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Magnetar entities trim WHLR stake with 23,088-share sale (NASDAQ: WHLR)

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Wheeler Real Estate Investment Trust, Inc. reported that entities affiliated with Magnetar Financial LLC conducted open-market sales of Common Stock held indirectly through various investment vehicles. Across three transactions on April 1–6, these entities sold a total of 23,088 shares at weighted average prices in the $0.92–$0.95 range. Following the latest sale, the filing shows 121,981 shares of Common Stock held indirectly. The Magnetar-related entities and David J. Snyderman disclaim beneficial ownership of these shares except to the extent of their pecuniary interest.

Positive

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Negative

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Insider Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, Snyderman David J.
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner
Sold 23,088 shs ($21K)
Type Security Shares Price Value
Sale Common Stock 6,503 $0.9234 $6K
Sale Common Stock 13,253 $0.9282 $12K
Sale Common Stock 3,332 $0.9466 $3K
Holdings After Transaction: Common Stock — 121,981 shares (Indirect, See Footnotes)
Footnotes (6)
  1. F1. Magnetar Financial LLC serves as (i) the investment manager to Magnetar Longhorn Fund LP, a Delaware limited partnership, Purpose Alternative Credit Fund - F LLC, a Delaware limited liability company, and Purpose Alternative Credit Fund - T LLC, a Delaware limited liability company, (ii) general partner of Magnetar Structured Credit Fund, LP, a Delaware limited partnership, and (iii) manager of Magnetar Lake Credit Fund LLC, a Delaware limited liability company (together with all of the vehicles in the foregoing clauses (i) and (ii), the "Magnetar Vehicles"), each of which holds a portion of the indicated securities. In such capacities, Magnetar Financial LLC exercises voting and investment power over the Common Stock acquired upon exercise of the Warrants by the Magnetar Vehicles.
  2. F2. Magnetar Capital Partners LP ("Magnetar Capital Partners"), a Delaware limited partnership, is the sole member and parent holding company of Magnetar Financial LLC. Supernova Management LLC ("Supernova Management"), a Delaware limited liability company, is the general partner of Magnetar Capital Partners. The current administrative manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.
  3. F3. Each of the Magnetar Vehicles, Magnetar Financial LLC, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest therein.
  4. F4. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.94 - $0.95, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  5. F5. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.92 - $0.93, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  6. F6. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.92 - $0.94, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Total shares sold 23,088 shares Aggregate open-market sales reported in this Form 4
Shares sold on April 6 6,503 shares Common Stock open-market sale at $0.9234 per share
Price on April 6 $0.9234 per share Weighted average sale price for 6,503-share transaction
Shares sold on April 2 13,253 shares Common Stock open-market sale at $0.9282 per share
Price on April 2 $0.9282 per share Weighted average sale price for 13,253-share transaction
Shares sold on April 1 3,332 shares Common Stock open-market sale at $0.9466 per share
Indirect holdings after trades 121,981 shares Common Stock held indirectly after April 6 transaction
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficial ownership financial
"disclaims beneficial ownership of these shares of Common Stock of the Issuer"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership ... except to the extent of its or his pecuniary interest therein"
ten percent owner financial
"is_ten_percent_owner": 1"
indirect ownership financial
""direct_or_indirect": "I", "ownership_type": "indirect""
open-market sale financial
""transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider activity did Magnetar report in WHLR stock on this Form 4?
The filing shows entities associated with Magnetar Financial LLC executed three open-market sales of Wheeler Real Estate Investment Trust Common Stock. They sold a combined 23,088 shares over several days, reflecting indirect holdings managed through multiple Magnetar investment vehicles.

What is Magnetar’s indirect WHLR share position after these transactions?
After the reported sales, the filing lists 121,981 shares of Wheeler Real Estate Investment Trust Common Stock held indirectly by Magnetar-related entities. These shares are held across several Magnetar investment vehicles managed by Magnetar Financial LLC and its affiliated parent entities.

Who are the reporting persons on this WHLR Form 4 filing?
Reporting persons include Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC, and David J. Snyderman. They are listed as ten percent owners through associated investment structures that collectively hold Wheeler Real Estate Investment Trust Common Stock indirectly.

Do Magnetar and David J. Snyderman claim full beneficial ownership of the WHLR shares?
No. The Form 4 states that the Magnetar Vehicles, Magnetar Financial LLC, Magnetar Capital Partners, Supernova Management, and David J. Snyderman disclaim beneficial ownership of the WHLR shares, except to the extent of each entity’s or person’s pecuniary interest in those securities.

How are the WHLR shares held by the Magnetar entities structured?
The Common Stock is held across several Magnetar Vehicles, including limited partnerships and limited liability companies. Magnetar Financial LLC serves as investment manager, general partner, or manager to these vehicles and exercises voting and investment power over the shares held by them.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Magnetar Financial LLC
(Last)(First)(Middle)
1603 ORRINGTON AVENUE
13TH FLOOR
(Street)
EVANSTON ILLINOIS 60201
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Wheeler Real Estate Investment Trust, Inc. [ WHLR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026S3,332D$0.9466(4)141,737ISee Footnotes(1)(2)(3)
Common Stock04/02/2026S13,253D$0.9282(5)128,484ISee Footnotes(1)(2)(3)
Common Stock04/06/2026S6,503D$0.9234(6)121,981ISee Footnotes(1)(2)(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Magnetar Financial LLC
(Last)(First)(Middle)
1603 ORRINGTON AVENUE
13TH FLOOR
(Street)
EVANSTON ILLINOIS 60201
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Magnetar Capital Partners LP
(Last)(First)(Middle)
1603 ORRINGTON AVENUE
13TH FLOOR
(Street)
EVANSTON ILLINOIS 60201
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Supernova Management LLC
(Last)(First)(Middle)
1603 ORRINGTON AVENUE
13TH FLOOR
(Street)
EVANSTON ILLINOIS 60201
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Snyderman David J.
(Last)(First)(Middle)
1603 ORRINGTON AVENUE
13TH FLOOR
(Street)
EVANSTON ILLINOIS 60201
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. Magnetar Financial LLC serves as (i) the investment manager to Magnetar Longhorn Fund LP, a Delaware limited partnership, Purpose Alternative Credit Fund - F LLC, a Delaware limited liability company, and Purpose Alternative Credit Fund - T LLC, a Delaware limited liability company, (ii) general partner of Magnetar Structured Credit Fund, LP, a Delaware limited partnership, and (iii) manager of Magnetar Lake Credit Fund LLC, a Delaware limited liability company (together with all of the vehicles in the foregoing clauses (i) and (ii), the "Magnetar Vehicles"), each of which holds a portion of the indicated securities. In such capacities, Magnetar Financial LLC exercises voting and investment power over the Common Stock acquired upon exercise of the Warrants by the Magnetar Vehicles.
2. Magnetar Capital Partners LP ("Magnetar Capital Partners"), a Delaware limited partnership, is the sole member and parent holding company of Magnetar Financial LLC. Supernova Management LLC ("Supernova Management"), a Delaware limited liability company, is the general partner of Magnetar Capital Partners. The current administrative manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.
3. Each of the Magnetar Vehicles, Magnetar Financial LLC, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of Common Stock of the Issuer, except to the extent of its or his pecuniary interest therein.
4. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.94 - $0.95, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.92 - $0.93, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $0.92 - $0.94, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP, which is in turn the Sole Member of Magnetar Financial LLC04/06/2026
/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP04/06/2026
/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Administrative Manager of Supernova Management LLC04/06/2026
/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman04/06/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR