SEC Form 4 · accession 0001588047-19-000002
Wheeler Real Estate Investment Trust, Inc. · WHLR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey M. Zwerdling
Director
Period of report
Nov 13, 2012
Accepted (ET)
Mar 1, 2019 · 2:22 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 StockF1,F2 | Nov 13, 2012 | P | 108,000 | $5.25 | A | 13,500 | I | Held by a Trust in which Mr. Zwerdling serves as Co-Trustee |
| Common StockF1,F2 | Aug 21, 2013 | P | 24,500 | $4.30 | A | 16,563 | I | Held by a Trust in which Mr. Zwerdling serves as Co-Trustee |
| Common StockF1,F2 | Feb 9, 2015 | P | 5,000 | $3.60 | A | 17,188 | I | Held by a Trust in which Mr. Zwerdling serves as Co-Trustee |
| Common StockF1,F2 | Nov 13, 2012 | P | 5,800 | $5.25 | A | 725 | I | Held by a LLC in which Mr. Zwerdling has an interest |
| Common StockF1,F2 | Aug 21, 2013 | P | 200 | $4.30 | A | 750 | I | Held by a LLC in which Mr. Zwerdling has an interest |
| Common Stock | holding | — | — | — | 96,593 | D | ||
| Common Stock | holding | — | — | — | 1,111 | I | Held in profit sharing plan | |
| Common Stock | holding | — | — | — | 750 | I | Owned by spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Convertible Preferred StockF3 | $40.00 | Apr 24, 2014 | P | 6,500 | A | — | — | Common Stock | 4,063 | 6,500 | I |
| Series B Convertible Preferred StockF3 | $40.00 | Sep 12, 2014 | P | 4,500 | A | — | — | Common Stock | 2,813 | 11,000 | I |
| Common Stock WarrantsF4 | $44.00 | Apr 24, 2014 | P | 7,800 | A | — | — | Common Stock | 975 | 7,800 | I |
| Common Stock WarrantsF4 | $44.00 | Sep 12, 2014 | P | 3,000 | A | — | — | Common Stock | 375 | 10,800 | I |
| Common Stock WarrantsF4 | $44.00 | Sep 24, 2014 | P | 2,400 | A | — | — | Common Stock | 300 | 13,200 | I |
| Series D Cumulative Covertible Preferred StockF5 | $16.96 | holding | — | — | — | — | — | Common Stock | 1,474 | 1,000 | D |
| Series D Cumulative Covertible Preferred StockF5 | $16.96 | holding | — | — | — | — | — | Common Stock | 5,896 | 4,000 | I |
| Series B Convertible Preferred StockF3 | $40.00 | holding | — | — | — | — | — | Common Stock | 2,500 | 4,000 | I |
| Series B Convertible Preferred StockF3 | $40.00 | holding | — | — | — | — | — | Common Stock | 6,250 | 10,000 | D |
| Common Stock WarrantsF4 | $44.00 | holding | — | — | — | — | — | Common Stock | 1,500 | 12,000 | D |
| Common Stock WarrantsF4 | $44.00 | holding | — | — | — | — | — | Common Stock | 600 | 4,800 | I |
Explanation of responses
- F1These shares of common stock were acquired prior to Wheeler Real Estate Investment Trust, Inc.'s (the "Company") one-for-eight reverse stock split (the "Reverse Stock Split") that was effected on March 31, 2017.
- F2Adjusted for the Company's Reverse Stock Split.
- F3Each share of Series B Convertible Preferred Stock (the "Series B Stock") is convertible into shares of the Company's common stock at $40.00 per share. The Series B Stock has no expiration date.
- F4The common stock warrants are excercisable at $44.00 per share. The common stock warrants expire on April 29, 2019.
- F5Each share of Series D Cumulative Convertible Preferred Stock (the "Series D Stock") is convertible into shares of the Company's common stock at $16.96 per share. The Series D Stock has no expiration date.