WHLR / Wheeler Real Estate Investment Trust, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

Wheeler Real Estate Investment Trust, Inc.

Grundläggande statistik
LEI 5493005TOFFG62ETJY29
CIK 1527541
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Wheeler Real Estate Investment Trust, Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
June 1, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 10 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 10 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“C

June 1, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 46 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 46 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

June 1, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 39 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 39 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

June 1, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 28, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 28, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

May 27, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 45 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 45 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

May 27, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 9 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 9 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

May 27, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 21, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 21, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

May 27, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 38 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 38 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

May 20, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 15, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 15, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

May 20, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 37 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 37 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

May 20, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 8 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 8 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

May 20, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 44 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 44 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

May 8, 2026 EX-99.2

Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 12 Consolidated Statements of Operations 13 Reconciliation of Non-GAAP Me

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 12 Consolidated Statements of Operations 13 Reconciliation of Non-GAAP Measures 14 Debt Summary 17 Portfolio Summary Property Summary 19 Top Ten Tenants by Annualized Base Rent and Lease Expiration Schedules 22

May 8, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 36 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 5, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 36 (this “Prospectus Supplement”) to our Prospectus, dated June 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc.

May 8, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 8, 2026 WHEELER REAL ESTATE I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 8, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporati

May 8, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 43 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 43 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, In

May 8, 2026 EX-4.1

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE) Shares of the new common stock represented by the within Certificate , and do hereby irrevocable constitute and appoint. Attorney to transfer the said stock on the b

WHEELER REAL ESTATE INVESTMENT TRUST, INC. THE COMPANY WILL FURNISH TO ANY STOCKHOLDER, ON REQUEST AND WITHOUT CHARGE, A FULL STATEMENT OF THE INFORMATION REQUIRED BY SECTION 2-211(B) OF THE CORPORATIONS AND ASSOCIATIONS ARTICLE OF THE ANNOTATED CODE OF MARYLAND WITH RESPECT TO THE DESIGNATIONS AND ANY PREFERENCES, CONVERSION AND OTHER RIGHTS, VOTING POWERS, RESTRICTIONS, LIMITATIONS AS TO DIVIDEN

May 8, 2026 EX-99.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FIRST QUARTER 2026 FINANCIAL AND OPERATING RESULTS

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FIRST QUARTER 2026 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – May 8, 2026 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the three months ended March 31, 2026 with the filing of its Quarterly Report

May 8, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 7 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 7 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, In

May 8, 2026 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35713 WHE

May 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 5 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 5 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

May 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 42 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 42 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

May 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 35 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 35 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

May 6, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 5, 2026 WHEELER REAL ESTATE I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 5, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporati

May 6, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 1, 2026 WHEELER REAL ESTATE I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 1, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporati

May 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 41 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 41 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

May 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 34 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 34 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

May 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 6 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 6 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

April 13, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 40 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 40 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

April 13, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

April 13, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

April 13, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

April 13, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 13, 2026 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 13, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

April 13, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

April 13, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 33 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 33 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

April 13, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

April 13, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 4 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 4 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

April 13, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

April 13, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

April 13, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

April 7, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 39 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 39 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

April 7, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 6, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 6, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

April 7, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 3 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 3 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

April 7, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 32 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 32 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

April 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 2 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 2 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

April 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 31 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 31 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

April 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 38 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 38 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

April 6, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 1, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 1, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

March 26, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 1 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 20, 2026) Registration No. 333-294263 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 1 (this “Prospectus Supplement”) to our Prospectus, dated March 20, 2026 (the “Prospectus”), relating to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per shares (“Com

March 26, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 24, 2026 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 24, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

March 26, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 37 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 37 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

March 26, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 30 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 30 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

March 20, 2026 424B3

Wheeler Real Estate Investment Trust, Inc. 673,971 Shares of Common Stock

Filed pursuant to Rule 424(b)(3) Registration No. 333-294263 PROSPECTUS Wheeler Real Estate Investment Trust, Inc. 673,971 Shares of Common Stock This Prospectus relates to the offer and sale of up to 673,971 shares of common stock, par value $0.01 per share (“Common Stock”), of Wheeler Real Estate Investment Trust, Inc. (the “Company,” “our”, “we” or “us”), issuable upon exercise of the warrants

