Lisa M. Vorakoun - 28 Jan 2021 Form 4 Insider Report for CTO Realty Growth, Inc. (CTO)

Signature
/s/ Daniel E. Smith, attorney-in-fact for Lisa M. Vorakoun
Issuer symbol
CTO
Transactions as of
28 Jan 2021
Net transactions value
-$238,837
Form type
4
Filing time
09 May 2022, 17:55:42 UTC
Previous filing
09 May 2022
Next filing
12 Jan 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CTO Common Stock Tax liability $18,150 -422 -9.8% $43.01 3,870 28 Jan 2021 Direct F1, F2
transaction CTO Common Stock Award $0 +1,915 +49% $0.000000 5,785 10 Feb 2021 Direct F3, F4
transaction CTO Common Stock Sale $44,815 -861 -15% $52.05 4,924 26 Feb 2021 Direct F5
transaction CTO Common Stock Sale $84,150 -1,500 -30% $56.10 3,424 17 Mar 2021 Direct F5
transaction CTO Common Stock Tax liability $28,222 -487 -14% $57.95 2,937 28 Jan 2022 Direct F6, F7
transaction CTO Common Stock Award $0 +1,700 +58% $0.000000 4,637 17 Feb 2022 Direct F8, F9
transaction CTO Common Stock Sale $63,500 -1,000 -22% $63.50 3,637 24 Mar 2022 Direct F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On 1/28/2021, a total of 1,426 shares of restricted common stock of the Issuer previously awarded to the reporting person became vested and unrestricted. A portion of the vesting shares was withheld by the Issuer in order to satisfy the reporting person's tax liability.
F2 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. As a result of the Special Distribution, the reporting person received 259 shares of the Issuer's common stock, which additional shares are reflected in Box 5 above. In addition, the amount in Box 5 above also includes 1,509 shares of restricted common stock which vest over time, 1,200 of which were previously reported, and 309 of which were additional shares representing an equitable adjustment addressing the dilutive effect of the stock portion of the Special Distribution. Of the 1,426 vesting restricted shares referenced in note 1 above, 1,134 were previously reported and 292 constituted part of the above-referenced equitable adjustment..
F3 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.
F4 This amount includes the 1,915 restricted shares awarded on 2/10/21 and reported above, as well as 1,509 additional shares of restricted common stock which vest over time, which were reported previously and above.
F5 This amount consists of 3,424 shares of restricted common stock which vest over time, which were reported previously and above.
F6 On January 28, 2022, a total of 1,644 shares of restricted common stock of the Issuer previously awarded to the reporting person became vested and unrestricted. A portion of the vesting shares was withheld by the Issuer in order to satisfy the reporting person's tax liability.
F7 This amount includes 1,780 shares of restricted common stock which vest over time, which were reported previously and above.
F8 Restricted shares one-third of which vest on each of the first, second and third anniversaries of January 28, 2022, provided that the reporting person is an employee of the Issuer on those dates.
F9 This amount includes the 1,700 restricted shares awarded on 2/17/22 and reported above, as well as 1,780 additional shares of restricted common stock which vest over time, which were reported previously and above.
F10 This amount includes 3,480 shares of restricted common stock which vest over time, which were reported previously and above.