CTO Realty Growth Files 8-K for Material Agreement
Ticker: CTO-PA · Form: 8-K · Filed: Sep 25, 2025 · CIK: 23795
Sentiment: neutral
Topics: material-agreement, financial-obligation, 8-k
Related Tickers: CTO
TL;DR
CTO filed an 8-K for a new material agreement and financial obligation. Keep an eye on this.
AI Summary
On September 25, 2025, CTO Realty Growth, Inc. (NYSE: CTO) filed an 8-K to report the entry into a material definitive agreement and the creation of a direct financial obligation. The filing also includes Regulation FD Disclosure and Financial Statements and Exhibits.
Why It Matters
This 8-K filing indicates significant new contractual commitments or financial obligations for CTO Realty Growth, Inc., which could impact its financial structure and future operations.
Risk Assessment
Risk Level: medium — The filing pertains to material definitive agreements and financial obligations, which inherently carry financial and operational risks that warrant attention.
Key Players & Entities
- CTO Realty Growth, Inc. (company) — Registrant
- September 25, 2025 (date) — Date of Report
FAQ
What type of material definitive agreement did CTO Realty Growth, Inc. enter into?
The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on September 25, 2025.
What is the nature of the direct financial obligation created?
The filing indicates the creation of a direct financial obligation but does not provide specific details about its terms or amount.
Are there any specific dollar amounts mentioned in relation to the new agreement or obligation?
No specific dollar amounts related to the material definitive agreement or the financial obligation are disclosed in the provided excerpt of the 8-K filing.
What is the significance of the 'Regulation FD Disclosure' item?
This indicates that the company is making public disclosures that could be considered material non-public information, ensuring fair disclosure to all investors.
When was CTO Realty Growth, Inc. formerly known as Consolidated Tomoka Land Co.?
The company's name changed from Consolidated Tomoka Land Co. to CTO Realty Growth Inc. on July 3, 1992.
Filing Stats: 1,045 words · 4 min read · ~3 pages · Grade level 11.6 · Accepted 2025-09-25 16:11:08
Key Financial Figures
- $0.01 — ge on which registered: Common Stock, $0.01 par value per share CTO NYSE 6.37
- $100 million — of the 2029 Facility was increased from $100 million to $125 million; and a new incrementa
- $125 million — lity was increased from $100 million to $125 million; and a new incremental term loan faci
Filing Documents
- cto-20250925x8k.htm (8-K) — 43KB
- cto-20250925xex99d1.htm (EX-99.1) — 13KB
- cto-20250925xex99d1001.jpg (GRAPHIC) — 9KB
- 0001104659-25-093346.txt ( ) — 222KB
- cto-20250925.xsd (EX-101.SCH) — 4KB
- cto-20250925_def.xml (EX-101.DEF) — 14KB
- cto-20250925_lab.xml (EX-101.LAB) — 19KB
- cto-20250925_pre.xml (EX-101.PRE) — 15KB
- cto-20250925x8k_htm.xml (XML) — 7KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. As previously disclosed by CTO Realty Growth, Inc., a Maryland corporation (the "Company"), in its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the "SEC") on September 30, 2024, the Company and certain subsidiaries of the Company entered into a Credit Agreement, as amended by the First Amendment to Credit Agreement and Joinder, dated as of December 20, 2024 (as so amended, the "Existing Credit Agreement") for a term loan facility (the "2029 Facility"). On September 25, 2025, the Company and certain subsidiaries of the Company entered into a Second Amendment to the Credit Agreement (the "Second Amendment", and the Existing Credit Agreement as amended by the Second Amendment, the "Credit Agreement"). Pursuant to the Second Amendment: the aggregate principal amount of the 2029 Facility was increased from $100 million to $125 million; and a new incremental term loan facility (the "2030 Facility" and, together with the 2029 Facility, the "Facilities") in an aggregate principal amount of $125 million was added to the Credit Agreement. The 2030 Facility was provided by a syndicate of banks led by KeyBank National Association as Administrative Agent. Co-Syndication Agents included PNC Bank, National Association, Regions Bank, and Truist Bank. Additional participating banks included Raymond James Bank, Synovus Bank, and Wells Fargo Bank, National Association. The bank group providing the 2029 Facility remains unchanged. Borrowings under the Credit Agreement bear interest at a rate equal to either (i) the Applicable Margin plus the Base Rate (each as defined in the Credit Agreement), (ii) the Applicable Margin plus Daily Simple SOFR (as defined in the Credit Agreement) or (iii) the Applicable Margin plus Term SOFR (as defined in the Credit Agreement). The Company is subject to customary restrictive covenants under the Facilities, including, but not limited to, limitation
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On September 25, 2025, the Company issued a press release (the "press release") announcing the Company's entry into the Second Amendment. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for any purposes, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, unless it is specifically incorporated by reference therein. The furnishing of the press release is not intended to constitute a representation that such furnishing is required by Regulation FD or other securities laws, or that the press release includes material investor information that is not otherwise publicly available. In addition, the Company does not assume any obligation to update such information in the future .
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release issued September 25, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 25, 2025 CTO Realty Growth, Inc. By: /s/ Philip R. Mays Philip R. Mays, Senior Vice President, Chief Financial Officer, and Treasurer (Principal Financial Officer)