STOCK TITAN

CTO Realty Growth has up to $89.5M left in stock offering

As of October 28, 2026, up to $89.5 million in aggregate offering price remained available for offer and sale under CTO Realty Growth, Inc.'s equity distribution agreements.

(High)

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Form Type
424B5

Rhea-AI Filing Summary

As of October 28, 2026, up to $89.5 million in aggregate offering price remained available for offer and sale under CTO Realty Growth, Inc.'s equity distribution agreements. The agreements cover offers of common stock with an aggregate offering price of up to $250 million; $160.5 million had been offered and sold through October 28, 2026.

On October 28, 2026, CTO entered a separate equity distribution agreement with BofA Securities, Inc., and amended its existing agreements with the other named sales agents. Under its agreement, BofA or its affiliate shall become a sales agent, forward seller and forward purchaser.

Insights

Analyzing...

Aggregate offering price Up to $250 million Equity distribution agreements
Offered and sold $160.5 million Through October 28, 2026; aggregate offering price
Remaining available Up to $89.5 million As of October 28, 2026; aggregate offering price
equity distribution agreements financial
"pursuant to separate equity distribution agreements"
sales agent financial
"shall become a sales agent"
A sales agent is an individual or firm authorized to sell a company’s products or services on its behalf, typically paid by commission or fees rather than a fixed salary. For investors, who a company uses to reach customers and how well those agents perform affects revenue growth and profit margins — like hiring local independent sellers to expand into new neighborhoods without building stores — so agent quality and cost matter to future cash flow and valuation.
forward seller financial
"shall become a sales agent, forward seller"
A forward seller is a party that agrees today to sell an asset at a specific price on a set future date. Think of it like agreeing now to sell your car next year for a locked-in price so you don’t worry about market swings; investors use this to protect against falling prices or to lock in predictable cash flow, but it also creates counterparty and timing risk if market conditions change.
forward purchaser financial
"shall become a sales agent, forward seller and forward purchaser"
A forward purchaser is an investor or firm that signs an agreement to buy a security or asset at a set price on a specified future date, similar to pre-ordering a product today to receive it later. It matters to investors because the contract locks in a future purchase price and creates a binding commitment that can change a company’s future ownership, available shares, or cash flow; if market prices move, the forward purchaser’s gain or loss is determined by that pre-agreed price rather than current market swings.
Offering Type ATM
Securities Offered Common Stock
Offering Amount Up to $250 million aggregate offering price; up to $89.5 million remained available for offer and sale as of October 28, 2026

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much CTO common stock remains available under the equity distribution agreements?

Up to $89.5 million in aggregate offering price remained available for offer and sale under CTO's equity distribution agreements as of October 28, 2026. The agreements cover an aggregate offering price of up to $250 million, and $160.5 million had been offered and sold through that date.

What role will BofA Securities have in CTO's equity distribution agreements?

Under its separate equity distribution agreement, BofA Securities, Inc., or its affiliate, shall become a sales agent, forward seller and forward purchaser. CTO also amended its existing equity distribution agreements with the other named sales agents on October 28, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(5)
(To Prospectus dated November 12, 2024) Registration Statement No. 333-282678

 

Up to $250,000,000

 

 

 

CTO Realty Growth, Inc.

 

Common Stock

 

 

 

This prospectus supplement is being filed to update, amend and supplement certain information in the prospectus supplement dated and filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2024 (the “First Prospectus Supplement”), the base prospectus dated November 12, 2024 (the “Prospectus”), and the prospectus supplement dated and filed with the SEC on April 29, 2026 (the “Second Supplement,” and, together with the First Prospectus Supplement, the “Original Prospectus Supplement”), relating to the offer and sale of shares of our common stock, par value $0.01 per share (the “Common Stock”), having an aggregate offering price of up to $250,000,000 from time to time, pursuant to separate equity distribution agreements, each dated November 12, 2024, as amended April 29, 2026, we entered into with each of A.G.P./Alliance Global Partners (“AGP”), B. Riley Securities, Inc. (“B. Riley”), Robert W. Baird & Co. Incorporated (“Baird”), Jefferies LLC (“Jefferies”), JonesTrading Institutional Services LLC (“Jones”), KeyBanc Capital Markets Inc. (“KeyBanc”), Lucid Capital Markets, LLC (“Lucid”), Raymond James & Associates, Inc. (“Raymond James”), Regions Securities LLC (“Regions”), Truist Securities, Inc. (“Truist”) and Wells Fargo Securities, LLC (“Wells Fargo”), and separate equity distribution agreements, each dated April 29, 2026, we entered into with each of Cantor Fitzgerald & Co. (“Cantor”) and Huntington Securities, Inc. (“Huntington”). This prospectus supplement is only intended to update, amend and supplement certain information in the Original Prospectus Supplement to the extent set forth in the following paragraph. You should read this prospectus supplement together with the Original Prospectus Supplement and the Prospectus.

 

On October 28, 2026, we entered into (i) a separate equity distribution agreement with BofA Securities, Inc. (“BofA”) and (ii) separate amendments to each existing equity distribution agreement with each of AGP, B. Riley, Baird, Cantor, Huntington, Jefferies, Jones, KeyBanc, Lucid, Raymond James, Regions, Truist and Wells Fargo. Pursuant to the equity distribution agreement, BofA, or its affiliate, shall become a sales agent, forward seller and forward purchaser. Accordingly, any reference to “sales agent” or “sales agents” in the Original Prospectus Supplement shall hereafter be deemed to include BofA, any reference to “forward seller” or “forward sellers” in the Original Prospectus Supplement shall hereafter be deemed to include BofA, and any reference to “forward purchaser” or “forward purchasers” in the Original Prospectus Supplement shall hereafter be deemed to include BofA, or its affiliate. Through the date of this prospectus supplement, Common Stock with an aggregate offering price of $160.5 million has been offered and sold under the equity distribution agreements. Due to these prior sales, as of the date of this prospectus supplement, shares of Common Stock with an aggregate offering price of up to $89.5 million remain available for offer and sale pursuant to the equity distribution agreements.

 

 

 

Investing in shares of our Common Stock involves risks. See “Risk Factors” beginning on page S-5 of the First Prospectus Supplement and the risks set forth under the caption “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K and in our subsequent Quarterly Reports on Form 10-Q, as well as additional risks that may be described in future reports or information that we file with the Securities and Exchange Commission, which are incorporated by reference in this prospectus supplement, the Original Prospectus Supplement and the Prospectus.

 

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement, the Original Prospectus Supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

 

A.G.P. B. Riley Securities Baird BofA Securities
Cantor Huntington Capital Markets Jefferies Jones
KeyBanc Capital Markets Lucid Capital Markets Raymond James Regions Securities LLC
Truist Securities Wells Fargo Securities    

 

 

 

The date of this prospectus supplement is October 28, 2026.

 

 

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