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Wheeler REIT, Inc. submitted a Form 144 regarding a proposed sale of Series D Cumulative Convertible Preferred Stock, listing 17,000 shares.
The filing also shows numeric entries of 646,000 and 1,765,162 alongside a 06/26/2026 date and Nasdaq as the exchange. It records 47,629 shares received in lieu of interest as of 06/30/2025.
Wheeler Real Estate Investment Trust, Inc. agreed to issue 86,583 shares of common stock in a private exchange with an existing investor. In return, the company received 16,492 shares of Series B Convertible Preferred Stock and 4,123 shares of Series D Cumulative Convertible Preferred Stock, which were retired and cancelled.
The exchange used a fixed ratio of twenty-one common shares for every four Series B and one Series D preferred share. No cash changed hands, and the issuance relied on the Section 3(a)(9) exemption under the Securities Act for exchanges with existing security holders.
Wheeler REIT, Inc. submitted a Rule 144 notice relating to sales of its Series B Convertible Preferred Stock through Raymond James & Associates.
The excerpt lists numeric entries including 25,000, 250,750, and 2,613,608 alongside the date 06/26/2026, and shows 817,085 shares received in lieu of interest on 01/03/2023. The filing names Nasdaq as the market venue.
Wheeler Real Estate Investment Trust, Inc. has engaged CBRE’s National Retail Partners to list and market for sale a portfolio of 35 properties out of the 59 properties it owns and operates. These include retail shopping centers across multiple states.
The company emphasizes that this is only a contemplated portfolio sale. There is no timetable, no assurance a transaction will occur, be approved by the Board, or be completed, and terms and timing remain unknown. Wheeler plans to provide further details only if it enters into a specific portfolio sale transaction or is otherwise required by law.
Wheeler Real Estate Investment Trust, Inc. approved a one-for-four reverse stock split of its common stock, effective at 5:00 p.m. Eastern Time on June 17, 2026. The common shares will begin trading on a split-adjusted basis on June 18, 2026 under a new CUSIP number 963025754.
The reverse split reduces outstanding common shares from 2,194,353 as of June 12, 2026 to approximately 548,588, without changing the total number of authorized shares or relative ownership percentages apart from small changes from cash in lieu of fractional shares. Par value per common share will be decreased to $0.01 at 5:01 p.m. Eastern Time on June 17, 2026.
The company will pay cash instead of issuing fractional shares, based on the June 17, 2026 Nasdaq closing price adjusted for the split. Conversion terms for the 7.00% subordinated convertible notes due 2031 and the Series B and Series D preferred stock will be proportionally adjusted to reflect the reverse split.
An entity associated with Wheeler Real Estate Investment Trust, Inc. director Gregory Paul Hannon, Oakmont Capital Inc., made an open-market purchase of the company’s 7.00% Subordinated Convertible Notes due 2031. These notes are convertible into common stock at a conversion price of approximately $0.69 per share, or about 36.09 shares for each $25.00 of principal amount, representing up to 180,437 shares of common stock underlying the purchased notes. The filing also reports Oakmont Capital Inc.’s indirect holdings of Series D Cumulative Convertible Preferred Stock, each share of which is convertible into 0.00000002 common shares at a stated conversion value of $1,538,611,200 per common share. Hannon disclaims beneficial ownership of securities held by Oakmont Capital Inc. except to the extent of his pecuniary interest.
Wheeler Real Estate Investment Trust, Inc. updated the conversion terms of its 7.00% Subordinated Convertible Notes due 2031 after June 2026 Series D Preferred Stock redemptions. The note conversion price was reset to approximately $0.69 per share of common stock, equal to about 36.09 shares for each $25.00 of note principal, reflecting a 45% discount to the roughly $1.26 common stock price used for the month’s preferred conversions.
On the 33rd monthly Holder Redemption Date, June 5, 2026, the company processed six requests, redeeming 7,700 Series D Preferred shares at a Redemption Price of about $41.07 per share and settling in 251,090 new common shares. Cumulatively, 421 requests have redeemed 1,803,728 Series D Preferred shares, with about 753,000 common shares issued in total. As of June 5, 2026, the company had 2,194,353 common shares and 1,765,162 Series D Preferred shares outstanding, and it outlined deadlines and the Holder Redemption Date for the July 2026 round.
Wheeler Real Estate Investment Trust, Inc. insider entities reported indirect trades in the company’s 7.00% Subordinated Convertible Notes due 2031. Partnerships associated with Joseph Stilwell executed one open-market purchase and one open-market sale of these notes on June 3, 2026, as indirect holdings.
The notes are convertible into common stock at a conversion price of $1.026988 per share, or 24.343042 common shares for each $25.00 of principal amount. The filing also shows indirect holdings of these notes that are convertible into 2,439,124 and 16,708,065 shares of common stock through different entities. Stilwell disclaims beneficial ownership of the indirectly held securities except to the extent of his pecuniary interest.
Wheeler REIT, Inc. reported a Form 144 notice for the sale of 7.00% Subordinated Convertible Notes due 2031. The filing lists a prior issuance date of 08/19/2021 (subscription through a rights offering) and a broker-dealer address at Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, FL 33716. The excerpt includes numeric entries such as 42,500, 3,506,250, and 1,174,116 associated with the securities table and shows a date of 06/03/2026.
Wheeler Real Estate Investment Trust entered into a stock-for-stock exchange with an unaffiliated investor on May 28, 2026. The company issued 142,800 shares of common stock in exchange for 2,800 shares of Series D Cumulative Convertible Preferred Stock and 5,600 shares of Series B Convertible Preferred Stock, which were then retired and cancelled.
The exchange ratio was fifty-one shares of common stock for every combination of two Series B and one Series D preferred share. The transaction generated no cash proceeds and was conducted as an unregistered exchange under Section 3(a)(9) of the Securities Act, with no commissions or other remuneration paid for soliciting the transaction.