Wheeler Real Estate Investment Trust, Inc.

Item 5.08 Shareholder Director Nominations. 2026 Annual Meeting of Stockholders Wheeler Real Estate Investment Trust, Inc. (the “Company”) plans to hold its 2026 annual meeting of stockholders (the “2026 Annual Meeting”) on Friday, December 4, 2026. The 2026 Annual Meeting will be held in person in San Juan, Puerto Rico. Stockholders of record at the close of business on October 2, 2026 will be entitled to notice of and to vote at the 2026 Annual Meeting. Stockholder Proposal and Director Nomination Deadlines Because the scheduled date of the 2026 Annual Meeting is more than 30 days from the anniversary of the date of the Company’s 2025 annual meeting of stockholders, which was held on August 20, 2025, the deadlines for stockholders to propose actions for consideration or to nominate individuals to serve as directors at the 2026 Annual Meeting previously set forth in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission (the “SEC”) on July 11, 2025 no longer apply. Therefore, the Company is providing notice of revised deadlines in connection with the 2026 Annual Meeting as set forth below. Revised Deadline for Rule 14a-8 Stockholder Proposals - October 14, 2026 Stockholder proposals made pursuant to Rule 14a-8 (“Rule 14a-8”) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to be presented at the 2026 Annual Meeting and included in the Company’s proxy statement and form of proxy relating to that meeting must be received by the Company no later than 5:00 p.m., Eastern Time, on October 14, 2026, which the Company determined to be a reasonable time before it expects to begin to print and send its proxy materials. All proposals submitted pursuant to Rule 14a-8 must comply with the rules and regulations promulgated by the SEC. Revised Deadline Under Advance Notice Bylaw Provision - October 16, 2026 In accordance with the requirements contained in the Company’s bylaws (the “Bylaws”), stockholders of the Company who wish to nominate a person for election as a director or bring business before the 2026 Annual Meeting outside the processes of Rule 14a-8 must ensure that written notice thereof (including all information specified in the Bylaws) is delivered to the Company’s Secretary at the Company’s principal executive office no later than 5:00 p.m., Eastern Time, on October 16, 2026, which is the tenth calendar day following the date of this Current Report on Form 8-K. Any such proposal must meet the requirements set forth in the Bylaws to be brought before the 2026 Annual Meeting. Revised Deadline Under Universal Proxy Rules - October 16, 2026 In addition to satisfying the foregoing requirements, to comply with the universal proxy rules, in order for stockholders to give timely notice of nominations for directors for inclusion on a universal proxy card in connection with the 2026 Annual Meeting, stockholders must provide notice that sets forth the information required by Rule 14a-19 of the Exchange Act by October 16, 2026, which is the tenth calendar day following the date of this Current Report on Form 8-K. Requirements Applicable to All Proposals Proposals and notices must be in writing and received by the Company’s Secretary, Sydney Schlimgen, at 2529 Virginia Beach Boulevard, Virginia Beach, Virginia 23452, and must also comply with the Bylaws and the requirements set forth in the rules and regulations promulgated by the SEC.