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Wheeler Real Estate Investment Trust, Inc. (WHLR) SEC Filings, Jul-Aug 2026

WHLR NASDAQ

Welcome to our dedicated page for Wheeler Real Estate Investment Trust SEC filings (Ticker: WHLR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

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.

Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. may issue from time to time up to 100,090,365 shares of common stock under its July 2, 2026 prospectus, as updated by this supplement. The supplement attaches a current report describing recent unregistered exchanges of preferred stock into common stock.

Between July 29 and August 4, 2026, the company agreed with several unaffiliated investors to issue multiple blocks of common stock in exchange for outstanding Series B Convertible Preferred Stock and Series D Cumulative Convertible Preferred Stock. The company received no cash in these exchanges, relied on the Section 3(a)(9) exemption, and retired and cancelled all preferred shares surrendered.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. reports a series of private exchange transactions in which holders of preferred stock exchanged their securities for common stock. The disclosure is incorporated into a prospectus supplement tied to an existing shelf registration for issuing Series B and Series D preferred stock as interest on 7.00% Subordinated Convertible Notes due 2031.

On July 29–31 and August 3–4, 2026, the company agreed to issue common shares to unaffiliated investors in exchange for Series B and Series D preferred stock. These exchanges included 150,030 common shares for 15,003 Series B shares on July 30, 387,937 common shares for 20,339 Series B and 2,246 Series D shares on July 31, 208,900 common shares for 10,300 Series B and 700 Series D shares on August 3, and 255,500 common shares for 7,000 Series B and 1,750 Series D shares on August 4. The company received no cash, the exchanged preferred shares were retired and cancelled, and the issuances relied on the Section 3(a)(9) exemption as exchanges with existing security holders.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. exchanged preferred stock for common stock in a series of privately negotiated transactions with unaffiliated holders from July 29 to August 4, 2026. The exchanges involved Series B Convertible Preferred Stock and Series D Cumulative Convertible Preferred Stock.

On July 29, the company agreed to issue 7 shares of common stock in exchange for 1 share of Series B preferred. On July 30, it agreed to issue 150,030 shares of common stock for 15,003 shares of Series B preferred, and on July 31, 387,937 shares of common stock for 20,339 shares of Series B preferred and 2,246 shares of Series D preferred, using exchange ratios including 10, 13 and 107 common shares per specified preferred share combinations. On August 3, it agreed to issue 208,900 shares of common stock for 10,300 shares of Series B preferred and 700 shares of Series D preferred, and on August 4, 255,500 shares of common stock for 7,000 shares of Series B preferred and 1,750 shares of Series D preferred. The company received no cash proceeds, the exchanged preferred shares were retired and cancelled, and the common stock was issued under the Securities Act Section 3(a)(9) exemption with no commissions paid.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. filed a prospectus supplement tied to the resale of up to 673,971 shares of common stock issuable upon exercise of warrants by selling stockholders. The supplement attaches and incorporates a new current report describing a one-for-five reverse stock split of the common stock.

The reverse split becomes effective at 5:00 p.m. Eastern Time on July 27, 2026, with the common stock trading on a split-adjusted basis on July 28, 2026 under a new CUSIP 963025747. As of July 22, 2026 the company had 4,646,083 shares outstanding and anticipates about 929,217 shares outstanding after the split; relative ownership, voting and other rights are intended to remain generally unchanged apart from cash in lieu of fractional shares.

The charter amendments also decrease the common stock par value from $0.05 (post-split effect) to $0.01 per share and adjust conversion mechanics on the company’s convertible securities, including reducing the conversion rate on its 7.00% subordinated convertible notes due 2031 from approximately 37.33 to 7.47 shares per $25 principal amount.

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Wheeler Real Estate Investment Trust, Inc. supplements its prospectus covering the potential issuance from time to time of up to 100,090,365 shares of common stock by attaching a new current report. The company has approved a one-for-five reverse stock split of its common stock, effective at 5:00 p.m. Eastern Time on July 27, 2026, with trading on a split-adjusted basis beginning July 28, 2026 under a new CUSIP 963025747.

Following the split, the par value of the common stock will be decreased from $0.05 per share (as a result of the split) to $0.01 per share at 5:01 p.m. Eastern Time. As of July 22, 2026 there were 4,646,083 shares of common stock outstanding and the company anticipates approximately 929,217 shares outstanding post-split; this is a baseline figure, not the amount being offered. No fractional shares will be issued; instead, holders will receive cash equal to the applicable fraction multiplied by the closing price on July 27, 2026, as adjusted for the split.

