| 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 | -$2.45K | -307 | -0.79% | $7.99 | 38.4K | Nov 8, 2021 | Common Stock, $0.01 par value | 191 | $40.00 | See footnote | F1, F2, F15 |
| transaction | WHLR | Series B Convertible Preferred Stock | Sale | -$2.39K | -307 | -0.8% | $7.78 | 38.1K | Nov 9, 2021 | Common Stock, $0.01 par value | 191 | $40.00 | See footnote | F1, F3, F4, F5, F15 |
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$13.2K | -812 | -0.86% | $16.22 | 93.6K | Nov 8, 2021 | Common Stock, $0.01 par value | 1.2K | $16.96 | See footnote | F4, F8, F9, F10, F15 |
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$13.2K | -812 | -0.87% | $16.28 | 92.7K | Nov 9, 2021 | Common Stock, $0.01 par value | 1.2K | $16.96 | See footnote | F4, F8, F11, F12, F15 |
| holding | WHLR | Series B Convertible Preferred Stock | 185K | Nov 8, 2021 | Common Stock, $0.01 par value | 0 | $40.00 | See footnote | F1, F6, F15 | |||||
| holding | WHLR | Series B Convertible Preferred Stock | 2.57K | Nov 8, 2021 | Common Stock, $0.01 par value | 0 | $40.00 | See footnote | F1, F7, F15 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 329K | Nov 8, 2021 | Common Stock, $0.01 par value | 0 | $16.96 | See footnote | F8, F13, F15 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 4.32K | Nov 8, 2021 | Common Stock, $0.01 par value | 0 | $16.96 | See footnote | F8, F14, F15 |
| 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 38,440 shares of Series B Convertible Preferred Stock (Series B). |
| F3 | This is the average price. The prices at which shares were actually sold range from $7.74 to $7.80. |
| F4 | 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. |
| F5 | The transaction was effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transaction, own 38,133 shares of Series B Convertible Preferred Stock (Series B). |
| F6 | 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. |
| F7 | Ownership of Steamboat Capital Partners II, LP (II) which continues to own 2568 shares of Series B. |
| F8 | Convertible at any time, with no expiration date. |
| F9 | This is the average price. The prices at which shares were actually sold range from $16.13 to $16.25. |
| F10 | The transaction was effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transaction, own 93,551 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F11 | This is the average price. The prices at which shares were actually sold range from $16.25 to $16.32. |
| F12 | The transaction was effected for certain accounts managed by Steamboat Capital Partners, LLC (IA), which after such transaction, own 92,739 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F13 | 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). |
| F14 | Ownership of Steamboat Capital Partners II, LP (II) which continues to own 4319 shares of Series D Cumulative Convertible Preferred Stock (Series D). |
| F15 | 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 2,5, 10 and 12 (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.