| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| STILWELL JOSEPH | Director, 10%+ Owner | 200 CALLE DEL SANTO CRISTO, SAN JUAN, PUERTO RICO | /s/ Joseph Stilwell | 06 Jun 2025 | 0001113303 |
| Stilwell Value LLC | 10%+ Owner | 111 BROADWAY, 12TH FLOOR, NEW YORK | /s/ Joseph Stilwell as authorized agent for Stilwell Value LLC | 06 Jun 2025 | 0001397076 |
| Stilwell Activist Investments, L.P. | 10%+ Owner | 111 BROADWAY, 12TH FLOOR, NEW YORK | /s/ Joseph Stilwell as authorized agent for Stilwell Activist Investments, L.P. | 06 Jun 2025 | 0001573720 |
| Stilwell Activist Fund, L.P. | 10%+ Owner | 111 BROADWAY, 12TH FLOOR, NEW YORK | /s/ Joseph Stilwell as authorized agent for Stilwell Activist Fund, L.P. | 06 Jun 2025 | 0001564452 |
| Stilwell Value Partners VII, L.P. | 10%+ Owner | 111 BROADWAY, 12TH FLOOR, NEW YORK | /s/ Joseph Stilwell as authorized agent for Stilwell Value Partners VII, L.P. | 06 Jun 2025 | 0001555931 |
| STILWELL ASSOCIATES L P | 10%+ Owner | 111 BROADWAY, 12TH FLOOR, NEW YORK | /s/ Joseph Stilwell as authorized agent for Stilwell Associates, L.P. | 06 Jun 2025 | 0000913960 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | WHLR | Common Stock | Award | +806 | 806 | 05 Jun 2025 | See footnote | F4, F5 | |||
| holding | WHLR | Common Stock | 232 | 04 Jun 2025 | See footnote | F1 | |||||
| holding | WHLR | Common Stock | 35 | 04 Jun 2025 | See footnote | F2 | |||||
| holding | WHLR | Common Stock | 66 | 04 Jun 2025 | See footnote | F3 |
| 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 | Disposed to Issuer | -100 | -9.9% | 909 | 05 Jun 2025 | Common Stock | 0 | $17095680.00 | See footnote | F4, F8, F9 | ||
| transaction | WHLR | Series B Convertible Preferred Stock | Sale | $41,352 | -10,338 | -1.8% | $4.00 | 578,645 | 04 Jun 2025 | Common Stock | 0 | $40320000.00 | See footnote | F1, F10, F11 |
| transaction | WHLR | Series B Convertible Preferred Stock | Sale | $5,968 | -1,492 | -1.8% | $4.00 | 83,488 | 04 Jun 2025 | Common Stock | 0 | $40320000.00 | See footnote | F2, F10, F11 |
| transaction | WHLR | Series B Convertible Preferred Stock | Sale | $9,376 | -2,344 | -1.8% | $4.00 | 131,199 | 04 Jun 2025 | Common Stock | 0 | $40320000.00 | See footnote | F3, F10, F11 |
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $18,302,425 | 04 Jun 2025 | Common Stock | 6,491,806 | $2.82 | See footnote | F1, F6, F7 | |||||
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $2,624,950 | 04 Jun 2025 | Common Stock | 931,060 | $2.82 | See footnote | F2, F6, F7 | |||||
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $4,125,000 | 04 Jun 2025 | Common Stock | 1,463,123 | $2.82 | See footnote | F3, F6, F7 | |||||
| holding | WHLR | 7.00% Subordinated Convertible Notes due 2031 | $239,875 | 04 Jun 2025 | Common Stock | 85,082 | $2.82 | See footnote | F4, F6, F7 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 82,499 | 04 Jun 2025 | Common Stock | 0 | $17095680.00 | See footnote | F1, F8 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 11,837 | 04 Jun 2025 | Common Stock | 0 | $17095680.00 | See footnote | F2, F8 | |||||
| holding | WHLR | Series D Cumulative Convertible Preferred Stock | 15,097 | 04 Jun 2025 | Common Stock | 0 | $17095680.00 | See footnote | F3, F8 |
| 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 | Represents shares of the Issuer's common stock that were acquired as a result of the Issuer settling redemption requests for the Issuer's Series D Cumulative Convertible Preferred Stock ("Series D Preferred Stock") in shares of the Issuer's common stock. The redemption price for each share of Series D Preferred Stock was approximately $41.34 ($25.00 per share plus the amount of all accrued but unpaid dividends to and including the redemption date). The number of shares of common stock issued upon redemption of Series D Preferred Stock was based on a common stock price of $5.13, which was the volume weighted average of the closing sales price, as reported on the Nasdaq Capital Market, per share of common stock for the ten consecutive trading days immediately preceding, but not including, the redemption date. |
| F6 | 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 approximately $2.82 per share (approximately 8.87 common shares for each $25.00 of principal amount of the Notes being converted). |
| F7 | 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 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. |
| 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 0.000001 shares of the Issuer's common stock (a conversion price of $17,095,680 per share of common stock). Series D Preferred Stock has no expiration date. |
| F9 | Disposition was as a result of the redemption of Series D Preferred Stock, which was settled in shares of the Issuer's common stock at a redemption price of approximately $41.34 per share of Series D Preferred Stock ($25.00 per share plus the amount of all accrued but unpaid dividends to and including the redemption date). |
| F10 | This Form 4 reports the following sales of Series B Preferred Stock on June 4, 2025: (i) SAI sold 10,338 shares at $4.00 per share, (ii) SAF sold 1,492 shares at $4.00 per share, and (iii) SVP VII sold 2,344 shares at $4.00 per share. |
| F11 | 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 0.0000006 shares of the Issuer's common stock (a conversion price of $40,320,000 per share of common stock). Series B Preferred Stock has no expiration date. |