| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | WHLR | Series B Convertible Preferred Stock | Sale | -$2.37K | -271 | -0.66% | $8.75 | 41K | Oct 21, 2021 | Common Stock, $0.01 par value | 169 | $40.00 | See footnote | F1, F2, F13 |
| transaction | WHLR | Series B Convertible Preferred Stock | Sale | -$1.84K | -217 | -0.53% | $8.50 | 40.8K | Oct 22, 2021 | Common Stock, $0.01 par value | 135 | $40.00 | See footnote | F1, F3, F13 |
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$10.4K | -639 | -0.63% | $16.23 | 101K | Oct 21, 2021 | Common Stock, $0.01 par value | 941 | $16.96 | See footnote | F6, F7, F8, F9, F13 |
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$10.3K | -644 | -0.64% | $16.00 | 100K | Oct 22, 2021 | Common Stock, $0.01 par value | 949 | $16.96 | See footnote | F6, F10, F13 |
| holding | WHLR | Series B Convertible Preferred Stock | 185K | Oct 21, 2021 | Common Stock, $0.01 par value | 0 | $40.00 | See footnote | F1, F4, F13 | |||||
| holding | WHLR | Series B Convertible Preferred Stock | 2.57K | Oct 21, 2021 | Common Stock, $0.01 par value | 0 | $40.00 | See footnote | F1, F5, F13 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 329K | Oct 21, 2021 | Common Stock, $0.01 par value | 0 | $16.96 | See footnote | F6, F11, F13 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 4.32K | Oct 21, 2021 | Common Stock, $0.01 par value | 0 | $16.96 | See footnote | F6, F12, F13 |
| Id | Content |
|---|---|
| F1 | Convertible at any time with no expiration date, but subject to mandatory conversion if the 20 trading day volume-weighted average closing price of the Common Stock, $0.01 par value, exceeds $58. |
| F2 | The transaction was effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transaction, own 41,022 shares of Series B Convertible Preferred Stock (Series B). |
| F3 | The transaction was effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transaction, own 40,805 shares of Series B Convertible Preferred Stock (Series B). |
| F4 | Ownership of Steamboat Capital Partners Master Fund, LP (Master) which has delegated investment discretion to Steamboat Capital Partners, LLC (IA), and which continues to own 185,230 shares of Series B. |
| F5 | Ownership of Steamboat Capital Partners II, LP (II) which continues to own 2568 shares of Series B. |
| F6 | Convertible at any time, with no expiration date. |
| F7 | This is the average price. The prices at which shares were actually sold range from $16.21 to $16.25. |
| F8 | The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
| F9 | The transactions were effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transactions, own 100,756 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F10 | The transaction was effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transaction, own 100,112 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F11 | Ownership of Steamboat Capital Partners Master Fund, LP (Master) which has delegated investment discretion to Steamboat Capital Partners, LLC (IA), and which continues to own 328,828 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F12 | Ownership of Steamboat Capital Partners II, LP (II) which continues to own 4319 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F13 | Steamboat Capital Partners GP, LLC (GP) is general partner of, and entitled to receive a performance allocation from, each of Master and II. IA is entitled to receive a performance fee from the managed accounts referred to in footnotes 2, 3, 9 and 10 (the "MA"). Parsa Kiai ("Kiai") is the Managing Member of GP and IA. Accordingly, Kiai may be deemed to have a pecuniary interest in the shares owned by Master and II and IA and Kiai may be deemed to have a pecuniary interest in the shares owned by the MA. Kiai and IA are filers of this report, filing jointly but not as a group and each disclaims beneficial ownership of securities reported hereon except to the extent of its or his pecuniary interest therein. |
The ticker symbol referenced in item 2 is the symbol for the Common Stock. The symbols for the securities in which transactions actually occurred are WHLRD and WHLRP.