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.
Positive
None.
Negative
None.
Insights
Excepted Holder Agreement raises formal ownership caps to 45% and records Magnetar's maximum beneficial stake.
The filing documents an Excepted Holder Agreement dated February 19, 2026 that temporarily replaces charter ownership caps and permits the Reporting Persons to be treated as beneficial owners of up to 45% of Common Stock under the specified calculation. The filing ties the 45% cap to a calculated base of 2,656,343 shares.
Key dependencies include the Excepted Holder Agreement’s continuing effectiveness pursuant to its termination provisions. Future filings will be needed if the Agreement terminates or if conversions/exercises occur that change the calculation basis.
Reports a sizeable, joint beneficial ownership position (1,195,354 shares, 45%) based on conversion assumptions and warrant exercises.
The statement clarifies that the reported share count includes 145,069 presently held shares plus 1,050,285 shares issuable on conversion of convertible instruments, and that 172,075 shares were issued upon warrant exercise on March 24, 2026. The base outstanding figure used in the calculation was 1,433,983 shares as of March 24, 2026.
Shareholder and market implications depend on whether conversions occur and whether the Excepted Holder Agreement remains in effect; cash‑flow treatment of any conversions is not stated in the excerpt.
Key Figures
Reported beneficial ownership:1,195,354 sharesInvestor Excepted Holder Limit:45%Calculated base shares:2,656,343 shares+4 more
7 metrics
Reported beneficial ownership1,195,354 sharesAs of March 31, 2026 (45% under Excepted Holder Limits)
Investor Excepted Holder Limit45%Cap on Common Stock beneficial ownership permitted by Excepted Holder Agreement
Calculated base shares2,656,343 sharesDenominator used to compute 45% ownership
Outstanding shares (input)1,433,983 sharesShares outstanding as of March 24, 2026 (provided by Issuer)
Warrants exercised172,075 sharesIssued to Magnetar Vehicles on March 24, 2026 upon exercise of Warrants
Shares issuable on conversion1,050,285 sharesAssumed hypothetical conversion of Notes and Preferred Stock
Aggregate capital stock limit under agreement19%Permitted Aggregate Stock Ownership Limit under Excepted Holder Agreement
"Excepted Holder Agreement pursuant to which the Issuer exempted the Magnetar Vehicles"
Investor Excepted Holder Limitsregulatory
"we refer to the foregoing holders collectively as the "Magnetar Vehicles""
convertible preferred stockfinancial
"Series D Preferred Stock and/or Series B Preferred Stock held by the Magnetar Vehicles into 1,050,285 shares"
Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.
Common Stock Purchase Warrantsfinancial
"shares of Common Stock issued to the Magnetar Vehicles upon the exercise of the Common Stock Purchase Warrants"
Common stock purchase warrants are tradable instruments that give the holder the right to buy a company’s common shares at a set price before a specified date, like a coupon that lets you purchase stock later at a fixed rate. They matter to investors because they offer a way to gain future upside if the stock rises, but when exercised they increase the number of shares outstanding and can reduce existing shareholders’ ownership and earnings per share.
What does WHLR Amendment No. 13 report about Magnetar's holdings?
It reports Magnetar-related Reporting Persons may beneficially own 1,195,354 shares, equal to 45% of the calculated Common Stock base as of March 31, 2026. This figure includes current shares and shares issuable upon hypothetical conversions.
How was the 45% ownership percentage for WHLR calculated?
The 45% is 45% of a calculated base of 2,656,343 shares, which includes 1,433,983 shares outstanding as of March 24, 2026, 172,075 warrant‑issued shares, and 1,050,285 shares from assumed conversions.
What is the Excepted Holder Agreement mentioned in the WHLR filing?
The Excepted Holder Agreement dated February 19, 2026 exempts the Magnetar Vehicles from lower charter ownership caps and permits ownership up to 45% of outstanding Common Stock and 19% of total capital stock value under specified calculations.
Which entities filed the Schedule 13G/A amendment for WHLR?