The reverse split does not change the number of authorized shares or relative ownership and voting rights, aside from de minimis effects from cash in lieu of fractional shares. Conversion mechanics are adjusted proportionately: the conversion rate of the 7.00% subordinated convertible notes due 2031 will change from approximately 37.33 to approximately 7.47 shares per $25.00 principal amount, and the conversion prices of the Series B and Series D preferred stock will increase proportionally, with each preferred share becoming convertible into approximately zero common shares.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. approved charter amendments to implement a one-for-five Reverse Stock Split of its common stock, effective at 5:00 p.m. Eastern Time on July 27, 2026, followed by a reduction in par value to $0.01 per share at 5:01 p.m.

No fractional shares will be issued; holders entitled to fractions will receive cash based on the July 27, 2026 Nasdaq closing price, as adjusted for the split. Common shares will begin trading on a split-adjusted basis on July 28, 2026 under a new CUSIP, and authorized common shares will remain unchanged. As of July 22, 2026 there were 4,646,083 common shares outstanding and the company anticipates approximately 929,217 post-split. Conversion terms of the 7.00% subordinated convertible notes and the Series B and Series D preferred stock will be proportionally adjusted to reflect the Reverse Stock Split.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. is implementing a one-for-five reverse stock split of its common stock, effective at 5:00 p.m. Eastern Time on July 27, 2026, followed by a reduction in par value to $0.01 per share one minute later.

The split affects all outstanding common shares, with no change to authorized shares. Fractional shares will not be issued; instead, holders receive cash based on the July 27, 2026 Nasdaq closing price. Common shares outstanding will move from 4,646,083 to approximately 929,217. Trading will continue on Nasdaq under the symbol WHLR with a new CUSIP 963025747.

The company will proportionally adjust conversion mechanics on its 7.00% subordinated convertible notes due 2031, reducing the conversion rate from about 37.33 to about 7.47 shares per $25 principal, and will similarly adjust conversion terms for its Series B and Series D preferred stock.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. filed a prospectus supplement updating an existing prospectus that covers the resale of up to 673,971 shares of common stock issuable upon exercise of warrants held by selling stockholders. The supplement incorporates a recent current report describing an unregistered exchange transaction.

On July 14, 2026, the company agreed to issue 352,000 shares of common stock to an unaffiliated investor in exchange for 6,400 shares of Series B Convertible Preferred Stock and 1,600 shares of Series D Cumulative Convertible Preferred Stock. The exchange ratio was 220 common shares for four Series B shares plus one Series D share. The company received no cash, and the preferred shares exchanged were retired and cancelled. The exchange relied on the Section 3(a)(9) exemption from Securities Act registration.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. updates its July 2, 2026 prospectus for the primary issuance from time to time of up to 100,090,365 shares of common stock, par value $0.01 per share. The supplement also incorporates a recent stock-for-preferred exchange.

On July 14, 2026 the company agreed to issue 352,000 common shares to an unaffiliated investor in exchange for 6,400 Series B Convertible Preferred shares and 1,600 Series D Cumulative Convertible Preferred shares. The exchange ratio was 220 common shares for four Series B and one Series D share. The preferred shares received were retired and cancelled, and no cash proceeds were received. The common stock was issued in reliance on the Section 3(a)(9) exemption for exchanges with existing security holders, with no commissions or other remuneration paid.

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Rhea-AI Summary

Wheeler Real Estate Investment Trust, Inc. provides a prospectus supplement updating prior disclosure related to its Series B Convertible Preferred Stock and Series D Cumulative Convertible Preferred Stock issued as interest on its 7.00% Subordinated Convertible Notes due 2031.

The company agreed with an unaffiliated investor to exchange 352,000 shares of common stock for 6,400 Series B and 1,600 Series D preferred shares. The exchange ratio was 220 common shares for every four Series B and one Series D share. No cash was paid or received, and the preferred shares exchanged were retired and cancelled. The issuance relied on the Section 3(a)(9) exemption as an exchange with an existing holder without commissions or other remuneration.

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FAQ

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

StockTitan tracks 248 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 August 5, 2026.