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CTO 424B5: Shelf registration

CTO Realty Growth

Filed with the SEC on · accession 0001104659-26-119633

CTO filed a 424B5 (prospectus (offering)) with the SEC on Oct 28, 2026. CTO Realty Growth filed a prospectus supplement adding BofA Securities as a sales agent to its existing at-the-market (ATM) equity distribution program for up to $250 million of common stock. The stock moved -2.2% by the first close after the filing.

Summary of the filing

CTO Realty Growth filed a prospectus supplement adding BofA Securities as a sales agent to its existing at-the-market (ATM) equity distribution program for up to $250 million of common stock. As of the filing date, $160.5 million has been sold, leaving $89.5 million available for future issuance.

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Key details

Maximum aggregate offering price under ATM program$250.0M
Aggregate offering price of common stock sold to date under the equity distribution agreements$160.5M
Remaining aggregate offering price available for future issuance$89.5M
IssuerCTO Realty Growth, Inc.
New sales agent, forward seller and forward purchaserBofA Securities, Inc.
Sales agentA.G.P./Alliance Global Partners
Sales agentB. Riley Securities, Inc.
Sales agentRobert W. Baird & Co. Incorporated
Sales agentCantor Fitzgerald & Co.
Sales agentHuntington Securities, Inc.
Sales agentJefferies LLC
Sales agentJonesTrading Institutional Services LLC
Sales agentKeyBanc Capital Markets Inc.
Sales agentLucid Capital Markets, LLC
Sales agentRaymond James & Associates, Inc.
Sales agentRegions Securities LLC
Sales agentTruist Securities, Inc.
Sales agentWells Fargo Securities, LLC

How CTO stock reacted

Close before

$19.45

Oct 27, 2026

First close after

-2.16%

$19.03

5 trading days

+2.72%

$19.98

Since filing

+3.86%

$20.20

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Frequently asked questions

What did CTO file with the SEC on Oct 28, 2026?

CTO filed a 424B5 (Shelf registration). CTO Realty Growth filed a prospectus supplement adding BofA Securities as a sales agent to its existing at-the-market (ATM) equity distribution program for up to $250 million of common stock. As of the filing date, $160.5 million has been sold, leaving $89.5 million available for future issuance.

What does a shelf registration mean for CTO stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B5?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B5 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did CTO stock react to this filing?

CTO closed at $19.45 before the filing and $19.03 on Oct 28, 2026 (-2.16%). Five trading days later: $19.98 (+2.72%).

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