Stilwell Amends Wheeler REIT 13D Filing

TL;DR

Stilwell updated his Wheeler REIT 13D filing on 12/9/24. Watch this space.

AI Summary

Joseph Stilwell, through an amendment filed on December 9, 2024, has updated his Schedule 13D filing concerning Wheeler Real Estate Investment Trust, Inc. The filing indicates a change in the beneficial ownership of the company's common stock. Stilwell's address is listed as 111 Broadway, 12th Floor, New York, NY 10006.

Why It Matters

This amendment signals a potential shift in significant shareholder activity or strategy concerning Wheeler Real Estate Investment Trust, Inc., which could impact the stock's performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant shareholder activity, which can lead to increased volatility and potential strategic changes for the company.

Key Numbers

• Amendment No. 35 — Filing Amendment Number (Indicates this is a significant update to previous filings.)
• December 9, 2024 — Filing Date (Date the amendment was filed with the SEC.)
• December 5, 2024 — Event Date (Date of the event requiring the filing.)

Key Players & Entities

• Joseph Stilwell (person) — Filing person and significant shareholder
• Wheeler Real Estate Investment Trust, Inc. (company) — Subject company
• 111 Broadway, 12th Floor, New York, NY 10006 (address) — Mailing address for Joseph Stilwell
• 2529 Virginia Beach Blvd., Suite 200, Virginia Beach, VA 23452 (address) — Business and mailing address for Wheeler Real Estate Investment Trust, Inc.

FAQ

Key Financial Figures

• $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti

Filing Documents

• sc13da3510318009_12092024.htm (SC 13D/A) — 350KB
• image_002.gif (GRAPHIC) — 4KB
• 0000921895-24-002910.txt ( ) — 356KB

Security and Issuer

Item 1. Security and Issuer This is the thirty-fifth amendment (this “Thirty-Fifth Amendment”) to the original Schedule 13D, which was filed on July 3, 2017 (the “Original Schedule 13D”) and amended on August 8, 2017 (the “First Amendment”), on December 4, 2017 (the “Second Amendment”), on January 17, 2018 (the “Third Amendment”), on June 19, 2018 (the “Fourth Amendment”), on June 22, 2018 (the “Fifth Amendment”), on June 27, 2018 (the “Sixth Amendment”), on July 9, 2018 (the “Seventh Amendment”), on July 24, 2018 (the “Eighth Amendment”), on August 16, 2018 (the “Ninth Amendment”), on September 5, 2018 (the “Tenth Amendment”), on September 18, 2018 (the “Eleventh Amendment”), on October 29, 2018 (the “Twelfth Amendment”), on April 15, 2019 (the “Thirteenth Amendment”), on May 7, 2019 (the “Fourteenth Amendment”), on June 7, 2019 (the “Fifteenth Amendment”), on July 8, 2019 (the “Sixteenth Amendment”), on October 24, 2019 (the “Seventeenth Amendment”), on November 14, 2019 (the “Eighteenth Amendment”), on November 19, 2019 (the “Nineteenth Amendment”), on January 2, 2020 (the “Twentieth Amendment”), on June 17, 2020 (the “Twenty-First Amendment”), on August 12, 2020 (the “Twenty-Second Amendment”), on September 22, 2020 (the “Twenty-Third Amendment”), on December 29, 2020 (the “Twenty-Fourth Amendment”), on May 26, 2021 (the “Twenty-Fifth Amendment”), on August 24, 2021 (the “Twenty-Sixth Amendment”), on July 7, 2022 (the “Twenty-Seventh Amendment”), on September 1, 2022 (the “Twenty-Eighth Amendment”), on January 6, 2023 (the “Twenty-Ninth Amendment”), on October 2, 2023 (the “Thirtieth Amend

Identity and Background

Item 2. Identity and Background (a)-(c) This statement is filed by Joseph Stilwell with respect to the shares of Common Stock beneficially owned by Joseph Stilwell, including shares of Common Stock held in the names of Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, and Stilwell Associates in Joseph Stilwell’s capacities as the managing member and owner of Stilwell Value LLC, which is the general partner of Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, and Stilwell Associates. The business address of Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, Stilwell Associates, and Stilwell Value LLC is 111 Broadway, 12th Floor, New York, New York 10006. The business address of Joseph Stilwell is 200 Calle del Santo Cristo, Segundo Piso, San Juan, Puerto Rico 00901. 8 CUSIP No. 963025846 The principal employment of Joseph Stilwell is investment management. Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, and Stilwell Associates are private investment partnerships engaged in the purchase and sale of securities for their own accounts. Stilwell Value LLC serves as the general partner of Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, Stilwell Associates, and related partnerships. (d) During the past five years, no member of the Group has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the past five years, no member of the Group has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws, except as indicated in Schedule A attached her

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration Since we last reported purchases and sales of Common Stock, Stilwell Value Partners VII has not expended any monies to acquire securities of the Issuer. Since we last reported purchases and sales of Common Stock, Stilwell Activist Fund has not expended any monies to acquire securities of the Issuer. Since we last reported purchases and sales of Common Stock, Stilwell Activist Investments has not expended any monies to acquire securities of the Issuer. Since we last reported purchases and sales of Common Stock, Stilwell Associates has not expended any monies to acquire securities of the Issuer.

Purpose of Transaction

Item 4. Purpose of Transaction We are filing this Thirty-Fifth Amendment to report that on December 5, 2024, the Group entered into the Letter Agreement Amendment with the Issuer, which is defined and further discussed in Item 6 of this Thirty-Fifth Amendment. A copy of the Letter Agreement Amendment is attached as Exhibit 25 hereto. Our purpose in acquiring the Common Stock of the Issuer is to profit from the appreciation in the Issuer’s securities and the market price of the shares of Common Stock through asserting shareholder rights. Members of the Group may seek to make additional purchases or sales of shares of Common Stock. Except as described in this filing, no member of the Group has any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of Item 4 of Schedule 13D. Members of the Group may, at any time and from time to time, review or reconsider their positions and formulate plans or proposals with respect thereto. Since 2000, members or affiliates of the Group have taken an ‘activist position’ in 76 other publicly-traded companies. Currently, members or affiliates of the Group file Schedule 13Ds to disclose greater than 5% positions only in SEC-reporting companies. For simplicity, these affiliates are referred to below as the “Group,” “we,” “us,” or “our.” In each instance, our purpose has been to profit from the appreciation in the market price of the shares we held by asserting shareholder rights. In addition, we believed that the values of the companies’ assets were not adequately reflected in the market prices of their shares. Our actions are described below. We have categorized the descriptions of our actions with regard to the issuers based upon certain outcomes (whether or not, directly or indirectly, such outcomes resulted from the actions of the Group). Within categories I through III below, the d

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View this SC 13D/A filing on SEC EDGAR