COPT Defense Properties (CDP) CEO granted 61,114 Profit Interest Units in equity award

Rhea-AI Filing Summary

COPT Defense Properties President and CEO Stephen E. Budorick reported receiving a grant of 61,114 Profit Interest Units on March 1, 2026 at a price of $0.00 per unit. These units were issued under the COPT Defense Properties 2017 Omnibus Equity and Incentive Plan.

Each Profit Interest Unit will automatically convert into one OP Unit of COPT Defense Properties, L.P. once it vests and its capital account is equalized. OP Units can be redeemed for cash or, at the company’s option, exchanged one-for-one for common shares of COPT Defense Properties. The award vests in three equal annual installments over a three-year period, and following this grant Budorick directly holds 1,124,411 derivative units.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BUDORICK STEPHEN E

(Last) (First) (Middle)

6711 COLUMBIA GATEWAY DRIVE

SUITE 300

(Street)

COLUMBIA MD 21046

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COPT DEFENSE PROPERTIES [ CDP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT/CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Profit Interest Units	(1)	03/01/2026		A		61,114(2)		(1)(3)	(1)	Common Shares	61,114	$0	1,124,411	D

Explanation of Responses:

1. Each Profit Interest Unit will convert automatically into one share of beneficial interest, designated as a unit (an "OP Unit"), in COPT Defense Properties, L.P. when such Profit Interest Unit becomes vested and upon equalization of its capital account balance. OP Units are redeemable for cash, or, at the option of COPT Defense Properties, exchangeable for common shares of COPT Defense Properties, currently on a one-for-one basis.

2. Represents Profit Interest Units issued pursuant to the COPT Defense Properties 2017 Omnibus Equity and Incentive Plan.

3. The Profit Interest Units will vest in three equal installments over a three-year period.

	/s/ David L. Finch, by Power of Attorney	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did COPT Defense Properties (CDP) report for Stephen Budorick?

COPT Defense Properties reported that CEO Stephen E. Budorick received a grant of 61,114 Profit Interest Units on March 1, 2026. The units were awarded at $0.00 per unit under the company’s 2017 Omnibus Equity and Incentive Plan, increasing his derivative holdings.

What are Profit Interest Units in the COPT Defense Properties (CDP) Form 4?

Profit Interest Units are derivative interests that can automatically convert into OP Units of COPT Defense Properties, L.P. after vesting and capital account equalization. Each OP Unit is redeemable for cash or, at the company’s option, exchangeable one-for-one for common shares of COPT Defense Properties.

How do the new Profit Interest Units granted to the CDP CEO vest?

The Profit Interest Units granted to the COPT Defense Properties CEO vest in three equal installments over a three-year period. This structure spreads vesting over time, aligning the award with ongoing service and performance rather than providing immediate, fully vested ownership.

How many derivative units does the CDP CEO hold after this Form 4 transaction?

After this transaction, CEO Stephen E. Budorick directly holds 1,124,411 derivative units. That total includes the newly granted 61,114 Profit Interest Units reported, reflecting his cumulative derivative-based equity position tied to COPT Defense Properties.

Under which plan were the CDP Profit Interest Units granted to the CEO?

The Profit Interest Units were granted under the COPT Defense Properties 2017 Omnibus Equity and Incentive Plan. This plan provides the framework for equity-based awards, including Profit Interest Units, to executives and other participants associated with the company.