Form 4: CTO Realty Director George Brokaw Acquires Shares
Insider Transaction Report
CTO Realty Growth, Inc. Director George R. Brokaw acquired 3,462 shares of common stock as part of his annual director compensation.
Summary
- Director George R. Brokaw acquired 3,462 shares of CTO Realty Growth, Inc. common stock on February 11, 2026.
- The shares were issued at a price of $18.05 per share, totaling a $62,500 "Annual Award."
- This acquisition was made pursuant to the Issuer's Non-Employee Director Compensation Policy, last amended on February 14, 2024.
- The share price utilized for the award calculation was the 20-day trailing average closing price as of February 5, 2026.
- Following this transaction, George R. Brokaw directly owns 96,266 shares and indirectly owns 3,858 shares through the Babette Brokaw Revocable Trust.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive event, as the acquisition of shares by a director, even as compensation, demonstrates continued alignment of interests with shareholders and is a routine corporate governance practice.
Positives
- Director George R. Brokaw increased his direct beneficial ownership in CTO Realty Growth, Inc. by 3,462 shares.
- The acquisition of shares as part of the annual award aligns the director's interests with those of shareholders, promoting long-term value creation.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that director compensation through equity awards is a common and established practice in the REIT sector, effectively aligning the interests of company leadership with long-term shareholder value.
Comparison to Industry Standards
- Director compensation through equity awards is a standard practice across publicly traded companies, including REITs, to foster alignment with shareholder interests.
- Companies like Realty Income (O) and Prologis (PLD) also utilize equity-based compensation for their non-employee directors, often tied to performance or fixed annual awards.
- The specific value of the award ($62,500) and the method of calculation (20-day trailing average) are typical for such compensation policies, ensuring a fair valuation based on recent market performance.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Director Compensation Policy | The Non-Employee Director Compensation Policy, adopted February 27, 2019, was last amended on February 14, 2024. This policy governs the annual equity awards to non-employee directors. | 2019-02-27 (adopted), 2024-02-14 (last amended) | Ensures ongoing alignment of director incentives with shareholder value through equity ownership. |
Related Party Transactions
- Indirect beneficial ownership of 3,858 shares is held by the Babette Brokaw Revocable Trust, of which George R. Brokaw is a beneficiary and trustee.
Stakeholder Impact
- Shareholders: Increased alignment of director's interests with shareholders due to increased equity ownership.
- Management: Reinforces the existing compensation structure for non-employee directors.
Key Dates
| Date | Description |
|---|---|
| 2019-02-27 | Issuer's board of directors adopted the Non-Employee Director Compensation Policy. |
| 2024-02-14 | Last amendment date of the Non-Employee Director Compensation Policy. |
| 2026-02-05 | Date used for calculating the 20-day trailing average closing price ($18.05) for the share award. |
| 2026-02-11 | Transaction date for the acquisition of 3,462 shares by George R. Brokaw. |
| 2026-02-13 | Signature date of the Form 4 filing. |
Recommendation
holdThis Form 4 reports a routine annual equity award to a non-employee director, which is an expected part of corporate compensation policy. While it indicates alignment of interests, it does not present new information or a significant change in company fundamentals that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as it reflects a neutral impact on the stock's investment thesis.
Keywords
CTO Realty Growth, CTO, George R. Brokaw, Insider Transaction, Form 4, Director Compensation, Stock Acquisition, Real Estate Investment Trust, REIT
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