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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0000904853 XXXXXXXX LIVE 5 SERIES D CUMULATIVE PREFERRED STOCK 01/30/2026 false 0001527541 963025606 Wheeler Real Estate Investment Trust, Inc. RIVERSEDGE NORTH 2529 VIRGINIA BEACH BLVD., SUITE 200 VIRGINIA BEACH VA 23452 HOWARD AMSTER 2165951047 521 35TH ST WEST PALM BEACH FL 33407 0000904853 N Amster Howard a PF N X1 371449.00 371449.00 371449.00 371449.00 371449.00 N 23.5 IN *Includes: (i) 266,881 shares that are owned directly by Mr. Amster; (ii) 800 shares held by Amster Limited Partnership over which Mr. Amster, as the sole general partner, has sole voting and dispositive power; (iii) 87,288 shares that are owned in the aggregate by the trusts jointly filing herewith over which Mr. Amster, as sole trustee, has sole voting and dispositive power; and (iv)16,480 shares held by the Howard Amster Foundation which Mr. Amster, as President, has sole voting and dispositive power. **Denominator is based on the 1,577,848 shares of Series D Cumulative Preferred stock outstanding as of January 6, 2026 as reported by the Issuer on Form 8-K as filed with the Securities and Exchange Commission on January 6, 2026. Y HOWARD AMSTER 2019 CHARITABLE REMAINDER UNITRUST 1 U/A DTD 05/20/2019 a WC N OH 0.00 54426.00 0.00 54426.00 54426.00 N 3.5 OO *See the footnote marked with * to the cover page for Mr. Amster. **See the footnote marked with ** to the cover page for Mr. Amster. Y HOWARD AMSTER 2019 CHARITABLE REMAINDER UNITRUST 3 U/A DTD 05/20/2019 a WC N OH 0.00 32862.00 0.00 32862.00 32862.00 N 2.1 OO *See the footnote marked with * to the cover page for Mr. Amster. **See the footnote marked with ** to the cover page for Mr. Amster. Y HOWARD AMSTER FOUNDATION a WC N OH 0.00 16480.00 0.00 16480.00 16480.00 N 1.0 CO *See the footnote marked with * to the cover page for Mr. Amster **See the footnote marked with ** to the cover page for Mr. Amster Y AMSTER LIMITED PARTNERSHIP a WC N OH 0.00 800.00 0.00 800.00 800.00 N 0.0 PN *See the footnote marked with * to the cover page for Mr. Amster. **See the footnote marked with ** to the cover page for Mr. Amster. SERIES D CUMULATIVE PREFERRED STOCK Wheeler Real Estate Investment Trust, Inc. RIVERSEDGE NORTH 2529 VIRGINIA BEACH BLVD., SUITE 200 VIRGINIA BEACH VA 23452 This Amendment No. 5 to Schedule 13D (this Amendment No. 5) amends the Reporting Persons initial Schedule 13D filed on December 15, 2023, as amended by Amendment Nos. 1,2,3, and 4 (collectively, the Schedule 13D), with respect to the Series D Cumulative Preferred Stock (the Preferred Stock) of Wheeler Real Estate Investment Trust Inc., a Virginia corporation (the Issuer). Except as specifically amended by this Amendment No. 5 and noted in the paragraph below, the Schedule 13D is unchanged. Unless otherwise indicated, each capitalized item used but not specifically defined herein shall have the meaning ascribed to such item in the Schedule 13D. Item 5 of the Schedule 13D is hereby amended and restated in its entirety to read as follows; (a) See Items 11 and 13 of the cover pages of this Amendment No. 5, which Items are incorporated herein by reference, for the aggregate number of shares and percentage of the shares of the Preferred Stock identified pursuant to Item 1 beneficially owned by each of the Reporting Persons See items 7, 8, 9, and 10 of the cover pages to this Amendment No. 5, which Items are incorporated herein by reference, for the aggregate number and percentage of the shares of the Preferred Stock beneficially owned by each of the Reporting Persons as to which there is sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition of such shares of the Preferred Stock. The following table sets forth all transactions with respect to Shares effected during the past sixty (60) days by any of the Reporting Persons, inclusive of any transactions effected through 5:00 p.m., New York City time, February 2, 2026. All of these transactions were transfers made by the transferor without consideration being received and were conducted in private transactions. If the shares were purchased in multiple transactions on a single trading day, the price per share reported is the weighted average price: Date of Transaction Transferor Number of Shares Transferee 12/18/25 Pleasant Lake Apartments, LP 26750 Howard Amster Foundation 01/06/26 Pleasant Lake Apts. LTD 6730 Howard Amster Foundation 01/30/26 Pleasant Lake Apts. LTD 40,222 Jewish Federation of Cleveland 02/02/26 Howard Amster Foundation 17,000 Jewish Federation of Cleveland Other than the Reporting Persons, no other person is known by the Reporting Persons to have the right to receive or direct the receipt of dividends from, or the proceeds from the sale of, the shares of the Preferred Stock beneficially owned by the Reporting Persons. Not applicable Exhibit A Joint Filing Agreement Amster Howard HOWARD AMSTER HOWARD AMSTER 02/02/2026 HOWARD AMSTER 2019 CHARITABLE REMAINDER UNITRUST 1 U/A DTD 05/20/2019 HOWARD AMSTER TRUSTEE 02/02/2026 HOWARD AMSTER 2019 CHARITABLE REMAINDER UNITRUST 3 U/A DTD 05/20/2019 HOWARD AMSTER TRUSTEE 02/02/2026 HOWARD AMSTER FOUNDATION HOWARD AMSTER PRESIDENT 02/02/2026 AMSTER LIMITED PARTNERSHIP HOWARD AMSTER GENERAL PARTNER 02/02/2026