March 17, 2026 LETTER

LETTER

March 17, 2026 M. Andrew Franklin Chief Executive Officer and President Wheeler Real Estate Investment Trust, Inc. 2529 Virginia Beach Blvd. Virginia Beach, VA 23452 Re: Wheeler Real Estate Investment Trust, Inc. Registration Statement on Form S-11 Filed March 12, 2026 File No. 333-294263 Dear M. Andrew Franklin: This is to advise you that we have not reviewed and will not review your registration

March 17, 2026 CORRESP

WHEELER REAL ESTATE INVESTMENT TRUST, INC. 2529 Virginia Beach Blvd. Virginia Beach, Virginia 23452 (757) 627-9088

WHEELER REAL ESTATE INVESTMENT TRUST, INC. 2529 Virginia Beach Blvd. Virginia Beach, Virginia 23452 (757) 627-9088 March 17, 2026 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Benjamin Holt Office of Real Estate & Construction Re: Request for Acceleration of Effectiveness of Wheeler Real Estate Investment Trust, Inc

March 13, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 10, 2026 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 10, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

March 13, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 36 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 36 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

March 13, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 29 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 29 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

March 12, 2026 EX-FILING FEES

CALCULATION OF FILING FEE TABLES Wheeler Real Estate Investment Trust, Inc. Table 1: Newly Registered and Carry Forward Securities

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-11 Wheeler Real Estate Investment Trust, Inc.

March 12, 2026 S-11

As filed with the Securities and Exchange Commission on March 12, 2026

As filed with the Securities and Exchange Commission on March 12, 2026 Registration No.

March 12, 2026 EX-21.1

SUBSIDIARIES OF THE REGISTRANT

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Wheeler REIT, L.P. Wheeler Interests, LLC Wheeler Real Estate, LLC WHLR - Brook Run Associates, LLC Chesapeake Square Associates, LLC DF I - Courtland, LLC LaGrange Associates, LLC WHLR - Lumber River, LLC WHLR - PCSC Associates, LLC Riversedge Office Associates, LLC Tuckernuck Associates, LLC WHLR - Alex City Marketplace, LLC WHLR - Beaver Ruin Village

March 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 28 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 28 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

March 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 35 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 35 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

March 6, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 5, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 5, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

March 5, 2026 POS EX

As filed with the Securities and Exchange Commission on March 5, 2026

As filed with the Securities and Exchange Commission on March 5, 2026 Registration No.

March 5, 2026 EX-4.1

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF ASSIGNEE) Shares of the new common stock represented by the within Certificate , and do hereby irrevocable constitute and appoint. Attorney to transfer the said stock on the b

WHEELER REAL ESTATE INVESTMENT TRUST, INC. THE COMPANY WILL FURNISH TO ANY STOCKHOLDER, ON REQUEST AND WITHOUT CHARGE, A FULL STATEMENT OF THE INFORMATION REQUIRED BY SECTION 2-211(B) OF THE CORPORATIONS AND ASSOCIATIONS ARTICLE OF THE ANNOTATED CODE OF MARYLAND WITH RESPECT TO THE DESIGNATIONS AND ANY PREFERENCES, CONVERSION AND OTHER RIGHTS, VOTING POWERS, RESTRICTIONS, LIMITATIONS AS TO DIVIDEN

March 5, 2026 POS EX

As filed with the Securities and Exchange Commission on March 5, 2026

As filed with the Securities and Exchange Commission on March 5, 2026 Registration No.

