| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | WHLR | Common Stock | 65.5K | Nov 14, 2024 | See footnote | F1 | |||||
| holding | WHLR | Common Stock | 9.84K | Nov 14, 2024 | See footnote | F2 | |||||
| holding | WHLR | Common Stock | 18.6K | Nov 14, 2024 | See footnote | F3 | |||||
| holding | WHLR | Common Stock | 248 | Nov 14, 2024 | See footnote | F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$1.21M | -50.5K | -49.87% | $24.01 | 50.7K | Nov 14, 2024 | Common Stock | 20 | $61,056.00 | See footnote | F1, F7, F8 |
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$174K | -7.24K | -49.87% | $24.01 | 7.28K | Nov 14, 2024 | Common Stock | 2 | $61,056.00 | See footnote | F2, F7, F8 |
| transaction | WHLR | Series D Cumulative Convertible Preferred Stock | Sale | -$175K | -7.29K | -49.87% | $24.01 | 7.33K | Nov 14, 2024 | Common Stock | 2 | $61,056.00 | See footnote | F3, F7, F8 |
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $18.3M | Nov 14, 2024 | Common Stock | 7.71M | $2.37 | See footnote | F1, F5, F6 | |||||
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $2.62M | Nov 14, 2024 | Common Stock | 1.11M | $2.37 | See footnote | F2, F5, F6 | |||||
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $4.13M | Nov 14, 2024 | Common Stock | 1.74M | $2.37 | See footnote | F3, F5, F6 | |||||
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $240K | Nov 14, 2024 | Common Stock | 101K | $2.37 | See footnote | F4, F5, F6 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 405 | Nov 14, 2024 | Common Stock | 0 | $61,056.00 | See footnote | F4, F8 | |||||
| holding | WHLR | Series B Convertible Preferred Stock | 596K | Nov 14, 2024 | Common Stock | 103 | $144,000.00 | See footnote | F1, F9 | |||||
| holding | WHLR | Series B Convertible Preferred Stock | 85.8K | Nov 14, 2024 | Common Stock | 14 | $144,000.00 | See footnote | F2, F9 | |||||
| holding | WHLR | Series B Convertible Preferred Stock | 135K | Nov 14, 2024 | Common Stock | 23 | $144,000.00 | See footnote | F3, F9 |
| Id | Content |
|---|---|
| F1 | These securities are owned directly by Stilwell Activist Investments, L.P. ("SAI") and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Stilwell Value LLC ("Value"), which is the general partner of SAI. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
| F2 | These securities are owned directly by Stilwell Activist Fund, L.P. ("SAF") and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Value, which is the general partner of SAF. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
| F3 | These securities are owned directly by Stilwell Value Partners VII, L.P. ("SVP VII") and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Value, which is the general partner of SVP VII. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
| F4 | These securities are owned directly by Stilwell Associates, L.P. ("SA") and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Value, which is the general partner of SA. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
| F5 | The Issuer's 7.00% Subordinated Convertible Notes due 2031 (the "Notes") are convertible, in whole or in part, at any time, at the option of the holders thereof, into shares of the Issuer's common stock at a conversion price of $2.37 per share (10.53 common shares for each $25.00 of principal amount of the Notes being converted). |
| F6 | Interest on the Notes may be payable, at the Issuer's election, in cash, in shares of the Issuer's Series B Convertible Preferred Stock ("Series B Preferred Stock") or in shares of the Issuer's Series D Cumulative Convertible Preferred Stock ("Series D Preferred Stock"), in each case as set forth in the Notes. The number of shares of the Issuer's common stock indicated in the Table is based on the outstanding principal amount of the Notes held by the Reporting Person. |
| F7 | This Form 4 reports the following sales of the Series D Preferred Stock on November 14, 2024: (i) SAI sold 50,465 shares at $24.0075 per share, (ii) SAF sold 7,244 shares at $24.0075 per share, and (iii) SVP VII sold 7,291 shares at $24.0075 per share. |
| F8 | Each share of Series D Preferred Stock is convertible, in whole or in part, at any time, at the option of the holders thereof, into 0.000409 shares of the Issuer's common stock (a conversion price of $61,056 per share of common stock). Series D Preferred Stock has no expiration date. |
| F9 | Each share of Series B Preferred Stock is convertible, in whole or in part, at any time, at the option of the holders thereof, into 0.000174 shares of the Issuer's common stock (a conversion price of $144,000 per share of common stock). Series B Preferred Stock has no expiration date. |
All share amounts and other data in this Form 4 are as of November 18, 2024, but prior to the effectiveness of a one-for-two reverse stock split of the Issuer's common stock, previously announced by the Issuer, to be effective at 5:00 p.m. Eastern Time on November 18, 2024, and do not reflect such reverse stock split.