[Form 4] COPT Defense Properties Insider Trading Activity

Rhea-AI Filing Summary

COPT Defense Properties (CDP) Form 4 filing: Director Robert L. Denton redeemed 2,000 common units of COPT Defense Properties L.P. on 08/04/2025. The units were converted at an exercise price of $27.769 and, per the partnership agreement, the issuer elected to settle the conversion in cash based on the 10-day average NYSE closing price. Gross proceeds to Denton are roughly $55.5 k.

Following the cash-settled conversion, Denton still directly owns 155,264 partnership units, each convertible one-for-one into CDP common shares. Transaction code “C” denotes a derivative conversion and is not an open-market trade, so share-count dilution is unchanged and no insider market sale occurred. The activity represents about 1.3% of Denton’s reported holdings and is immaterial to CDP’s capital structure.

Insights

Securities Analyst

TL;DR: Small, cash-settled unit conversion by director; neutral impact on CDP’s float and insider ownership.

The filing shows a routine redemption of 2,000 LP units (~$55 k) by Director Robert Denton. Because the issuer opted to pay cash, no new CDP shares were issued and public float was unaffected. Denton retains 155 k units, so alignment with shareholders remains largely intact. The size—about 1% of his stake and de-minimis versus CDP’s market cap—suggests no signaling value regarding company outlook. Overall, the event is administratively noteworthy but not financially material to investors.

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

OMB Number:			3235-0287
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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^*

DENTON ROBERT L

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2025

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
Common Units-CDPLP	$27.769	08/04/2025		C(1)	V		2,000	(2)	(1)	Common Shares	2,000	$0	155,264	D

Explanation of Responses:

1. The reporting person redeemed 2,000 common units of limited partnership interest ("Common Units") of COPT Defense Properties, L.P., of which the issuer is the general partner. Common Units are convertible into an equal number of the issuer's common shares of beneficial interest or, at the election of the issuer, cash equal to the fair market value of such shares. In the case of these 2,000 Common Units, the issuer elected to pay cash upon the conversion of the reporting person's Common Units, based on the 10-day average closing price of the issuer's common shares on the New York Stock Exchange. Common Units have no expiration date.

2. Common Units are convertible upon issuance.

	/s/ David L. Finch, Attorney-in-Fact	08/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction was reported for CDP on 08/04/2025?

Director Robert L. Denton redeemed 2,000 partnership common units, settled in cash rather than CDP shares.

How many COPT Defense Properties units does the director still hold after the transaction?

Denton continues to own 155,264 common units directly.

Was the transaction an open-market sale of CDP shares?

No. It was a Code C derivative conversion settled in cash; no CDP shares were sold on the market.

Does this Form 4 affect CDP's public share count?

No. Cash settlement means no new shares were issued and dilution is zero.