March 5, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 34 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 34 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

March 5, 2026 EX-99.2

Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 13 Consolidated Statements of Operations 14 Reconciliation of Non-GAAP Me

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 13 Consolidated Statements of Operations 14 Reconciliation of Non-GAAP Measures 15 Debt Summary 18 Portfolio Summary Property Summary 20 Top Ten Tenants by Annualized Base Rent and Lease Expiration Schedules 23

March 5, 2026 EX-21.1

SUBSIDIARIES OF THE REGISTRANT

Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Wheeler REIT, L.P. Wheeler Interests, LLC Wheeler Real Estate, LLC WHLR - Brook Run Associates, LLC Chesapeake Square Associates, LLC DF I - Courtland, LLC LaGrange Associates, LLC WHLR - Lumber River, LLC WHLR - PCSC Associates, LLC Riversedge Office Associates, LLC Tuckernuck Associates, LLC WHLR - Alex City Marketplace, LLC WHLR - Beaver Ruin Village

March 5, 2026 EX-99.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FOURTH QUARTER AND YEAR-END 2025 FINANCIAL AND OPERATING RESULTS

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FOURTH QUARTER AND YEAR-END 2025 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – March 5, 2026 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the year ended December 31, 2025 with the filing of its Annual

March 5, 2026 EX-4.4

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

Exhibit 4.4 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of December 31, 2025, Wheeler Real Estate Investment Trust, Inc. (“WHLR”, the “Company” or “our”) had five classes of securities: our common stock, par value $0.01 per share (“Common Stock”), Series A Preferred Stock, no par value per share (“Series A Preferred”); Series B Convertible

March 5, 2026 EX-19.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. INSIDER TRADING POLICY

Exhibit 19.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. INSIDER TRADING POLICY Wheeler Real Estate Investment Trust, Inc. (the “Company”) has adopted the following Insider Trading Policy (the “Policy”), which prohibits trading based on Material Nonpublic Information (as such term is defined herein). The Policy covers: •each member of the Company’s Board of Directors (“Board Member”); •each officer

March 5, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 5, 2026 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 5, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

March 5, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 27 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 27 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

March 5, 2026 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35713 WHEELER REAL ESTATE INVEST

March 4, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 26, 2026 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 26, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

March 4, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 33 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 33 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

March 4, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 26 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 26 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

February 24, 2026 RW

February 24, 2026

February 24, 2026 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, NE Washington, D.C. 20549 Re: Wheeler Real Estate Investment Trust, Inc. Request to Withdraw Registration Statement on Form S-11 File No. 333-256015 Ladies and Gentlemen: Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended

February 20, 2026 EX-10.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT

Exhibit 10.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, OR OTHERWISE TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURIT

February 20, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 32 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 32 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

February 20, 2026 EX-10.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 EXECUTION VERSION WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of February 19, 2026, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and the Persons identified on Schedule A hereto (each, an “Investor,”

February 20, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 25 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 25 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

February 20, 2026 EX-10.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 EXECUTION VERSION WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of February 19, 2026, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and the Persons identified on Schedule A hereto (each, an “Investor,”

February 20, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 13, 2026 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 13, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

February 20, 2026 EX-10.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT

Exhibit 10.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, OR OTHERWISE TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURIT

February 20, 2026 EX-10.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 EXECUTION VERSION WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of February 19, 2026, by and among Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Company”), and the Persons identified on Schedule A hereto (each, an “Investor,”

February 20, 2026 EX-10.3

[remainder of page intentionally blank; signature pages follow]

Exhibit 10.3 February 19, 2026 CONFIDENTIAL Wheeler Real Estate Investment Trust, Inc. 2529 Virginia Beach Boulevard Virginia Beach, VA 23452 Attention: Chief Executive Officer Re: Participation Rights and Expense Reimbursement Letter Agreement Ladies and Gentlemen: Reference is made to those certain Amended and Restated Common Stock Purchase Warrants by and between each of (i) Magnetar Structured

February 20, 2026 EX-10.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANT

Exhibit 10.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, OR OTHERWISE TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURIT

February 20, 2026 EX-10.3

[remainder of page intentionally blank; signature pages follow]

Exhibit 10.3 February 19, 2026 CONFIDENTIAL Wheeler Real Estate Investment Trust, Inc. 2529 Virginia Beach Boulevard Virginia Beach, VA 23452 Attention: Chief Executive Officer Re: Participation Rights and Expense Reimbursement Letter Agreement Ladies and Gentlemen: Reference is made to those certain Amended and Restated Common Stock Purchase Warrants by and between each of (i) Magnetar Structured

February 20, 2026 EX-10.3

[remainder of page intentionally blank; signature pages follow]