The amendment was filed jointly by Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman, with a Joint Filing Agreement attached as Exhibit A.
Do the reported shares include convertible securities for WHLR?
Yes; the reported 1,195,354 shares include 1,050,285 shares issuable upon hypothetical conversion of the Issuer's Notes, Series D Preferred Stock and Series B Preferred Stock, subject to the Excepted Holder Agreement limits.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 13)
Wheeler Real Estate Investment Trust, Inc.
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
963025770
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
963025770
1
Names of Reporting Persons
Magnetar Financial LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,195,354.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,195,354.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,195,354.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
45 %
12
Type of Reporting Person (See Instructions)
IA, OO
Comment for Type of Reporting Person: The numbers in Rows 6, 8 and 9 and the percentage in Row 11 represent the number and percentage, respectively, of shares of Common Stock that the Reporting Persons believe is the maximum number of shares of Common Stock that they may be deemed to beneficially own, taking into consideration the Investor Excepted Holder Limits (as defined in Item 2(a) of this Schedule 13G). The 1,195,354 share figure, consisting of 145,069 shares of Common Stock and 1,050,285 shares of Common Stock issuable to the Magnetar Vehicles (as defined in Item 2(a) of this Schedule 13G) upon conversion of the Notes, Series D Preferred Stock and/or Series B Preferred Stock (each as defined in Item 2(a) of this Schedule 13G), subject to the Investor Excepted Holder Limits, is equal to 45% multiplied by 2,656,343 shares of the Issuer's Common Stock. This 2,656,343 share figure, which the Reporting Persons have calculated pursuant to Rule 13d-3(d)(1)(i), in turn includes (i) 1,433,983 shares of Common Stock outstanding as of March 24, 2026 (which figure was provided to the Reporting Persons by the Issuer), (ii) 172,075 shares of Common Stock issued to the Magnetar Vehicles upon the exercise of the Common Stock Purchase Warrants (the "Warrants") on March 24, 2026, and (iii) an assumed hypothetical conversion (as applicable, but subject to the Investor Excepted Holder Limits) of the Notes, Series D Preferred Stock and/or Series B Preferred Stock held by the Magnetar Vehicles into 1,050,285 shares of Common Stock.
SCHEDULE 13G
CUSIP Number(s):
963025770
1
Names of Reporting Persons
Magnetar Capital Partners LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,195,354.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,195,354.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,195,354.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
45 %
12
Type of Reporting Person (See Instructions)
HC, PN
Comment for Type of Reporting Person: The numbers in Rows 6, 8 and 9 and the percentage in Row 11 represent the number and percentage, respectively, of shares of Common Stock that the Reporting Persons believe is the maximum number of shares of Common Stock that they may be deemed to beneficially own, taking into consideration the Investor Excepted Holder Limits. The 1,195,354 share figure, consisting of 145,069 shares of Common Stock and 1,050,285 shares of Common Stock issuable to the Magnetar Vehicles upon conversion of the Notes, Series D Preferred Stock and/or Series B Preferred Stock, subject to the Investor Excepted Holder Limits, is equal to 45% multiplied by 2,656,343 shares of the Issuer's Common Stock. This 2,656,343 share figure, which the Reporting Persons have calculated pursuant to Rule 13d-3(d)(1)(i), in turn includes (i) 1,433,983 shares of Common Stock outstanding as of March 24, 2026 (which figure was provided to the Reporting Persons by the Issuer), (ii) 172,075 shares of Common Stock issued to the Magnetar Vehicles upon the exercise of the Warrants on March 24, 2026, and (iii) an assumed hypothetical conversion (as applicable, but subject to the Investor Excepted Holder Limits) of the Notes, Series D Preferred Stock and/or Series B Preferred Stock held by the Magnetar Vehicles into 1,050,285 shares of Common Stock.
