Form 4: CTO Realty GC Smith Reports Stock Vesting, Tax Withholding

CTO Realty Growth's GC Daniel E. Smith reported restricted stock vesting and subsequent share disposition for tax liabilities.

Summary

• Daniel E. Smith, SVP, General Counsel & Corporate Secretary of CTO Realty Growth, Inc., reported a transaction involving company common stock.
• On January 28, 2025, 11,559 shares of restricted common stock previously awarded to Mr. Smith vested and became unrestricted.
• On January 28, 2026, 4,548 shares of common stock were disposed of at a price of $17.39 per share.
• These shares were withheld by the Issuer to satisfy Mr. Smith's tax liability related to the vesting event.
• Following this transaction, Mr. Smith directly beneficially owns 197,576 shares, which includes 10,544 shares of restricted common stock that vest over time.
• He also indirectly beneficially owns 6,000 shares through accounts associated with Kathyleen R. Smith, over which he has authority via a durable power of attorney, disclaiming beneficial ownership except for pecuniary interest.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event. While shares were disposed of, it was for tax purposes related to a vesting event, indicating successful long-term incentive plan execution and continued significant insider ownership.

Positives

• The vesting of 11,559 shares of restricted common stock indicates the successful achievement of performance or time-based conditions for executive compensation.
• The executive continues to hold a significant number of shares (197,576 directly, plus indirect holdings), aligning his interests with shareholders.

Negatives

• 4,548 shares were disposed of, reducing the executive's direct holdings, although this was for tax purposes.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that insider transactions, particularly those related to executive compensation such as restricted stock vesting and subsequent tax-related dispositions, are common occurrences across all industries. These transactions provide transparency into executive holdings and compensation structures but typically do not reflect a change in strategic direction or operational performance.

Related Party Transactions

• Indirect beneficial ownership of 6,000 shares through accounts associated with Kathyleen R. Smith, where Daniel E. Smith has authority via a durable power of attorney. He disclaims beneficial ownership except for pecuniary interest.

Stakeholder Impact

• Shareholders: The transaction provides transparency into executive compensation and holdings, reinforcing alignment of interests through continued significant insider ownership.
• Employees: No direct impact on general employees is indicated by this filing.

Key Dates

Recommendation

This Form 4 filing reports a routine insider transaction related to executive compensation (restricted stock vesting and tax withholding). It does not provide new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The executive maintains a substantial stake in the company, which is generally a positive signal of alignment with shareholder interests.

Keywords

CTO Realty Growth, CTO, Form 4, Insider Transaction, Stock Vesting, Restricted Stock, Tax Withholding, Daniel E. Smith, Executive Compensation, Beneficial Ownership