Exhibit 10.3 February 19, 2026 CONFIDENTIAL Wheeler Real Estate Investment Trust, Inc. 2529 Virginia Beach Boulevard Virginia Beach, VA 23452 Attention: Chief Executive Officer Re: Participation Rights and Expense Reimbursement Letter Agreement Ladies and Gentlemen: Reference is made to those certain Amended and Restated Common Stock Purchase Warrants by and between each of (i) Magnetar Structured

February 9, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 24 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 24 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

February 9, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 6, 2026 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 6, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

February 9, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 31 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 31 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

February 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 23 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 23 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

February 6, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 5, 2026 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): February 5, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

February 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 30 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 30 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

January 14, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

January 14, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

January 14, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 29 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 29 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

January 14, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

January 14, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 22 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 22 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

January 14, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

January 14, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): January 8, 2026 WHEELER REAL ESTA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): January 8, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpo

January 14, 2026 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every three sh

January 14, 2026 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

January 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 21 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 21 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

January 6, 2026 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 28 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 28 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

January 6, 2026 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): January 5, 2026 WHEELER REAL ESTA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): January 5, 2026 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpo

December 17, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): December 12, 2025 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): December 12, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

December 17, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 27 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 27 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

December 17, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 20 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 20 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

December 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): December 5, 2025 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): December 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

December 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 26 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 26 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

December 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 19 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 19 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

December 4, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 18 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 18 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

December 4, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 25 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 25 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

December 4, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): December 1, 2025 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): December 1, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

November 25, 2025 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every two shar

November 25, 2025 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every two shar

November 25, 2025 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

November 25, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 24 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 24 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

November 25, 2025 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

November 25, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 17 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 17 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

November 25, 2025 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every two shar

November 25, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 25, 2025 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 25, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

November 25, 2025 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

November 20, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 20, 2025 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 20, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

November 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 16 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 16 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

November 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 23 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 23 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

November 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 6, 2025 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 6, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

November 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 5, 2025 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): November 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

November 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 14 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 14 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

November 6, 2025 EX-99.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS THIRD QUARTER 2025 FINANCIAL AND OPERATING RESULTS

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS THIRD QUARTER 2025 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – November 6, 2025 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the three and nine months ended September 30, 2025 with the filing of its

November 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 22 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 22 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, In

November 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 15 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 15 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, In

November 6, 2025 EX-99.2

Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 14 Consolidated Statements of Operations 15 Reconciliation of Non-GAAP Me

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 14 Consolidated Statements of Operations 15 Reconciliation of Non-GAAP Measures 16 Debt Summary 19 Portfolio Summary Property Summary 21 Top Ten Tenants by Annualized Base Rent and Lease Expiration Schedules 24

November 6, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35713

November 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 21 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 21 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

October 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 13 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 13 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

October 20, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 15, 2025 WHEELER REAL EST

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 15, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorp

October 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 20 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 20 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

October 7, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 19 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 19 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

October 7, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 12 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 12 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

October 7, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 6, 2025 WHEELER REAL ESTA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 6, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpo

September 30, 2025 144

144

144 0001397076 XXXXXXXX LIVE 0001527541 Wheeler Real Estate Investment Trust, Inc.

September 17, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 11 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 11 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

September 17, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 18 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 18 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

September 17, 2025 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

September 17, 2025 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every five sha

September 17, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): September 16, 2025 WHEELER REAL E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): September 16, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of inco

September 17, 2025 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

September 17, 2025 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every five sha

September 17, 2025 EX-3.2

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

September 17, 2025 EX-3.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every five sha

September 16, 2025 144

144

144 0001397076 XXXXXXXX LIVE 0001527541 Wheeler Real Estate Investment Trust, Inc.

