CTO Realty Growth (CTO) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on June 17, 2026, with stockholders able to vote online, by phone, or by mail.

• Key 2025 achievements include $144.9 million in shopping center acquisitions, $21 million in structured investments, and a 4.4% increase in same-property NOI.

• The company reported a 1.7% total shareholder return for 2025 and outperformed peers on a three- and five-year basis.

• Over 670,000 square feet of leasing was completed, driving year-end leased occupancy to 95.9%.

Voting matters and shareholder proposals

• Six directors are nominated for one-year terms expiring at the 2027 annual meeting.

• Proposals include ratification of Grant Thornton LLP as auditor, an advisory vote on executive compensation, and approval of the Sixth Amended and Restated 2010 Equity Incentive Plan.

• The board recommends voting FOR all proposals and nominees.

Board of directors and corporate governance

• Five of six directors are independent, with diversity in gender and background.

• The board holds annual elections, executive sessions, and regular evaluations.

• The chairman is an independent director, and succession planning is a priority.

• Committees include Audit, Compensation, and Governance, all composed of independent directors.