CTO Realty Growth, Inc.
For the period ended Sep 30, 2026. Filed Oct 27, 2026.
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Sep 30, 2026 · Filed Oct 27, 2026
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Item 5. Other Information
Pursuant to the terms of the management agreement among PINE, the PINE Operating Partnership and Alpine Income Property Manager, LLC (the “Manager”), a wholly-owned subsidiary of the Company, dated November 26, 2019 and amended on July 18, 2024 (the “Management Agreement”), the Manager manages, operates, and administers PINE’s day-to-day operations, business and affairs. PINE pays the Manager a base management fee (the “Base Management Fee”) equal to 1.50% per annum (0.375% per fiscal quarter) of PINE’s “total equity” (as defined in the Management Agreement), calculated and payable in cash, quarterly in arrears.
In connection with the “at the market offering” by PINE of its 8.00% Series A Cumulative Redeemable Preferred Stock (the “PINE Series A Preferred Stock”), the Manager executed a waiver (the “Waiver Letter”) on October 23, 2026, which provides that the Manager will waive a portion of the Base Management Fee attributable to the inclusion of the net cash proceeds from the issuance of the PINE Series A Preferred Stock in Total Equity (the “Incremental Equity Base”), such that the Base Management Fee rate on the Incremental Equity Base will equal 0.75% per annum (0.1875% per fiscal quarter), instead of 1.50% per annum (0.375% per fiscal quarter) as provided in the Management Agreement.
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