be issued from time to time. This Prospectus Supplement, dated May 8, 2026, also incorporates by reference the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 as Appendix A. The Form 10-Q discloses condensed consolidated financials showing total assets of $594,007 (in thousands) and a net (loss) of $(1,171) for the quarter. Shares outstanding were 1,042,613 as of May 6, 2026.

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Wheeler Real Estate Investment Trust, Inc. filed Prospectus Supplement No. 36 to its June 5, 2025 Prospectus to include its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. The supplement restates the prospectus offering capacity to issue up to 100,043,323 shares of Common Stock.

The Form 10-Q reports total assets of $594,007 and loans payable, net of $461,068 (table amounts). The company recorded a consolidated net loss attributable to common shareholders of $5,266 for the three months ended March 31, 2026, and cumulative undeclared Series D Preferred Stock dividends in arrears of $26.3 million.

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Wheeler Real Estate Investment Trust, Inc. files Prospectus Supplement No. 43 to its July 22, 2021 Prospectus to include its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, which is attached as Appendix A. The supplement relates to issuance from time to time of Series B Convertible Preferred Stock and Series D Cumulative Convertible Preferred Stock as interest payment on the 7.00% Subordinated Convertible Notes due 2031.

The Form 10-Q discloses condensed consolidated financial statements, portfolio and financing updates, recent asset dispositions and capital-structure activity including reverse stock splits, warrant amendments and exchanges/redemptions of preferred securities.

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Wheeler Real Estate Investment Trust reported Q1 2026 revenue of $24.0 million, slightly below $24.4 million a year earlier, and a net loss attributable to common shareholders of $5.3 million versus a $6.9 million loss in Q1 2025.

Operating income was $10.2 million, helped by property sales that generated $2.6 million of gains. Same-property NOI rose to $15.0 million, up 7.9%, as rent spreads on renewals and new leases were positive. AFFO improved to $2.2 million, turning positive from $0.4 million.

Total assets were $594.0 million and loans payable, net, were $461.1 million. Shareholders’ equity showed a $4.3 million deficit, while total equity including noncontrolling interests was $24.1 million. The company continued asset sales and debt paydowns, redeemed and exchanged Series D preferred shares into common stock, and ended the quarter with $26.3 million of cumulative undeclared Series D dividends.

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Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering up to 673,971 shares of Common Stock issuable upon exercise of warrants by selling stockholders. The supplement attaches a Form 8-K reporting recent private exchanges where Preferred Stock was surrendered and retired in exchange for Common Stock.

The Form 8-K describes four exchange dates in which the company issued specified Common Stock shares in non‑cash exchanges: 25,000 shares (April 20, 2026), 13,000 shares (April 24, 2026), an aggregate of 33,516 shares (May 1, 2026), and 65,000 shares (May 4, 2026). The exchanged Preferred Stock shares were retired and cancelled; no cash proceeds were received. The company relied on Section 3(a)(9) of the Securities Act for the exchanges.

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Wheeler Real Estate Investment Trust, Inc. filed Prospectus Supplement No. 35 updating its Prospectus to permit the issuance from time to time of up to 100,043,323 shares of common stock. The supplement attaches a Form 8‑K reporting a series of private exchanges in April–May 2026 in which the company issued common stock in exchange for Series B and Series D preferred shares.

The Form 8‑K describes four exchange transactions: on April 20, 2026 (25,000 shares issued), April 24, 2026 (13,000 shares issued), May 1, 2026 (33,516 shares issued), and May 4, 2026 (65,000 shares issued). The exchanges followed fixed ratios of common shares per preferred share, involved no cash proceeds, and the surrendered preferred shares were retired and cancelled.

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Wheeler Real Estate Investment Trust, Inc. agreed to issue common stock in a series of private exchanges for outstanding preferred shares, issuing 25,000, 13,000, 33,516 and 65,000 shares on April 20, April 24, May 1 and May 4, 2026, respectively.

The exchanges used fixed swap ratios (e.g., 25–28 shares of Common Stock per combination of two Series B and one Series D Preferred described by date), produced no cash proceeds, and the exchanged Series B and Series D preferred shares were retired and cancelled. The company states these issuances relied on the exemption in Section 3(a)(9) of the Securities Act.

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Wheeler Real Estate Investment Trust, Inc. entered into a series of non‑cash exchanges in April and May 2026, issuing common stock in return for its outstanding preferred stock. On April 20, it agreed to issue 25,000 common shares in exchange for 1,000 shares of Series D Cumulative Convertible Preferred Stock and 2,000 shares of Series B Convertible Preferred Stock. On April 24, it agreed to issue 13,000 common shares for 500 Series D and 1,000 Series B shares. On May 1, it agreed to issue 33,516 common shares to two investors for a total of 1,197 Series D and 2,394 Series B shares. On May 4, it agreed to issue 65,000 common shares for 2,500 Series D and 5,000 Series B shares. The company received no cash proceeds, and all exchanged preferred shares were retired and cancelled. The issuances relied on the Section 3(a)(9) exemption under the Securities Act as exchanges with existing security holders, with no commissions paid.

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Wheeler Real Estate Investment Trust, Inc. files a Prospectus Supplement registering up to 673,971 shares of Common Stock for resale, representing shares issuable upon exercise of warrants held by selling stockholders.

The supplement incorporates an attached Form 8-K describing Series D preferred redemptions that adjusted the conversion price of the Company’s 7.00% Subordinated Convertible Notes due 2031 to approximately $1.03 per share (approximately 24.34 shares per $25.00 principal) following a ten-day VWAP of approximately $1.87. The conversion-price adjustment reflects the mechanics in Section 14.02 (Optional Conversion) of the indenture.

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FAQ

How many Wheeler Real Estate Investment Trust (WHLR) SEC filings are available on StockTitan?

StockTitan tracks 293 SEC filings for Wheeler Real Estate Investment Trust (WHLR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Wheeler Real Estate Investment Trust (WHLR)?

The most recent SEC filing for Wheeler Real Estate Investment Trust (WHLR) was filed on May 8, 2026.