Wheeler REIT Issues 575,800 Shares in Preferred-to-Common Conversions

What Happened
Wheeler Real Estate Investment Trust, Inc. (WHLR) filed an 8-K (Aug. 19, 2026) reporting three unregistered exchanges of preferred shares for common stock. Between August 11 and August 17, 2026 the company issued a total of 575,800 shares of its common stock to unaffiliated holders in exchange for Series B Convertible Preferred Stock and Series D Cumulative Convertible Preferred Stock. Each transaction settled in accordance with customary settlement cycles.

Key Details

• Total common shares issued: 575,800 (103,800 on Aug. 11; 172,000 on Aug. 13; 300,000 on Aug. 17, 2026).
• Preferred surrendered: 12,400 shares of Series B and 3,100 shares of Series D (total 3,100 conversion groups of 4 Series B + 1 Series D).
• Conversion rates varied by date: 173 common per (4 B + 1 D) on Aug. 11; 172 common per (4 B + 1 D) on Aug. 13; 200 common per (4 B + 1 D) on Aug. 17.
• Transactions were unregistered sales reported under Item 3.02 and involved unaffiliated investors; each settled in customary cycles.

Why It Matters
These exchanges increase the company’s outstanding common shares by 575,800, which is a dilutive event for existing common shareholders. The filing informs investors that convertible preferred holders converted their positions into common stock in August 2026 and that conversion terms varied by transaction. Investors should note the increase in share count when assessing per-share metrics (earnings, NAV, dividends) and monitor future filings for total outstanding share count and any related corporate actions.