September 12, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 10 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 10 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,04

September 12, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): September 9, 2025 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): September 9, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

September 12, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 17 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 17 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

September 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 9 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 9 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

September 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): September 5, 2025 WHEELER REAL ES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): September 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incor

September 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 16 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 16 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

September 2, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 8 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 8 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

September 2, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 27, 2025 WHEELER REAL ESTA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 27, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpo

September 2, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 15 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 15 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

August 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 14 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 14 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

August 20, 2025 8-K

Unregistered Sales of Equity Securities, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 18, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpo

August 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 7 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 7 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

August 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 5, 2025 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

August 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 6 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 6 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

August 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 13 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 13 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B

August 5, 2025 EX-99.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS SECOND QUARTER 2025 FINANCIAL AND OPERATING RESULTS

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS SECOND QUARTER 2025 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – August 5, 2025 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the three and six months ended June 30, 2025 with the filing of its Quarte

August 5, 2025 EX-99.2

Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 13 Consolidated Statements of Operations and Comprehensive Income (Loss)

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 13 Consolidated Statements of Operations and Comprehensive Income (Loss) 14 Reconciliation of Non-GAAP Measures 15 Debt Summary 18 Portfolio Summary Property Summary 20 Top Ten Tenants by Annualized Base Rent a

August 5, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35713 WHEE

August 5, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 12 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 12 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, In

August 5, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 5 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 5 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc.

August 5, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 5, 2025 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): August 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

July 25, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 4 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 4 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

July 25, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): July 21, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): July 21, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

July 25, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

424B3 1 a8kjuly222025exchange.htm 424B3 Prospectus Supplement No. 11 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 11 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estat

July 11, 2025 ARS

ARS

+$*)**) )+(*)$ .$%##))%$ -2D9:?8E@?    %(# ! $$+"(&%(*&+()+$**%) *%$ @C 5%*)+(* ).$* %  @ CE967:D42= J62 C6?565646>36C   %(  *($)*%$(&%(*&+()+$**%)*%$ %( 5%*)+(*).$ *%  @ C E96EC2?D:E:@ ?A6C:@57C@>111111111E@111111111 @>>:DD:@ ?7:=6?F>36C 

July 11, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934         Filed by the Registrant     ☒ Filed by a Party other than the Registrant      ☐         Check the appropriate box: ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by R

July 11, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

TABLE OF CONTENTS         Prospectus Supplement No. 10 (To Prospectus dated July 22, 2021)     Filed pursuant to Rule 424(b)(3) Registration No. 333-256699           Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 10 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estat

July 11, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934         Filed by the Registrant     ☒ Filed by a Party other than the Registrant      ☐         Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only

July 11, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

TABLE OF CONTENTS         Prospectus Supplement No. 3 (To Prospectus dated June 20, 2025)     Filed pursuant to Rule 424(b)(3) Registration No. 333-287930           Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 3 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate

July 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 9 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 9 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

July 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 2 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 2 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

July 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): July 7, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): July 7, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

July 1, 2025 PRE 14A

PRELIMINARY PROXY STATEMENT SUBJECT TO COMPLETION, DATED JULY 1, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS PRELIMINARY PROXY STATEMENT SUBJECT TO COMPLETION, DATED JULY 1, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 20, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): June 20, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): June 20, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

June 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 1 Filed pursuant to Rule 424(b)(3) (To Prospectus dated June 20, 2025) Registration No. 333-287930 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 1 (this “Prospectus Supplement”) to our Prospectus, dated June 20, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 100,043,

June 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc. 100,043,323 Shares of Common Stock

Filed pursuant to Rule 424(b)(3) Registration No. 333-287930 PROSPECTUS Wheeler Real Estate Investment Trust, Inc. 100,043,323 Shares of Common Stock This Prospectus relates to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. (the “Company,” “our”, “we” or “us”) of up to 100,043,323 shares of our common stock, par value $0.01 per share (“Common Stock”). The holders (the

June 20, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 8 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 8 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

June 17, 2025 CORRESP

WHEELER REAL ESTATE INVESTMENT TRUST, INC. 2529 Virginia Beach Blvd. Virginia Beach, Virginia 23452 (757) 627-9088

WHEELER REAL ESTATE INVESTMENT TRUST, INC. 2529 Virginia Beach Blvd. Virginia Beach, Virginia 23452 (757) 627-9088 June 17, 2025 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Stacie Gorman, Esq. Office of Real Estate & Construction Re: Request for Acceleration of Effectiveness of Wheeler Real Estate Investment Trust

