CDR-PB · Cedar Realty Trust, Inc.

On February 21, 2025, Cedar Realty Trust, Inc. (the "Issuer") announced concurrent but separate offers to purchase up to an aggregate amount of $9,500,000 of (i) up to 584,615 shares of its 6.50% Series C Cumulative Redeemable Preferred Stock for $16.25 per share, in cash, and (ii) up to 535,211 shares of its 7.25% Series B Cumulative Redeemable Preferred Stock (the "Series B Shares") for $17.75 per share (the "Series B Share Price"), in cash, which expired on March 21, 2025 (each, a "Tender Offer"). On March 24, 2025, the Issuer announced that the Series B Tender Offer would remain open until April 4, 2025 and the aggregate amount of shares that may be purchased under the Tender Offers was increased to $19,500,000 following the expiration of the Series C Tender Offer. On April 10, 2025, in accordance with the terms of the Tender Offers, the Issuer purchased 592,372 Series B Shares at the Series B Share Price, including 752 Series B Shares tendered by the Reporting Person.

On February 21, 2025, Cedar Realty Trust, Inc. (the "Issuer") announced concurrent but separate offers to purchase up to an aggregate amount paid of $9,500,000 of (i) up to 584,615 shares of its 6.50% Series C Cumulative Redeemable Preferred Stock (the "Series C Shares") for a purchase price of $16.25 per share (the "Series C Share Price"), in cash, and (ii) up to 535,211 shares of its 7.25% Series B Cumulative Redeemable Preferred Stock for a purchase price of $17.75 per share, in cash, which expired at 5:00 P.M., New York City Time on March 21, 2025 (the "Tender Offer"). On March 27, 2025, in accordance with the terms and conditions of the Tender Offer, the Issuer purchased 655,883 Series C Shares at the Series C Share Price, including 195 Series C Shares tendered by the Reporting Person.

On February 21, 2025, Cedar Realty Trust, Inc. (the "Issuer") announced concurrent but separate offers to purchase up to an aggregate amount paid of $9,500,000 of (i) up to 584,615 shares of its 6.50% Series C Cumulative Redeemable Preferred Stock (the "Series C Shares") for a purchase price of $16.25 per share (the "Series C Share Price"), in cash, and (ii) up to 535,211 shares of its 7.25% Series B Cumulative Redeemable Preferred Stock for a purchase price of $17.75 per share, in cash, which expired at 5:00 P.M., New York City Time on March 21, 2025 (the "Tender Offer"). On March 27, 2025, in accordance with the terms and conditions of the Tender Offer, the Issuer purchased 655,883 Series C Shares at the Series C Share Price, including 1,270 Series C Shares tendered by the Reporting Person.

On December 27, 2024, Cedar Realty Trust, Inc. (the "Issuer") announced a modified "Dutch auction" tender offer to repurchase up to an aggregate amount paid of $12.5 million of shares of its outstanding 6.50% Series C Cumulative Redeemable Preferred Stock (the "Series C Preferred Stock") at a price per share not less than $13.75 and not greater than $15.75, which expired at 5:00 P.M., New York City Time on January 28, 2025 (the "Tender Offer"). On January 29, 2025, in accordance with the terms and conditions of the Tender Offer, the Issuer purchased 645,276 shares of its Series C Preferred Stock at a purchase price of $15.75 per share, including 850 shares of Series C Preferred Stock tendered by the Reporting Person.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

These shares are owned by the reporting person as custodian for his four children under the Uniform Gifts to Minors Act. The reporting person disclaims beneficial ownership of these shares.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

In connection with the Agreement and Plan of Merger by and among Wheeler Real Estate Investment Trust, Inc., WHLR Merger Sub Inc., WHLR OP Merger Sub LLC, Cedar Realty Trust, Inc. and Cedar Realty Trust Partnership, L.P., as amended (the "Merger Agreement"), these shares of common stock were converted into the right of the holder to receive an amount in cash equal to the per share merger consideration of $9.48.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The reporting person is the Co-President and Chief Investment Officer of Ewing Morris & Co. Investment Partners Ltd., which serves as the investment manager of each of Ewing Morris Opportunities Fund LP, Ewing Morris Small Cap Fund LP, Dark Horse LP, Ewing Morris-RE LP and certain separately managed accounts (the "Managed Accounts"). As a result of the foregoing relationship, the reporting person may be deemed to beneficially own the securities of the Issuer directly held by the foregoing entities. This report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.

Represents shares surrendered to cover tax liability upon vesting.

This restricted stock grant was made under the Company's 2017 Stock Incentive Plan and cliff vests on the third anniversary of the grant date.