Wheeler Real Estate Investment Trust Announces Results of March 2026 Series D Preferred Stock Redemption

VIRGINIA BEACH, VA, March 6, 2026 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR), a real estate investment trust specializing in the ownership and management of retail-focused properties, has released an important update regarding its Series D Cumulative Convertible Preferred Stock (“Series D Preferred Stock”) redemptions for March 2026. This update is part of the company’s ongoing monthly holder redemption program.

Key Points from the Report

• The 30th monthly “Holder Redemption Date” occurred on March 5, 2026.
• Wheeler processed two redemption requests from holders of its Series D Preferred Stock, redeeming a total of 6,502 shares.
• The redemption price was approximately \$41.72 per share. This price is comprised of the base \$25.00 per share plus all accrued but unpaid dividends up to and including the March 5, 2026 redemption date.
• The aggregate redemption was settled through the issuance of 143,914 shares of Wheeler’s Common Stock.
• The volume weighted average closing sales price of Wheeler’s Common Stock on Nasdaq for the ten consecutive trading days immediately preceding (but not including) the March 5, 2026 Holder Redemption Date was approximately \$1.88 per share.

Important Information for Shareholders

• The redemption and settlement by issuing common shares results in dilution to existing common shareholders. The issue of 143,914 new common shares to satisfy the redemption requests increases the total outstanding share count and may affect per-share metrics, including earnings per share and book value per share.
• Redemption price significantly above market price: The redemption price of \$41.72 per Series D share, paid in common stock valued at \$1.88 per share, means that preferred holders are converting their investment at a substantial premium to the current market price. This could trigger further redemptions and additional dilution if the trend continues.
• Next important dates: The deadline for the next round of Series D Preferred Stock redemptions is March 25, 2026, and the next monthly Holder Redemption Date will occur on April 6, 2026. Shareholders should expect potential further dilution if redemptions continue at this pace.
• Information and support: Redemption forms and a list of frequently asked questions are available on Wheeler’s website, though the company notes that website information is not incorporated by reference into this 8-K report.

Potential Price Sensitive Information

• Dilution risk: The continued redemption of preferred shares for common stock at prices far above the current market price is a significant event. This process increases the common share float and may exert downward pressure on the share price, especially if large numbers of redemptions occur in the coming months.
• Shareholder value impact: The conversion rate (using a \$41.72 redemption price and a \$1.88 share price) means preferred holders are receiving a large number of common shares relative to the market value. This dynamic may cause concern for existing common shareholders about the future value of their holdings.

Additional Information

• Trading and Securities: Wheeler’s securities are registered on the NASDAQ Capital Market under the following symbols:
  • Common Stock: WHLR
  • Series B Convertible Preferred Stock: WHLRP
  • Series D Cumulative Convertible Preferred Stock: WHLRD
  • 7.00% Subordinated Convertible Notes due 2031: WHLRL
• The company is not an emerging growth company under SEC definitions, and no amendments to previously filed reports are included in this filing.

Forward-Looking Statements

This report includes forward-looking statements under the U.S. Private Securities Litigation Reform Act of 1995, including statements regarding future redemptions, dilution, and impacts on shareholder value. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. The company expressly disclaims any obligation to update such statements, except as required by law.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. The information is based on Wheeler Real Estate Investment Trust, Inc.’s SEC filing dated March 6, 2026. Investors should review the company’s filings and consult with a financial advisor before making investment decisions.

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