CTO Form 4: John Albright Acquires 2,000 Shares, Discloses Restricted Stock

Rhea-AI Filing Summary

John P. Albright, President & CEO and director of CTO Realty Growth, Inc. (CTO), reported an open-market purchase of 2,000 shares of the company's common stock on 09/11/2025 at a price of $16.38 per share, filed on 09/16/2025. After the transaction, Mr. Albright beneficially owned 634,547 shares directly, which includes 62,410 restricted shares that vest over time. The filing also notes 355 shares held indirectly in the Shanna E. Albright Rollover IRA.

The Form 4 is signed by an attorney-in-fact, Daniel E. Smith, on behalf of Mr. Albright. The filing discloses only the described non-derivative acquisition and the composition of beneficial ownership; no derivative transactions or additional details on vesting schedules are provided.

Positive

• Insider purchase of 2,000 shares at $16.38, showing increased CEO ownership.
• Substantial beneficial holding: 634,547 shares owned directly, aligning executive and shareholder interests.
• Restricted shares disclosed (62,410) indicate long-term vesting alignment rather than immediate disposal.

Negative

• None.

Insights

Financial Analyst

TL;DR: CEO purchased 2,000 shares at $16.38, holding over 634k shares including restricted stock.

The reported open-market acquisition of 2,000 shares by the CEO demonstrates a direct, measurable increase in insider ownership at a specific market price. The post-transaction stake of 634,547 shares is sizable for assessing insider alignment with shareholders. Inclusion of 62,410 restricted shares indicates a portion of the stake is time-vested rather than immediately liquid. No earnings or other corporate events are disclosed in this filing to contextualize the trade.

Corporate Governance Expert

TL;DR: Insider disclosure is standard; purchase executed and attorney-in-fact signed the Form 4.

The Form 4 meets Section 16 disclosure requirements by reporting the non-derivative acquisition and the composition of beneficial ownership. The signature by an attorney-in-fact is properly noted. The filing does not identify any Rule 10b5-1 plan or other prearranged trading plan, nor does it provide vesting detail beyond the restricted share count, which limits assessment of timing and intent.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Albright John P

(Last) (First) (Middle)

369 N. NEW YORK AVE

SUITE 201

(Street)

WINTER PARK FL 32789

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CTO Realty Growth, Inc. [ CTO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/11/2025		P		2,000	A	$16.38	634,547(1)	D
Common Stock								355	I	Shanna E. Albright Rollover IRA

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This amount includes 62,410 shares of restricted common stock which vest over time, which were previously reported.

	/s/ Daniel E. Smith, attorney-in-fact for John P. Albright	09/16/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did CTO (CTO) report for John P. Albright?

The Form 4 reports a purchase of 2,000 common shares on 09/11/2025 at $16.38 per share.

How many CTO shares does John P. Albright beneficially own after the reported transaction?

He beneficially owns 634,547 shares directly after the transaction, including 62,410 restricted shares.

Are there any indirect holdings disclosed for Mr. Albright in the filing?

Yes; the filing discloses 355 shares held indirectly in the Shanna E. Albright Rollover IRA.

Who signed the Form 4 on behalf of John P. Albright?

The Form 4 was signed by Daniel E. Smith, attorney-in-fact for John P. Albright, on 09/16/2025.

Does the Form 4 disclose any derivative transactions or a 10b5-1 plan?

No. The filing discloses only a non-derivative acquisition and does not state any 10b5-1 trading plan or derivative activity.