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

Feb 11, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CTO Realty Growth, Inc. (CTO)
CIK: 0000023795
Period of Report: 2021-02-09

Reporting Person: Smith Daniel Earl (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-09	Common Stock	A	2020	—	Acquired	23506	Direct
2021-02-09	Common Stock	F	490	$45.68	Disposed	23016	Direct
2021-02-10	Common Stock	A	2900	—	Acquired	25916	Direct

Footnotes

F1: On February 9, 2021, the Issuer issued 2,020 shares of its common stock (the "Issued Shares") to the Reporting Person. The Issued Shares were issued pursuant to a Performance Shares Award Agreement between the Issuer and the Reporting Person dated January 24, 2018, the form of which has been filed as an exhibit to the Issuer's annual report on Form 10-K for the year ended December 31, 2019.

F2: This amount includes 2,489 shares of restricted common stock which vest over time, which were previously reported.

F3: On February 9, 2021, the Reporting Person instructed the Issuer to withhold 490 of the Issued Shares to satisfy the Reporting Person's tax liability.

F4: This amount includes 2,489 shares of restricted common stock which vest over time, which were previously reported.

F5: Restricted shares one-third of which vest on each of the first, second and third anniversaries of January 28, 2021, provided that the reporting person is an employee of the Issuer on those dates.

F6: This amount includes the 2,900 restricted shares reported above, as well as 2,489 additional shares of restricted common stock which vest over time, which were previously reported.