SEC Form 5 · accession 0001557239-16-000007
Wheeler Real Estate Investment Trust, Inc. · WHLR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jon S Wheeler
Officer — CEO & Chairman · Director
Period of report
Dec 31, 2015
Accepted (ET)
Jan 19, 2016 · 3:59 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001527541
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 5, 2015 | J | 308 | $3.47 | A | 308 | I | Held by trusts in the name of dependent children |
| Common Stock | Apr 6, 2015 | J | 462 | $2.30 | A | 770 | I | Held by trusts in the name of dependent children |
| Common Stock | May 5, 2015 | J | 230 | $2.31 | A | 999 | I | Held by trusts in the name of dependent children |
| Common Stock | Jun 4, 2015 | J | 234 | $2.30 | A | 1,233 | I | Held by trusts in the name of dependent children |
| Common Stock | Jul 6, 2015 | J | 269 | $2.01 | A | 1,502 | I | Held by trusts in the name of dependent children |
| Common Stock | Aug 5, 2015 | J | 283 | $1.92 | A | 1,785 | I | Held by trusts in the name of dependent children |
| Common Stock | Sep 3, 2015 | J | 288 | $1.90 | A | 2,072 | I | Held by trusts in the name of dependent children |
| Common Stock | Oct 5, 2015 | J | 294 | $1.87 | A | 2,367 | I | Held by trusts in the name of dependent children |
| Common Stock | Nov 5, 2015 | J | 283 | $1.97 | A | 2,649 | I | Held by trusts in the name of dependent children |
| Common Stock | Dec 3, 2015 | J | 301 | $1.87 | A | 2,950 | I | Held by trusts in the name of dependent children |
| Commmon Stock | holding | — | — | — | 713,824 | D | ||
| Commmon Stock | holding | — | — | — | 31,680 | I | Owned by spouse | |
| Common Stock | holding | — | — | — | 12,047 | I | Held in profit sharing plan | |
| Common Stock | holding | — | — | — | 2,572 | I | Controlled through interests in other entities | |
| Common Stock | holding | — | — | — | 1,600 | I | Held by dependent child |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common UnitsF2,F3,F4 | — | holding | — | — | — | — | — | Common Stock | 1,584,858 | 1,584,858 | D |
| Common UnitsF2,F5,F4 | — | holding | — | — | — | — | — | Common Stock | 961 | 961 | D |
| Common UnitsF2,F3,F4 | — | holding | — | — | — | — | — | Common Stock | 308,422 | 308,422 | I |
| Common UnitsF2,F5,F4 | — | holding | — | — | — | — | — | Common Stock | 22,120 | 22,120 | I |
| Common UnitsF2,F3,F4 | — | holding | — | — | — | — | — | Common Stock | 3,123 | 3,123 | I |
| Common UnitsF2,F3,F4 | — | holding | — | — | — | — | — | Common Stock | 31,234 | 31,234 | I |
Explanation of responses
- F1The trusts in the name of the dependent children of the reporting person acquired these shares of common stock under a dividend reinvestment plan, pursuant to a dividend reinvestment transaction exempt from Section 16 under Rule 16a-11
- F2Pursuant to the Partnership Agreement of Wheeler REIT, L.P. (the "Partnership"), holders of the Partnership, may, after a one year holding period, elect to exchange their common units for common stock of Wheeler Real Estate Investment Trust, Inc. (the "Company") on an one-for-one basis. Upon a redemption request, the Company has the option to purchase the common units directly, either in cash or common stock of the Company.
- F3These common units have been held for one year and therefore may be redeemed in accordance with the Partnership Agreement.
- F4These derivative securities do not have an expiration date.
- F5These common units have been held for less than one year and therefore may not be currently exchanged.