Wheeler Real Estate Investment Trust, Inc. has issued a Prospectus Supplement No. 8, filed on October 11, 2024, under Rule 424(b)(3) to its Prospectus dated July 9, 2024. The supplement pertains to the issuance of up to 20,704,217 shares of common stock. Additionally, the company filed a Current Report on Form 8-K, reporting an exchange of equity securities that took place on October 8, 2024. In this transaction, the company agreed to issue 88,000 shares of common stock to an unaffiliated investor in exchange for 22,000 shares each of Series D Cumulative Convertible Preferred Stock and Series B Convertible Preferred Stock. The preferred shares involved in the exchange have been retired and cancelled. The issuance of common stock was conducted under the exemption from registration requirements provided by Section 3(a)(9) of the Securities Act, as it was an exchange with an existing security holder and no commission was paid for the transaction.

Wheeler Real Estate Investment Trust, Inc. has issued a Prospectus Supplement No. 8, filed on October 11, 2024, under Rule 424(b)(3) to its Prospectus dated July 9, 2024. The supplement pertains to the issuance of up to 20,704,217 shares of common stock. Additionally, the company filed a Current Report on Form 8-K, reporting an exchange of equity securities that took place on October 8, 2024. In this transaction, the company agreed to issue 88,000 shares of common stock to an unaffiliated investor in exchange for 22,000 shares each of Series D Cumulative Convertible Preferred Stock and Series B Convertible Preferred Stock. The preferred shares involved in the exchange have been retired and cancelled. The issuance of common stock was conducted under the exemption from registration requirements provided by Section 3(a)(9) of the Securities Act, as it was an exchange with an existing security holder and no commission was paid for the transaction.