Hannon Gregory Paul 4

What Happened

• Gregory Paul Hannon, a director (reported via Oakmont Capital Inc.), acquired 528 shares of Wheeler Real Estate Investment Trust's Series D Cumulative Convertible Preferred Stock on June 30, 2026. The shares were issued as payment of interest on 7.00% Subordinated Convertible Notes due 2031 under the Indenture. The per-share value used for the interest calculation was $20.698249, making the total value approximately $10,928.68. The transaction is reported as an "other acquisition or disposition (J)" (derivative acquisition).

Key Details

• Transaction date: 2026-06-30; Form 4 filed: 2026-07-02 (appears timely under Form 4 rules).
• Price per share used for interest calculation: $20.698249; total value ≈ $10,928.68 for 528 shares.
• Shares acquired as interest on the holder's Notes (not an open-market purchase).
• Ownership/reporting: the Series D shares are owned directly by Oakmont Capital Inc. and indirectly by Gregory Paul Hannon in his capacity as VP/Director of Oakmont; he disclaims beneficial ownership except to the extent of pecuniary interest.
• Shares owned after transaction: not specified in the filing excerpt provided.
• Notable footnotes: (1) Series D preferred is convertible into common stock at a negligible ratio (0.000000004 common share per preferred), (2) interest was payable in Series D per the Notes/Indenture and the 15-day VWAP-based pricing formula was used to set the per-share value, (3) the Notes themselves are convertible into common stock at a separate conversion rate ($2.771041 per common share equivalent).

Context

• This was a settlement of interest on convertible debt (a non-market transaction), not a cash purchase or sale that signals a trading decision. Because the Series D preferred converts into an almost imperceptible amount of common stock, these preferred shares are effectively non-convertible for practical purposes; the Notes remain separately convertible into common stock under different terms.