Form 4: CTO Realty Director Christopher Haga Acquires Shares as Compensation

CTO Realty Growth, Inc. Director Christopher W. Haga acquired 1,155 shares of common stock on July 1, 2025, as part of his compensation for board and committee retainer fees.

Summary

• Christopher W. Haga, a Director of CTO Realty Growth, Inc. (CTO), acquired 1,155 shares of common stock.
• The transaction occurred on July 1, 2025, at a price of $18.1265 per share.
• These shares were issued in lieu of his 2nd quarter 2025 board retainer fee of $12,500 and committee retainer fees of $8,437.50.
• The acquisition was made pursuant to the Issuer's Non-Employee Director Compensation Policy, adopted on February 27, 2019, and last amended on February 14, 2024.
• The share price utilized for the calculation was the 20-day trailing average closing price as of the last business day of the calendar quarter.
• Following this transaction, Christopher W. Haga directly beneficially owns 24,048 shares.
• An indirect beneficial ownership of 28,520 shares is held by The Elizabeth Bennett Haga Irrevocable Trust, with the reporting person disclaiming beneficial ownership of these shares.
• The reported indirect ownership number corrects a typographical error from a prior Form 4 filed on April 25, 2025.

Sentiment

Score: 7

Explanation: The document reports a routine insider transaction where a director received shares as compensation, aligning interests with shareholders. The correction of a prior typographical error indicates good governance. There are no negative implications or unexpected events reported.

Positives

• Director Christopher W. Haga received compensation in company stock, which aligns his interests with those of shareholders.
• The company has a clearly defined and recently amended Non-Employee Director Compensation Policy, indicating structured corporate governance.
• A typographical error in a previous filing regarding indirect ownership was identified and corrected, demonstrating a commitment to accurate reporting.

Future Outlook

NA

Management Comments

• The Reporting Person disclaims beneficial ownership of the shares of the Issuer's common stock held by said trust, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares of the Issuer's common stock held by said trust for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Industry Context

NA

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership of 28,520 shares is held by The Elizabeth Bennett Haga Irrevocable Trust, where the Reporting Person's spouse is both a beneficiary and a trustee. The Reporting Person disclaims beneficial ownership of these shares.

Stakeholder Impact

• Shareholders: The issuance of shares as compensation aligns director interests with shareholders. The correction of a reporting error enhances transparency and data integrity.

Key Dates

Recommendation

Keywords

CTO Realty Growth, CTO, Form 4, Insider Transaction, Stock Acquisition, Director Compensation, Equity Compensation, Christopher W. Haga, SEC Filing