On October 8, 2024, Wheeler Real Estate Investment Trust Inc. (Wheeler REIT) completed an exchange of equity securities with an unaffiliated investor. The transaction involved Wheeler REIT issuing 88,000 shares of its common stock in exchange for 22,000 shares of both its Series D Cumulative Convertible Preferred Stock and Series B Convertible Preferred Stock held by the investor. The preferred shares acquired in the exchange were subsequently retired and cancelled. This exchange did not generate any cash proceeds for Wheeler REIT. The issuance of common stock was conducted under the exemption from registration requirements provided by Section 3(a)(9) of the Securities Act of 1933, as the transaction was an exchange with an existing security holder and no commission was paid for soliciting the transaction.

On October 8, 2024, Wheeler Real Estate Investment Trust Inc. (Wheeler REIT) completed an exchange of equity securities with an unaffiliated investor. The transaction involved Wheeler REIT issuing 88,000 shares of its common stock in exchange for 22,000 shares of both its Series D Cumulative Convertible Preferred Stock and Series B Convertible Preferred Stock held by the investor. The preferred shares acquired in the exchange were subsequently retired and cancelled. This exchange did not generate any cash proceeds for Wheeler REIT. The issuance of common stock was conducted under the exemption from registration requirements provided by Section 3(a)(9) of the Securities Act of 1933, as the transaction was an exchange with an existing security holder and no commission was paid for soliciting the transaction.