Form 4: CTO Realty Growth CEO John P. Albright Receives and Disposes of Shares to Cover Tax Obligations
SEC Form 4
John P. Albright, CEO of CTO Realty Growth, received shares from a performance award and new restricted shares, while also disposing of shares to cover payroll tax liabilities.
Summary
- On February 11, 2025, CTO Realty Growth issued 49,802 shares to CEO John P. Albright as part of a Performance Shares Award Agreement.
- Albright then directed the company to withhold 19,597 of these shares to cover his payroll tax liability at a price of $20.26 per share.
- On February 12, 2025, Albright received 34,147 restricted shares that vest over three years.
- Following these transactions, Albright directly owns 590,400 shares of common stock and indirectly owns 355 shares through a Shanna E. Albright Rollover IRA.
- The direct holdings include 28,263 shares of restricted common stock which vest over time, which were previously reported.
Sentiment
Score: 6
Explanation: The document reflects routine executive compensation activities. While the tax withholding might slightly reduce the CEO's holdings, the overall sentiment is neutral as it's a standard practice.
Positives
- The issuance of performance shares to the CEO suggests the company is meeting performance targets.
Negatives
- The disposal of shares to cover tax obligations could be perceived negatively, although it's a common practice.
Risks
- Future vesting of restricted shares is contingent on the reporting person's continued employment with the Issuer.
Future Outlook
The document outlines future vesting dates for the restricted shares, contingent on continued employment.
Industry Context
Executive compensation in the form of stock and restricted stock is a common practice in publicly traded companies to align management's interests with those of shareholders.
Comparison to Industry Standards
- Stock-based compensation is a standard practice across the REIT industry, with companies like Simon Property Group and Prologis also utilizing similar compensation structures.
- The vesting schedules and performance metrics associated with these awards are typically benchmarked against industry peers to ensure competitiveness and alignment with company goals.
Stakeholder Impact
- Shareholders may view the performance-based compensation positively, as it aligns management's interests with company performance.
- Employees may see the CEO's stock ownership as a sign of confidence in the company's future.
Key Dates
| Date | Description |
|---|---|
| February 17, 2022 | Date of the Performance Shares Award Agreement between the Issuer and the Reporting Person. |
| December 31, 2021 | Year ended for the Issuer's annual report on Form 10-K, to which the Performance Shares Award Agreement was filed as an exhibit. |
| January 28, 2025 | Anniversary date for the vesting of the restricted shares. |
| February 11, 2025 | Date of issuance of 49,802 performance shares and withholding of 19,597 shares for tax liability. |
| February 12, 2025 | Date of issuance of 34,147 restricted shares. |
| February 13, 2025 | Date of signature of the Form 4 filing. |
Keywords
CTO Realty Growth, John P. Albright, CEO, Form 4, Share Issuance, Restricted Stock, Performance Shares, Tax Withholding, Beneficial Ownership
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