Form 4: CTO Realty Growth Officer Receives Performance Shares

CTO Realty Growth's SVP & Chief Investment Officer, Steven Greathouse, received 22,662 shares of common stock as a performance award, subsequently selling 5,981 shares to cover tax liabilities.

Summary

• Steven Robert Greathouse, SVP & Chief Investment Officer of CTO Realty Growth, Inc., acquired 22,662 shares of common stock on January 12, 2026.
• These shares were issued pursuant to a Performance Shares Award Agreement between the Issuer and the Reporting Person dated February 17, 2023.
• Following this acquisition, Greathouse's beneficial ownership increased to 207,551 shares.
• On the same date, Greathouse disposed of 5,981 shares at a price of $18.37 per share to satisfy payroll tax liability associated with the award.
• After both transactions, Greathouse's beneficial ownership stands at 201,570 shares.
• The reported beneficial ownership includes 30,001 shares of restricted common stock which vest over time, as previously reported.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation event where performance shares were issued, aligning executive interests with shareholders. The subsequent sale of shares for tax purposes is a standard practice and does not indicate a negative sentiment from the insider.

Positives

• The issuance of 22,662 shares of common stock to a key executive, Steven Greathouse, aligns management interests with shareholder interests.
• The award is based on a Performance Shares Award Agreement, suggesting it is tied to achieving specific company performance metrics.

Negatives

• The disposition of 5,981 shares to cover tax liabilities represents a reduction in the executive's direct holdings, though this is a common and expected practice for equity awards.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing.

Industry Context

This is a routine insider transaction related to executive compensation, common across all industries, including the real estate investment trust (REIT) sector where CTO Realty Growth operates. It reflects standard practices for incentivizing and retaining key executives through equity awards.

Comparison to Industry Standards

• The practice of granting performance-based equity awards to senior executives is a standard compensation strategy in publicly traded companies, including REITs, aligning executive incentives with long-term company performance and shareholder value creation.
• The subsequent sale of shares to cover tax obligations upon vesting or issuance is also a common and expected practice across industries.
• No specific comparable companies, projects, or results are mentioned in the filing to allow for a detailed, direct comparison.

Related Party Transactions

• The issuance of performance shares to Steven Robert Greathouse, an SVP & Chief Investment Officer, constitutes a transaction between the company and a related party (an officer) as part of his compensation package.

Stakeholder Impact

• Shareholders: The issuance of new shares could result in minor dilution, but the performance-based nature of the award aims to incentivize management for long-term value creation. The tax-related sale is a routine event.
• Employees (specifically the reporting person): Steven Greathouse benefits from the equity award, increasing his personal stake and aligning his financial interests with the company's performance.

Key Dates

Keywords

CTO Realty Growth, insider transaction, Form 4, Steven Greathouse, common stock, performance shares, executive compensation, stock award, beneficial ownership