June 16, 2025 LETTER

LETTER

June 16, 2025 M. Andrew Franklin Chief Executive Officer Wheeler Real Estate Investment Trust, Inc. 2529 Virginia Beach Blvd. Virginia Beach, VA 23452 Re: Wheeler Real Estate Investment Trust, Inc. Registration Statement on Form S-11 Filed June 10, 2025 File No. 333-287930 Dear M. Andrew Franklin: This is to advise you that we have not reviewed and will not review your registration statement. Plea

June 13, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 7 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 7 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

June 13, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 14 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 14 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,

June 13, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): June 11, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): June 11, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

June 10, 2025 S-11

As filed with the Securities and Exchange Commission on June 10, 2025

As filed with the Securities and Exchange Commission on June 10, 2025 Registration No.

June 10, 2025 EX-FILING FEES

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Tables Form S-11 (Form Type) Wheeler Real Estate Investment Trust, Inc.

June 10, 2025 EX-4.1

Form of Certificate of Common Stock of Wheeler Real Estate Investment Trust, Inc.*

Exhibit 4.1 SEAL 6/23/11 MARYLAND THIS CERTIFIES THAT is the owner of DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR, FULLY - PAID AND NON - ASSESSABLE SHARES OF THE COMMON STOCK OF Wheeler Real Estate Investment Trust, Inc . (hereinafter called the “Company”) , transferable on the books of the Company in person or by duly authorized attorney, up

June 10, 2025 EX-21.1

Subsidiaries of Wheeler Real Estate Investment Trust, Inc.*

Exhibit 21.1 SUBSIDIARIES OF WHEELER REAL ESTATE INVESTMENT TRUST, INC. CEDAR BRICKYARD, LLC CEDAR CENTER HOLDINGS L.L.C. 3 CEDAR GOLDEN TRIANGLE, LLC CEDAR HAMBURG, LLC CEDAR PCP-SAN SOUCI, LLC CEDAR REALTY TRUST PARTNERSHIP, L.P. CEDAR REALTY TRUST, INC CEDAR SOUTHINGTON PLAZA, LLC CEDAR-CARLL’S CORNER, LLC CEDAR-COLISEUM FF, LLC CEDAR-FAIRVIEW COMMONS, LLC CEDAR-FIELDSTONE MARKETPLACE, LP CEDAR

June 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): June 5, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): June 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

June 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 6 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 6 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

June 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 13 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 13 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,

May 22, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 12 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 12 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,

May 22, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 5 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 5 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

May 22, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 20, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 20, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

May 21, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 21, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 21, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporat

May 21, 2025 EX-3.1

First Amendment (Reverse Stock Split)

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every seven sh

May 21, 2025 EX-3.1

Articles of Amendment of Wheeler Real Estate Investment Trust, Inc., filed with SDAT on May 21, 2025

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every seven sh

May 21, 2025 EX-3.1

First Amendment (Reverse Stock Split)

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every seven sh

May 21, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 4 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 4 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

May 21, 2025 EX-3.2

Second Amendment (Par Value Decrease)

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

May 21, 2025 EX-3.2

Articles of Amendment of Wheeler Real Estate Investment Trust, Inc., filed with SDAT on May 21, 2025

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

May 21, 2025 EX-3.2

Second Amendment (Par Value Decrease)

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

May 21, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 11 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 11 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,

May 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 9 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 9 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc.

May 6, 2025 EX-99.2

Supplemental financial information for the three months ended March 31, 2025.

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 12 Consolidated Statements of Operations 13 Reconciliation of Non-GAAP Measures 14 Debt Summary 17 Portfolio Summary Property Summary 19 Top Ten Tenants by Annualized Base Rent and Lease Expiration Schedules 22

May 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Table of Contents Prospectus Supplement No. 2 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 2 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc.

May 6, 2025 EX-99.1

Press release, dated May 6, 2025.

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FIRST QUARTER 2025 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – May 6, 2025 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the three months ended March 31, 2025 with the filing of its Quarterly Report

May 6, 2025 EX-99.2

Supplemental financial information for the three months ended March 31, 2025.

