4Filed Jun 29, 8:00 PM ET

Wheeler REIT (WHLR) 10% Owner Joseph Stilwell Sells Series B Shares

$WHLR · Wheeler Real Estate Investment Trust, Inc.

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Wheeler REIT (WHLR) 10% Owner Joseph Stilwell Sells Series B Shares

What Happened
Joseph Stilwell, reported as a 10% owner (through affiliated entities), sold Series B convertible preferred shares in two blocks on June 26, 2026. Stilwell-affiliated funds sold 11,105 shares at $8.6423 each (proceeds $95,973) and 13,895 shares at $8.6423 each (proceeds $120,085), for combined proceeds of roughly $216,058. These were reported as sales of derivative securities (Series B preferred) by entities controlled by Stilwell rather than direct sales of common stock.

Key Details

  • Transaction date: June 26, 2026; Form 4 filed June 30, 2026 (within the usual two-business-day reporting window).
  • Price: $8.6423 per Series B preferred share.
  • Shares sold: 11,105 (SAF) + 13,895 (SVP VII) = 25,000 shares; total proceeds ≈ $216,058. (Footnote F8 identifies the two selling entities.)
  • Shares owned after transaction: Not specified in the provided excerpt.
  • Ownership structure: The reported securities are owned by affiliated partnerships (Stilwell Activist Fund, Stilwell Value Partners VII, etc.); Stilwell is the managing member of the general partner and disclaims beneficial ownership except to the extent of his pecuniary interest (Footnotes F1–F4).
  • Security type: Series B Convertible Preferred Stock (derivative). Footnote F9 shows Series B conversion into common stock is at an extremely small ratio (0.000000002 common shares per Series B share), making conversion to common effectively not meaningful economically.
  • Transaction code: S = Sale.

Context

  • These were sales by investment vehicles controlled by a reported 10% owner, not direct executive trades — that distinction matters for interpreting insider intent.
  • Because these are preferred shares with effectively negligible common conversion rights, the transactions are sales of preferred securities rather than sales that directly reduce common-stock holdings.
  • Filing appears timely; no late filing flag indicated in the provided data.