Wheeler REIT exchanges preferred shares for 757,850 common shares in unregistered transactions

Wheeler Real Estate Investment Trust, Inc.

Company issued 757,850 common shares to three unaffiliated holders in exchange for 15,157 Series D and 30,314 Series B preferred shares.
No cash proceeds were received; exchanged preferred shares were retired and cancelled.
Each transaction exchanged fifty common shares for two Series B and one Series D preferred shares.
The issuance relied on Section 3(a)(9) exemption from registration; no commissions paid.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Wheeler Real Estate Investment Trust, Inc. issued 757,850 shares of common stock to three unaffiliated holders for exchange for 15,157 shares of Series D Cumulative Convertible Preferred Stock and 30,314 shares of Series B Convertible Preferred Stock.

Security: common stock
Shares: 757,850 shares
Purchaser: three unaffiliated holders
Consideration: exchange for 15,157 shares of Series D Cumulative Convertible Preferred Stock and 30,314 shares of Series B Convertible Preferred Stock

Exact text from the filing

On May 21, 2026, Wheeler Real Estate Investment Trust, Inc. (the “Company”) agreed to issue an aggregate amount of 757,850 shares of its common stock, $0.01 par value per share (the “Common Stock”), to three unaffiliated holders of the Company’s securities (together, the “Investors”) in separate exchanges for an aggregate amount of 15,157 shares of the Company’s Series D Cumulative Convertible Preferred Stock (the “Series D Preferred Stock”) and 30,314 shares of the Company's Series B Convertible Preferred Stock (the “Series B Preferred Stock” and, together with the Series D Preferred Stock, the “Preferred Stock”).

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Source: SEC EDGAR

accession 0001527541-26-000151

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