SCHEDULE 13G
CUSIP Number(s):
963025770
1
Names of Reporting Persons
Supernova Management LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,195,354.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,195,354.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,195,354.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
45 %
12
Type of Reporting Person (See Instructions)
OO, HC
Comment for Type of Reporting Person: The numbers in Rows 6, 8 and 9 and the percentage in Row 11 represent the number and percentage, respectively, of shares of Common Stock that the Reporting Persons believe is the maximum number of shares of Common Stock that they may be deemed to beneficially own, taking into consideration the Investor Excepted Holder Limits. The 1,195,354 share figure, consisting of 145,069 shares of Common Stock and 1,050,285 shares of Common Stock issuable to the Magnetar Vehicles upon conversion of the Notes, Series D Preferred Stock and/or Series B Preferred Stock, subject to the Investor Excepted Holder Limits, is equal to 45% multiplied by 2,656,343 shares of the Issuer's Common Stock. This 2,656,343 share figure, which the Reporting Persons have calculated pursuant to Rule 13d-3(d)(1)(i), in turn includes (i) 1,433,983 shares of Common Stock outstanding as of March 24, 2026 (which figure was provided to the Reporting Persons by the Issuer), (ii) 172,075 shares of Common Stock issued to the Magnetar Vehicles upon the exercise of the Warrants on March 24, 2026, and (iii) an assumed hypothetical conversion (as applicable, but subject to the Investor Excepted Holder Limits) of the Notes, Series D Preferred Stock and/or Series B Preferred Stock held by the Magnetar Vehicles into 1,050,285 shares of Common Stock.
SCHEDULE 13G
CUSIP Number(s):
963025770
1
Names of Reporting Persons
Snyderman David J.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,195,354.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,195,354.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,195,354.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
45 %
12
Type of Reporting Person (See Instructions)
IN, HC
Comment for Type of Reporting Person: The numbers in Rows 6, 8 and 9 and the percentage in Row 11 represent the number and percentage, respectively, of shares of Common Stock that the Reporting Persons believe is the maximum number of shares of Common Stock that they may be deemed to beneficially own, taking into consideration the Investor Excepted Holder Limits. The 1,195,354 share figure, consisting of 145,069 shares of Common Stock and 1,050,285 shares of Common Stock issuable to the Magnetar Vehicles upon conversion of the Notes, Series D Preferred Stock and/or Series B Preferred Stock, subject to the Investor Excepted Holder Limits, is equal to 45% multiplied by 2,656,343 shares of the Issuer's Common Stock. This 2,656,343 share figure, which the Reporting Persons have calculated pursuant to Rule 13d-3(d)(1)(i), in turn includes (i) 1,433,983 shares of Common Stock outstanding as of March 24, 2026 (which figure was provided to the Reporting Persons by the Issuer), (ii) 172,075 shares of Common Stock issued to the Magnetar Vehicles upon the exercise of the Warrants on March 24, 2026, and (iii) an assumed hypothetical conversion (as applicable, but subject to the Investor Excepted Holder Limits) of the Notes, Series D Preferred Stock and/or Series B Preferred Stock held by the Magnetar Vehicles into 1,050,285 shares of Common Stock.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Wheeler Real Estate Investment Trust, Inc.
(b)
Address of issuer's principal executive offices:
2529 Virginia Beach Boulevard, Virginia Beach, Virginia, 23452
Item 2.
(a)
Name of person filing:
This Amendment No. 13 (the "Amendment No. 13") relates to the Statement of Beneficial Ownership on Schedule 13G filed jointly by Magnetar Financial LLC, a Delaware limited liability company ("Magnetar Financial"), Magnetar Capital Partners LP, a Delaware limited partnership ("Magnetar Capital Partners"), Supernova Management LLC, a Delaware limited liability company ("Supernova Management"), and Alec N. Litowitz ("Mr. Litowitz") with the Securities and Exchange Commission (the "SEC") on September 10, 2021, as amended by Amendment No. 1 filed with the SEC on February 14, 2022, Amendment No. 2 filed with the SEC on November 10, 2022, Amendment No. 3 filed with the SEC on January 31, 2023, Amendment No. 4 filed with the SEC on November 13, 2023, Amendment No. 5 filed with the SEC on February 14, 2024, Amendment No. 6 filed with the SEC on November 14, 2024, Amendment No. 7 filed with the SEC on February 14, 2025, Amendment No. 8 filed with the SEC on May 15, 2025, Amendment No. 9 filed with the SEC on August 14, 2025, Amendment No. 10 filed with the SEC on November 14, 2025, Amendment No. 11 filed with the SEC on February 17, 2026, and Amendment No. 12 filed with the SEC on March 3, 2026, by Magnetar Financial, Magnetar Capital Partners, Supernova Management and David J. Snyderman ("Mr. Snyderman").
This statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"):
i) Magnetar Financial LLC ("Magnetar Financial");
ii) Magnetar Capital Partners LP ("Magnetar Capital Partners");
iii) Supernova Management LLC ("Supernova Management"); and
iv) David J. Snyderman ("Mr. Snyderman").
This statement relates to shares of Common Stock, par value $0.01 per share ("Common Stock"), of the Issuer held by or issuable to the Magnetar Vehicles (as defined below) (and thus beneficially owned by the Reporting Persons) upon (a) the potential conversion of the Issuer's 7.00% Senior Subordinated Convertible Notes Due 2031 (the "Notes") held by the Magnetar Vehicles; (b) the potential conversion of the Issuer's 8.75% Series D Cumulative Convertible Preferred Stock (the "Series D Preferred Stock") held by the Magnetar Vehicles; and/or (c) the potential conversion of the Issuer's 9% Series B Convertible Preferred Stock (the "Series B Preferred Stock") held by the Magnetar Vehicles, applying the Investor Excepted Holder Limits as described in the following paragraph.
On February 19, 2026, the Issuer and the Magnetar Vehicles entered into an Excepted Holder Agreement pursuant to which the Issuer exempted the Magnetar Vehicles from (i) the Common Stock Ownership Limit (contained and defined in the Issuer's Charter) of not more than 9.8% (in value or number of shares, whichever is more restrictive) of the aggregate of the outstanding shares of Common Stock and (ii) the Aggregate Stock Ownership Limit (contained and defined in the Issuer's Charter) of not more than 9.8% in value of the aggregate of the total outstanding shares of capital stock of the Issuer. Instead, under the terms of the Excepted Holder Agreement, the conversion of the Notes, Series D Preferred Stock and Series B Preferred Stock are subject to (higher) limits that permit the Reporting Persons to beneficially own up to (i) 45% (in value or number of shares, whichever is more restrictive) of the aggregate of the outstanding shares of the Common Stock (as calculated under the definition of Common Stock Ownership Limit in the Issuer's Charter) and (ii) 19% in value of the aggregate of the total outstanding shares of capital stock of the Issuer (as calculated under the definition of Aggregate Stock Ownership Limit in the Issuer's Charter). We refer to these (higher) limits permitted under the Excepted Holder Agreement, together, as the "Investor Excepted Holder Limits". The beneficial ownership share figures and related percentages reported in this Amendment No. 13 reflect the Investor Excepted Holder Limit identified in the preceding clause (i), and accordingly, the number and percentage of shares of Common Stock reported as beneficially owned by the Reporting Persons in this Amendment No. 13 represent the number and percentage, respectively, that the Reporting Persons believe is the maximum number of shares of Common Stock that they may be deemed to beneficially own based on such Investor Excepted Holder Limit. (The Reporting Persons describe their calculation of the number of shares reported herein as beneficially owned by them in the footnotes to the tables in this Amendment No. 13.)
Until such time as the Investor Excepted Holder Limits terminate pursuant to Section 6.4 of the Excepted Holder Agreement, the limits in the Excepted Holder Agreement apply in place of the lower limits that would otherwise apply pursuant to the Issuer's Charter. After such termination, unless the Issuer's board of directors grants an additional exception therefrom, the lower limits in the Issuer's Charter will apply and become the new ownership limits applicable to the Magnetar Vehicles and the Reporting Persons for purposes of the disclosures herein.
The shares of Common Stock, Notes, Series D Preferred Stock and Series B Preferred Stock are held by Magnetar Structured Credit Fund, LP ("Structured Credit Fund") and Magnetar Longhorn Fund LP ("Longhorn Fund"), both Delaware limited partnerships; and Magnetar Lake Credit Fund LLC ("Lake Credit Fund"), Purpose Alternative Credit Fund - F LLC ("Alternative Fund F") and Purpose Alternative Credit Fund - T LLC ("Alternative Fund T"), all Delaware limited liability companies. In this Schedule 13G, we refer to the foregoing holders collectively as the "Magnetar Vehicles".
Magnetar Financial serves as (i) the investment manager to Longhorn Fund, Alternative Fund F and Alternative Fund T, (ii) general partner of Structured Credit Fund and (iii) manager of Lake Credit Fund. As such, Magnetar Financial exercises voting and investment power over securities held by the Magnetar Vehicles.
Magnetar Capital Partners is the sole member and parent holding company of Magnetar Financial.
Supernova Management is the general partner of Magnetar Capital Partners.
The Administrative Manager of Supernova Management is currently Mr. Snyderman.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201.
(c)
Citizenship:
i) Magnetar Financial is a Delaware limited liability company;
ii) Magnetar Capital Partners is a Delaware limited partnership;
iii) Supernova Management is a Delaware limited liability company; and
iv) Mr. Snyderman is a citizen of the United States of America.
(d)
Title of class of securities:
Common Stock, $0.01 par value per share
(e)
CUSIP No.:
963025770
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of March 31, 2026, each of the Reporting Persons may be deemed to beneficially own approximately 1,195,354 shares of Common Stock, taking into consideration the Investor Excepted Holder Limits. The Reporting Persons describe the calculation of this share figure in the footnotes to the tables in this Amendment No. 13.
(b)
Percent of class:
As of March 31, 2026, each of the Reporting Persons may be deemed to be the beneficial owner of 45% of the total number of shares of Common Stock then outstanding, taking into consideration the Investor Excepted Holder Limits.
For a further description of the Investor Excepted Holder Limits, see Item 2(a) above.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 0
(ii) Shared power to vote or to direct the vote:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 1,195,354
(iii) Sole power to dispose or to direct the disposition of:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 0
(iv) Shared power to dispose or to direct the disposition of:
Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman: 1,195,354
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Magnetar Financial is an investment adviser registered under Section 203 of the Investment Advisors Act of 1940 and serves as (i) the investment manager to Longhorn Fund, Alternative Fund F and Alternative Fund T, (ii) general partner of Structured Credit Fund and (iii) manager of Lake Credit Fund. As such, Magnetar Financial exercises voting and investment power over the Magnetar Vehicles.
Magnetar Capital Partners is the sole member and parent holding company of Magnetar Financial.
Supernova Management is the general partner of Magnetar Capital Partners.
The current Administrative Manager of Supernova Management is Mr. Snyderman.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Magnetar Financial LLC
Signature:
/s/ Hayley A. Stein
Name/Title:
Hayley A. Stein, Attorney-in-fact for David J. Snyderman, Admin Mgr of Supernova Management LLC, GP of Magnetar Capital Partners LP, its Sole Member
Date:
05/15/2026
Magnetar Capital Partners LP
Signature:
/s/ Hayley A. Stein
Name/Title:
Hayley A. Stein, Attorney-in-fact for David J. Snyderman, Administrative Manager of Supernova Management LLC, its General Partner
Date:
05/15/2026
Supernova Management LLC
Signature:
/s/ Hayley A. Stein
Name/Title:
Hayley A. Stein, Attorney-in-fact for David J. Snyderman, Administrative Manager of Supernova Management LLC
Date:
05/15/2026
Snyderman David J.
Signature:
/s/ Hayley A. Stein
Name/Title:
Hayley A. Stein, Attorney-in-fact for David J. Snyderman
Date:
05/15/2026
Exhibit Information
Exhibit A - Joint Filing Agreement, dated May 15, 2026, by and among the Reporting Persons
Exhibit B - Power of Attorney, dated December 22, 2022