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 12 Consolidated Statements of Operations 13 Reconciliation of Non-GAAP Measures 14 Debt Summary 17 Portfolio Summary Property Summary 19 Top Ten Tenants by Annualized Base Rent and Lease Expiration Schedules 22

May 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 3 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 3 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

May 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 10 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 10 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,

May 6, 2025 EX-99.2

Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 12 Consolidated Statements of Operations 13 Reconciliation of Non-GAAP Me

Exhibit 99.2 Table of Contents Page Glossary of Terms 4 Company Overview 6 Financial and Portfolio Overview 7 Financial and Operating Results 8 Financial Summary Consolidated Balance Sheets 12 Consolidated Statements of Operations 13 Reconciliation of Non-GAAP Measures 14 Debt Summary 17 Portfolio Summary Property Summary 19 Top Ten Tenants by Annualized Base Rent and Lease Expiration Schedules 22

May 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 8 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 8 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

May 6, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35713 WHE

May 6, 2025 EX-99.1

WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FIRST QUARTER 2025 FINANCIAL AND OPERATING RESULTS

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FIRST QUARTER 2025 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – May 6, 2025 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the three months ended March 31, 2025 with the filing of its Quarterly Report

May 6, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 1 Filed pursuant to Rule 424(b)(3) (To Prospectus dated July 22, 2021) Registration No. 333-256699 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 1 (this “Prospectus Supplement”) to our Prospectus, dated July 22, 2021 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of our Series B C

May 6, 2025 EX-99.1

Press release, dated May 6, 2025.

Exhibit 99.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ANNOUNCES THE RELEASE OF ITS FIRST QUARTER 2025 FINANCIAL AND OPERATING RESULTS VIRGINIA BEACH, VA – May 6, 2025 – Wheeler Real Estate Investment Trust, Inc. (NASDAQ: WHLR) (the "Company") announced today that it has reported its financial and operating results for the three months ended March 31, 2025 with the filing of its Quarterly Report

May 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 5, 2025 WHEELER REAL ESTATE I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporati

May 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 6, 2025 WHEELER REAL ESTATE I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): May 6, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorporati

April 29, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 7 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 7 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

April 29, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 25, 2025 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 25, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

April 15, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 6 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 6 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

April 15, 2025 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 10, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

April 8, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 5 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 5 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

April 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 7, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): April 7, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

March 24, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 24, 2025 WHEELER REAL ESTAT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 24, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

March 24, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 4 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 4 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

March 21, 2025 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 21, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpor

March 21, 2025 EX-3.2

Articles of Amendment of Wheeler Real Estate Investment Trust, Inc., filed with SDAT on March 21, 2025

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

March 21, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 3 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 3 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

March 21, 2025 EX-3.2

Second Amendment (Par Value Decrease)

Exhibit 3.2 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the Effective Time (as defined below) of these Articles of Amendment, the charter of the Corporation (the “Charter”) was

March 21, 2025 EX-3.1

First Amendment (Reverse Stock Split)

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every five sha

March 21, 2025 EX-3.1

Articles of Amendment of Wheeler Real Estate Investment Trust, Inc., filed with SDAT on March 21, 2025

Exhibit 3.1 WHEELER REAL ESTATE INVESTMENT TRUST, INC. ARTICLES OF AMENDMENT Wheeler Real Estate Investment Trust, Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation (the “Charter”) is hereby amended to provide that (a) at the Effective Time (as defined below), every five sha

March 7, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 4, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 4, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

March 7, 2025 424B3

Wheeler Real Estate Investment Trust, Inc.

Prospectus Supplement No. 2 Filed pursuant to Rule 424(b)(3) (To Prospectus dated March 5, 2025) Registration No. 333-284585 Wheeler Real Estate Investment Trust, Inc. This is Prospectus Supplement No. 2 (this “Prospectus Supplement”) to our Prospectus, dated March 5, 2025 (the “Prospectus”), relating to the issuance from time to time by Wheeler Real Estate Investment Trust, Inc. of up to 5,005,01

March 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 5, 2025 WHEELER REAL ESTATE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): March 5, 2025 WHEELER REAL ESTATE INVESTMENT TRUST, INC. (Exact name of registrant as specified in its charter) Maryland 001-35713 45-2681082 (State or other jurisdiction of incorpora

How Much do you Like Fintel?
Please share your opinion of our service!
Excellent Bad
Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista