Form 4: Ursa Fund Withdraws Previous SEC Filings Regarding Wheeler Real Estate Investment Trust

Ursa Fund Management, LLC and related entities withdraw previously filed Forms 3 and 4, stating they mistakenly believed they were subject to Section 16 reporting requirements due to their ownership of Series D Cumulative Preferred Stock, which is not a voting security.

Summary

• Ursa Fund Management, LLC, Ursa Fund Partners LP, Investment Opportunities 14 Segregated Portfolio, Andrew Hahn, and Russell Douglas Palmer are withdrawing previously filed SEC Forms 3 and 4.
• The filings were made under the mistaken belief that they were subject to Section 16 reporting requirements due to their beneficial ownership of more than 10% of Wheeler Real Estate Investment Trust's Series D Cumulative Preferred Stock.
• The Series D Preferred is not a voting security, and therefore ownership of it does not trigger Section 16 obligations.
• The withdrawn filings include a Form 3 filed on November 25, 2024, and eight Forms 4 filed on various dates between November 25, 2024, and January 8, 2025.
• The reporting persons will no longer file reports on Form 4 to report their transactions in the equity securities of Wheeler Real Estate Investment Trust.

Sentiment

Score: 7

Explanation: The document is a correction of a previous error, indicating a commitment to compliance. The sentiment is neutral to slightly positive as it resolves a misunderstanding.

Future Outlook

The reporting persons will no longer file reports on Form 4 to report their transactions in the equity securities of Wheeler Real Estate Investment Trust.

Industry Context

This announcement reflects the importance of accurate interpretation of SEC regulations regarding beneficial ownership and reporting requirements, particularly concerning preferred stock and its voting rights.

Stakeholder Impact

• The withdrawal clarifies the reporting obligations of Ursa Fund Management and related entities, providing accurate information to shareholders and the market.

Key Dates