Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2020 Consolidated-Tomoka Land Co. (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 001-11350 (Commission File Number) 59-0483700 (IRS Employer Identification No.) 1140 N. Williamson Blvd., Suite 140 Daytona Beach, Florida (Address of principal executive offices) 32114 (Zip Code) Registrant’s telephone number, including area code: (386) 274-2202 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07. Submission of Matters to a Vote of Security Holders. The 2020 Annual Meeting of Shareholders (the “2020 Annual Meeting”) of Consolidated-Tomoka Land Co. (the “Company”) was held on April 29, 2020 at the Company’s corporate office at 1140 N. Williamson Blvd., Suite 140, Daytona Beach, Florida. At the 2020 Annual Meeting, the Company’s shareholders (i) elected John P. Albright, George R. Brokaw, Laura M. Franklin, R. Blakeslee Gable, Christopher W. Haga, Howard C. Serkin, and Casey R. Wold to serve as members of the board of directors of the Company until the 2021 Annual Meeting of Shareholders; (ii) ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm; (iii) approved , on an advisory basis, the compensation of the Company’s named executive officers; (iv) approved an amendment to the Company’s equity incentive plan; and (v) approved an amendment to the Company’s articles of incorporation to change the Company’s name to “CTO Realty Growth, Inc.” The proposals below are described in detail in the Company’s definitive proxy statement dated March 19, 2020 (the “Proxy Statement”). The voting results for each proposal were as follows: Proposal 1 – Election of Directors: BROKER FOR AGAINST ABSTAIN NON-VOTE John P. Albright 3,021,738 46,963 10,061 735,054 George R. Brokaw 2,668,693 402,360 7,709 735,054 Laura M. Franklin 2,948,229 123,961 6,572 735,054 R. Blakeslee Gable 2,942,997 127,056 8,709 735,054 Christopher W. Haga 2,702,520 368,533 7,709 735,054 Howard C. Serkin 2,723,271 347,782 7,709 735,054 Casey R. Wold 2,837,306 233,747 7,709 735,054 Proposal 2 – Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2019: FOR AGAINST ABSTAIN 3,771,456 39,343 3,017 Proposal 3 – Advisory vote to approve executive compensation: BROKER FOR AGAINST ABSTAIN NON-VOTE 2,989,278 75,838 13,646 735,054 Proposal 4 – Amend the Company’s equity incentive plan: BROKER FOR AGAINST ABSTAIN NON-VOTE 2,824,390 242,462 11,910 735,054 Proposal 5 – Amendment to the Company’s Articles of Incorporation to change the Company’s name to “CTO Realty Growth, Inc.”: FOR AGAINST ABSTAIN 3,737,931 62,525 13,360 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: May 4, 2020 Consolidated-Tomoka Land Co. By: /s/John P. Albright John P. Albright, President and Chief Executive Officer