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. (WHLR) files Prospectus Supplement No. 15 under an existing shelf registration covering the potential issuance from time to time of up to 100,090,365 shares of its common stock. The supplement attaches and incorporates a Current Report on Form 8-K dated September 9, 2026.
The 8-K reports September 2026 redemptions of 8,200 Series D Preferred shares at a redemption price of about $41.66 per share, settled through issuing 348,896 common shares. Based on a roughly $0.98 ten-day volume-weighted average common price, the conversion price of WHLR’s 7.00% Subordinated Convertible Notes due 2031 was adjusted to about $0.54 per share, or about 46.43 common shares for each $25 principal amount. Cumulatively, 1,827,228 Series D shares have been redeemed, with about 473,000 common shares issued in settlement, and as of September 8, 2026, 4,924,701 common shares and 1,726,704 Series D Preferred shares were outstanding.
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed a prospectus supplement incorporating a current report that updates investors on September 2026 Series D Cumulative Convertible Preferred Stock redemptions and a resulting adjustment to the conversion terms of its 7.00% Subordinated Convertible Notes due 2031.
For September redemptions, 8,200 Series D Preferred shares were redeemed at a Redemption Price of approximately $41.66 per share and settled through the issuance of 348,896 shares of common stock. The volume weighted average closing price of the common stock over the 10 trading days before September 8, 2026 was approximately $0.98 per share.
Under the note indenture’s optional conversion provision, the lowest Series D conversion price in September triggered a further adjustment of the notes’ conversion price to approximately $0.54 per share of common stock, or approximately 46.43 shares for each $25.00 principal amount converted. Cumulatively, 1,827,228 Series D Preferred shares have been redeemed, with approximately 473,000 common shares issued in settlement, and as of September 8, 2026 there were 4,924,701 common shares and 1,726,704 Series D Preferred shares outstanding.
Wheeler Real Estate Investment Trust, Inc. (WHLR) reports that, following September 2026 conversions of its Series D Cumulative Convertible Preferred Stock at a lowest conversion price of approximately $0.98 per common share, the conversion price of its 7.00% Subordinated Convertible Notes due 2031 was further adjusted to approximately $0.54 per share. This equates to about 46.43 shares of common stock for each $25.00 principal amount of notes, a 45% discount to the $0.98 reference price. On the 36th monthly Holder Redemption Date, September 8, 2026, the company processed 8,200 Series D preferred shares for redemption at approximately $41.66 per share, settling the aggregate redemption price through issuance of 348,896 common shares. Cumulatively, 1,827,228 Series D preferred shares have been redeemed, with approximately 473,000 common shares issued in settlement, and as of September 8, 2026 WHLR had 4,924,701 common shares and 1,726,704 Series D preferred shares outstanding.
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed Prospectus Supplement No. 28 to a March 20, 2026 prospectus covering the offer and sale of up to 673,971 shares of common stock issuable upon exercise of warrants held by selling stockholders.
The attached Form 8-K describes September 2026 privately negotiated exchanges in which WHLR agreed to issue a total of 841,628 shares of common stock: 581,328 shares on September 2 in exchange for 23,664 Series B and 3,537 Series D preferred shares, and 260,300 shares on September 3 in exchange for 7,600 Series B and 1,900 Series D preferred shares. The preferred shares received were retired and cancelled, WHLR received no cash proceeds, and the exchanges relied on the Section 3(a)(9) exemption as exchanges with existing security holders with no commissions paid.
Wheeler Real Estate Investment Trust, Inc. (WHLR) has filed Prospectus Supplement No. 14 to its July 2, 2026 prospectus covering the potential issuance from time to time of up to 100,090,365 shares of common stock. The supplement incorporates a recent report of preferred stock exchanges into common stock.
WHLR disclosed exchanging preferred stock for common stock with existing holders in September 2026, issuing 581,328 common shares on September 2 and 260,300 common shares on September 3 in return for Series B and Series D preferred shares, which were retired and cancelled. These exchanges were completed without cash proceeds under a Section 3(a)(9) exemption.
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed a prospectus supplement incorporating a recent report describing unregistered exchanges of preferred stock into common stock. On September 2, 2026, the company agreed to issue 581,328 shares of common stock in exchange for 23,664 Series B and 3,537 Series D preferred shares held by two investors. On September 3, 2026, it agreed to issue 260,300 common shares in exchange for 7,600 Series B and 1,900 Series D preferred shares held by another investor. The company received no cash proceeds, and the exchanged preferred shares were retired and cancelled. Common shares for these exchanges were issued in reliance on the Section 3(a)(9) exemption under the Securities Act.
Wheeler Real Estate Investment Trust, Inc. (WHLR) reports unregistered exchanges of preferred stock into common stock with existing security holders. On September 2, 2026, the company agreed to issue 581,328 shares of common stock in exchange for an aggregate 23,664 Series B and 3,537 Series D Preferred shares across two transactions, including an exchange ratio of 124 common shares for four Series B and one Series D share in one transaction and 15 common shares for one Series B share in the other. On September 3, 2026, WHLR agreed to issue 260,300 common shares in exchange for 7,600 Series B and 1,900 Series D Preferred shares, at 137 common shares for four Series B and one Series D share. The company received no cash proceeds; all exchanged preferred shares were retired and cancelled. The exchanges relied on the Section 3(a)(9) exemption as exchanges with existing holders, with no commission or other remuneration paid.
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed a prospectus supplement updating its March 20, 2026 prospectus covering the offer and sale of up to 673,971 shares of common stock issuable upon exercise of warrants by selling stockholders. The supplement attaches a current report describing recent equity exchanges.
On August 28, 2026, the company agreed to issue 2,392,520 shares of common stock to six unaffiliated investors in nine exchanges for an aggregate of 211,393 Series B Preferred and 21,918 Series D Preferred shares. On September 1, 2026, it agreed to issue 569,627 common shares to two unaffiliated investors in exchange for 22,279 Series B and 5,000 Series D preferred shares. The company received no cash, and the exchanged preferred shares were retired and cancelled. These exchanges relied on the Section 3(a)(9) exemption as exchanges with existing security holders, with no commissions paid.
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed a prospectus supplement updating its shelf registration for the potential issuance from time to time of up to 100,090,365 shares of common stock and incorporating a recent current report. The current report describes unregistered exchanges of preferred stock for common stock with existing security holders, resulting in new common shares being issued and the exchanged preferred shares being retired and cancelled. The exchanges were conducted with unaffiliated investors under Section 3(a)(9) of the Securities Act and generated no cash proceeds.
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed a prospectus supplement updating its existing shelf prospectus for potential issuances of Series B Preferred Stock and Series D Cumulative Convertible Preferred Stock as interest on its 7.00% Subordinated Convertible Notes due 2031, and attached a recent Current Report on Form 8-K.
The 8-K describes unregistered exchanges in which WHLR agreed on August 28, 2026 to issue 2,392,520 shares of common stock for 211,393 Series B and 21,918 Series D preferred shares, and on September 1, 2026 to issue 569,627 common shares for 22,279 Series B and 5,000 Series D preferred shares. The company received no cash proceeds and the exchanged preferred shares were retired and cancelled, with the exchanges relying on the Section 3(a)(9) exemption from registration.