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Franklin Michael Andrew 的 Form 4/A 修正申報

修正

Wheeler Real Estate Investment Trust, Inc.(WHLR),2021/9/21 申報

申報編號
0001213900-21-049157
申報時間
2021/9/21 17:29 ET
交易日
2021/8/13-8/19
申報延遲
39 天
10b5-1 計畫
表單沒有這欄(2023 年以前)
原始申報日
2021/9/21

這份申報列了 2 筆衍生性交易。交易後 39 天申報。

這份修正申報取代了 0001213900-21-044204(2021/8/23 申報)。

申報人

一份 Form 4 可以有好幾位申報人,例如本人與他控制的基金。各交易表上顯示的是第一位。

這份申報的申報人
申報人與公司的關係
Franklin Michael AndrewCIK 0001697904高階主管(代理執行長)

非衍生性證券(表 I)

普通股等股票的取得與處分,每一列是申報上的一筆。

這份申報沒有這一類的交易。

衍生性證券(表 II)

選擇權、認股權證、限制型股票單位等。股數是標的股票的股數;單價與金額是衍生證券本身的價格,交易後持有是衍生證券的單位數。

衍生性證券的交易
交易日證券交易標的股數單價金額交易後持有持有方式旗標
2021/8/13Subscription Rights (right to buy)M行使選擇權處分−1,069$0.00$00直接
2021/8/19Common StockP買進取得+4,276$26,725.00––直接價格異常

附註與備註

本站收錄交易價格引用的附註、修正申報(Form 4/A)的全部附註,以及申報的備註。其他附註,例如間接持有的方式、交易計畫的細節,請看 SEC EDGAR 上的原文。

F1

Represents the Reporting Person's pro rata exercise of non-transferable subscription rights in the Issuer's rights offering (the "Rights Offering") for the purchase of up to $30 million in aggregate principal amount of the Issuer's 7.00% senior subordinated convertible notes due 2031 (the "Notes"). Pursuant to the Rights Offering, the Issuer distributed to holders of its common stock, as of 5:00 p.m. New York City time on June 1, 2021 (the "Record Date"), non-transferable subscription rights to purchase Notes. Each holder of the Issuer's common stock as of the Record Date received one right for each eight shares of the Issuer's common stock owned, and each right entitled a holder to purchase $25.00 principal amount of Notes.

F2

The Rights Offering expired at 5:00 p.m. New York City time on August 13, 2021.

F3

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 $6.25 per share (the "Conversion Price") (4 common shares for each $25.00 of principal amount of the Notes being converted); provided, however, that if at any time after September 21, 2023 holders of the Issuer's Series D Cumulative Convertible Preferred Stock ("Series D Preferred Stock") have elected to cause the Issuer to redeem (payable in cash or stock) at least 100,000 shares of Series D Preferred Stock in the aggregate, then the Conversion Price shall be adjusted to the lower of (i) a 45% discount to the Conversion Price or (ii) a 45% discount to the lowest price at which any holder of Series D Preferred Stock had its Series D Preferred Stock redeemed into shares of the Issuer's common stock.

F4

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 (the "Series B Preferred Stock") or in shares of Series D Preferred Stock, in each case as set forth in the Notes. The Series B Preferred Stock and Series D Preferred Stock are both convertible into shares of the Issuer's common stock at the option of the holder thereof at any time. The Notes bear interest at the rate of 7% per annum. 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 as of August 19, 2021, and assumes that the Issuer will later pay all interest thereon in cash.

F5

The Notes subscribed for in the Rights Offering were delivered through the clearing systems of the Depository Trust Company and such delivery was completed on August 19, 2021.

備註

This Form 4 is being amended to correct the version previously filed on August 23, 2021, which incorrectly reported the Reporting Person's common stock ownership without taking into effect the Issuer's March 31, 2017 one-for-eight reverse stock split of its common stock (the "Reverse Stock Split"). The amount of common stock reflected on this Form 4 has been adjusted to reflect the Reverse Stock Split. All other information previously reported is unchanged.

看 SEC EDGAR 上的完整原文 (在新分頁開啟)