CTO Realty Growth, Inc. — Director's Dealing 2021

Aug 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CTO Realty Growth, Inc. (CTO)
CIK: 0000023795
Period of Report: 2021-08-12

Reporting Person: PARTRIDGE MATTHEW MORRIS (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-12	Common Stock	P	1000	$54.75	Acquired	11331	Direct

Footnotes

F1: This amount includes 9,131 shares of restricted common stock which vest over time, which were previously reported.

F2: In the Reporting Person's Form 4 filed on February 11, 2021 (the "Prior Form 4"), the Reporting Person reported that the number of shares beneficially owned following the reported transaction (the "Prior Transaction") was 10,332. This Form 4 reflects that the actual number of shares beneficially owned following the Prior Transaction was 10,331. In addition, a footnote in the Prior Form 4 stated that the number of shares beneficially owned following the Prior Transaction included 9,132 shares of restricted common stock which vest over time. This Form 4 reflects that the number of shares beneficially owned following the Prior Transaction actually included 9,131 shares of restricted common stock which vest over time.

F3: On November 10, 2020, the Issuer's Board of Directors declared a special distribution on its shares of common stock in an aggregate amount of $55.8 million (the "Special Distribution"). The Special Distribution was paid on December 21, 2020 (in a combination of cash and shares of the Issuer's common stock), to shareholders of record as of the close of business on November 19, 2020. In a footnote in the Prior Form 4, the Reporting Person reported the receipt of 1,031 shares of restricted common stock of the Issuer constituting an equitable adjustment to address the dilutive effect of the stock portion of the Special Distribution. This Form 4 reflects that the actual number of shares constituting the equitable adjustment was 1,030.