[Form 4] Income Opportunity Realty Investors, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 highlights: On 07/08/2025 and 07/29/2025, Transcontinental Realty Investors Inc.—a director and 10% owner of Income Opportunity Realty Investors (IOR)—executed two open-market purchases (transaction code “P”).

• Shares bought: 61 and 44, totaling 105 common shares.
• Purchase price: $17.90 per share (both trades).
• Aggregate consideration: ~$1.88 thousand.
• Post-trade direct ownership: 3,435,514 shares.

The incremental buy raises Transcontinental’s stake by <0.01% and does not materially alter control, but continued insider accumulation can be read as a modest vote of confidence. No derivative securities were involved.

Positive

• Insider buying: Director and 10% owner made open-market purchases, a generally supportive signal.

Negative

• Immaterial size: Only 105 shares purchased, adding less than 0.01% to existing holdings, limiting informational value.

Insights

Securities Analyst

TL;DR: Tiny insider buy signals confidence but is too small to move the needle; market impact neutral.

The 105-share purchase (~$1.9k) represents a de minimis 0.003% addition to Transcontinental’s 3.44 million-share position. While insider buying often carries positive signaling value, the size and dollar amount here are negligible relative to IOR’s float and average volume. No options or derivatives were exercised, so dilution and leverage concerns are absent. Overall, the filing is informational rather than impactful.

Portfolio Manager

TL;DR: Insider continues to accumulate but scale is immaterial; hold strategy unchanged.

For portfolio decision-making, I view this as routine. The director/10% owner already controls the company; adding 105 shares does not change governance dynamics nor valuation outlook. Absent complementary fundamentals (earnings, guidance), I assign little weight to this Form 4 when assessing position sizing or entry points.

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
Estimated average burden
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^*

TRANSCONTINENTAL REALTY INVESTORS INC

(Last) (First) (Middle)

1603 LBJ FREEWAY

SUITE 800

(Street)

DALLAS TX 75234

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INCOME OPPORTUNITY REALTY INVESTORS INC /TX/ [ IOR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2025

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, par value $0.01 per share	07/08/2025		P		61(1)	A	$17.9	3,435,470	D
Common Stock, par value $0.01 per share	07/29/2025		P		44(1)	A	$17.9	3,435,514	D

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. open market purchase.

	Transcontinental Realty Investors, Inc.	08/04/2025
	By: Erik L. Johnson, President and Chief Executive Officer	08/04/2025
	** 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

How many IOR shares did Transcontinental Realty Investors buy?

The insider bought 105 common shares (61 on 07/08/25 and 44 on 07/29/25).

At what price were the IOR shares purchased?

Both trades were executed at $17.90 per share.

What is Transcontinental's total IOR shareholding after the transaction?

Its direct ownership rose to 3,435,514 shares.

Were any derivative securities involved in this Form 4?

No. The filing shows only open-market purchases of common stock.

Does this Form 4 filing materially affect IOR's share structure?

The purchase adds <0.01% to the insider's stake and is not considered material.