{"filing":{"accession_number":"0001527541-26-000240","cik":"0001527541","ticker":"WHLRL","company_name":"Wheeler Real Estate Investment Trust, Inc.","form":"8-K","filing_date":"2026-08-05","report_date":"2026-07-30","primary_document":"whlr-20260730.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1527541/000152754126000240/whlr-20260730.htm"},"events":[{"id":24894,"run_id":22569,"accession_number":"0001527541-26-000240","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"The filing discloses unregistered issuances of common stock totaling over 1 million shares across five separate transactions (July 29–August 4, 2026) in exchange for preferred stock held by existing security holders. The Company relied on Section 3(a)(9) of the Securities Act for the exemption. This represents a substantial dilutive issuance to existing shareholders, with the conversion ratios ranging from 7:1 to 146:4 common-to-preferred shares, and would materially affect a reasonable investor's assessment of ownership dilution and capital structure.","company_name":"Wheeler Real Estate Investment Trust, Inc.","ticker":"WHLRL","filing_date":"2026-08-05","form":"8-K","submitted_at":null,"items":[{"id":25587,"accession_number":"0001527541-26-000240","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses unregistered issuances of common stock totaling over 1 million shares across five separate transactions (July 29–August 4, 2026) in exchange for preferred stock held by existing security holders. The Company relied on Section 3(a)(9) of the Securities Act for the exemption. This represents a substantial dilutive issuance to existing shareholders, with the conversion ratios ranging from 7:1 to 146:4 common-to-preferred shares, and would materially affect a reasonable investor's assessment of ownership dilution and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:33:21.359284+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":25587,"accession_number":"0001527541-26-000240","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"The filing discloses unregistered issuances of common stock totaling over 1 million shares across five separate transactions (July 29–August 4, 2026) in exchange for preferred stock held by existing security holders. The Company relied on Section 3(a)(9) of the Securities Act for the exemption. This represents a substantial dilutive issuance to existing shareholders, with the conversion ratios ranging from 7:1 to 146:4 common-to-preferred shares, and would materially affect a reasonable investor's assessment of ownership dilution and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-07T02:33:21.359284+00:00","company_name":"Wheeler Real Estate Investment Trust, Inc.","ticker":"WHLRL","filing_date":"2026-08-05"}]}