SEC Form 4/A · accession 0001557239-16-000009

Wheeler Real Estate Investment Trust, Inc. · WHLR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

This is an amendment (Form 4/A). It replaces an earlier filing for the same period.

Reporting owner

Officer — CEO & Chairman · Director

Period of report

May 19, 2016

Accepted (ET)

May 20, 2016 · 6:19 pm EDT

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^F1	May 19, 2016	P	37,500	$1.50	A	49,547	I	Held in profit sharing plan
Common Stock	holding	—	—		—	713,824	D
Common Stock	holding	—	—		—	31,680	I	Owned by spouse
Common Stock	holding	—	—		—	2,572	I	Controlled through interests in other entities
Common Stock	holding	—	—		—	1,600	I	Held by dependent child
Common Stock	holding	—	—		—	2,950	I	Held by trusts in the names of dependent children

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Units^F2,F3,F4	—	holding	—	—	—	—	—	Common Stock	1,584,858	1,584,858	D
Common Units^F2,F5,F4	—	holding	—	—	—	—	—	Common Stock	961	961	D
Common Units^F2,F3,F4	—	holding	—	—	—	—	—	Common Stock	308,422	308,422	I
Common Units^F2,F5,F4	—	holding	—	—	—	—	—	Common Stock	22,120	22,120	I
Common Units^F2,F3,F4	—	holding	—	—	—	—	—	Common Stock	3,123	3,123	I
Common Units^F2,F3,F4	—	holding	—	—	—	—	—	Common Stock	31,234	31,234	I

F1The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions ranging from prices from $1.49 to $1.51. The reporting person undertakes to provide Wheeler Real Estate Investment Trust, Inc. (the "Company"), and security holders of the Company, or the staff of the Securities and Exchange Commission (the "Commission"), upon request, full information regarding the number of shares sold at each separate price within the price range set forth in this footnote.
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 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 withe 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.