{"filing":{"accession_number":"0001527541-26-000340","cik":"0001527541","ticker":"WHLRL","company_name":"Wheeler Real Estate Investment Trust, Inc.","form":"8-K","filing_date":"2026-09-09","report_date":"2026-09-08","primary_document":"whlr-20260908.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1527541/000152754126000340/whlr-20260908.htm"},"events":[{"id":32244,"run_id":29624,"accession_number":"0001527541-26-000340","anchor_item_number":"3.03","event_type":"financial_other","event_domain":"financial","is_material":true,"confidence":0.72,"summary":"Wheeler Real Estate Investment Trust modified the conversion price of its 7.00% Subordinated Convertible Notes due 2031, reducing it from approximately $0.98 to $0.54 per share (a 45% discount), triggered by redemptions of Series D Cumulative Convertible Preferred Stock. This material modification to the rights of convertible noteholders significantly increases potential dilution to common shareholders upon conversion.","company_name":"Wheeler Real Estate Investment Trust, Inc.","ticker":"WHLRL","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":[{"id":35369,"accession_number":"0001527541-26-000340","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders","event_type":"financial_other","event_domain":"financial","is_material":true,"confidence":0.72,"reasoning":"Item 3.03 discloses a material modification to the conversion price of Wheeler Real Estate's 7.00% Subordinated Convertible Notes due 2031. This is a modification to the rights of security holders (convertible noteholders) affecting the conversion terms of an existing debt instrument. While this involves convertible debt, the core event is a modification to security holder rights rather than a new debt issuance or equity dilution event, making financial_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:46:46.310492+00:00","company_name":"","ticker":null,"filing_date":""},{"id":35370,"accession_number":"0001527541-26-000340","item_number":"8.01","item_title":"of this Current Report on Form 8-K as to the redemptions by the holders of Wheeler Real Estate Investment Trust, Inc.’s (the “Company”) Series D Cumulative Convertible Preferred Stock (the “Series D Preferred Stock”) is incorporated herein by reference.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The disclosure describes a material adjustment to the conversion price of the Company's 7.00% Subordinated Convertible Notes due 2031, triggered by redemptions of Series D Preferred Stock. The conversion price was reduced from approximately $0.98 to $0.54 per share (a 45% discount), significantly increasing the dilution to common shareholders upon conversion. This represents a dilutive capital event that would materially affect investor assessment of share dilution and equity value.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:46:46.310492+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":35369,"accession_number":"0001527541-26-000340","item_number":"3.03","item_title":"Material Modification to Rights of Security Holders","event_type":"financial_other","event_domain":"financial","is_material":true,"confidence":0.72,"reasoning":"Item 3.03 discloses a material modification to the conversion price of Wheeler Real Estate's 7.00% Subordinated Convertible Notes due 2031. This is a modification to the rights of security holders (convertible noteholders) affecting the conversion terms of an existing debt instrument. While this involves convertible debt, the core event is a modification to security holder rights rather than a new debt issuance or equity dilution event, making financial_other the most appropriate classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:46:46.310492+00:00","company_name":"Wheeler Real Estate Investment Trust, Inc.","ticker":"WHLRL","filing_date":"2026-09-09"},{"id":35370,"accession_number":"0001527541-26-000340","item_number":"8.01","item_title":"of this Current Report on Form 8-K as to the redemptions by the holders of Wheeler Real Estate Investment Trust, Inc.’s (the “Company”) Series D Cumulative Convertible Preferred Stock (the “Series D Preferred Stock”) is incorporated herein by reference.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"The disclosure describes a material adjustment to the conversion price of the Company's 7.00% Subordinated Convertible Notes due 2031, triggered by redemptions of Series D Preferred Stock. The conversion price was reduced from approximately $0.98 to $0.54 per share (a 45% discount), significantly increasing the dilution to common shareholders upon conversion. This represents a dilutive capital event that would materially affect investor assessment of share dilution and equity value.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:46:46.310492+00:00","company_name":"Wheeler Real Estate Investment Trust, Inc.","ticker":"WHLRL","filing_date":"2026-09-09"}]}