COPT Defense Properties (NYSE: CDP) CEO gets 179,704 profit units

Rhea-AI Filing Summary

COPT Defense Properties reported an equity award to its President and CEO, Stephen E. Budorick. On 02/05/2026, he received 179,704 Profit Interest Units, a type of derivative security granted at a price of $0 under the company’s 2017 Omnibus Equity and Incentive Plan.

Each Profit Interest Unit can convert into an OP Unit in COPT Defense Properties, L.P. when vested and upon capital account equalization. OP Units are redeemable for cash or, at the company’s option, exchangeable for common shares on a current one-for-one basis. Following this grant, Budorick beneficially owns 1,063,297 derivative units directly.

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)
02/05/2026

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)	02/05/2026		A		179,704(2)		(1)	(1)	Common Shares	179,704	$0	1,063,297	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.

	/s/ David L. Finch, by Power of Attorney	02/06/2026
	** 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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FAQ

What insider transaction did COPT Defense Properties (CDP) disclose?

COPT Defense Properties disclosed that President and CEO Stephen E. Budorick received 179,704 Profit Interest Units on 02/05/2026 at a price of $0. These units are equity-based awards linked to the company’s operating partnership and can eventually convert into OP Units and common shares.

Who is the reporting person in the COPT Defense Properties (CDP) Form 4?

The reporting person is Stephen E. Budorick, who serves as President, CEO, and a director of COPT Defense Properties. The Form 4 details his acquisition of Profit Interest Units, which are derivative securities tied to the company’s long-term equity incentive structure.

How many Profit Interest Units did the CDP CEO receive in this filing?

Stephen E. Budorick received 179,704 Profit Interest Units in this transaction. The award was reported with a transaction code “A” for acquisition, at a price of $0 per unit, under COPT Defense Properties’ 2017 Omnibus Equity and Incentive Plan for long-term incentives.

What do COPT Defense Properties Profit Interest Units represent for CDP investors?

Profit Interest Units are derivative interests in COPT Defense Properties, L.P. that, once vested and capital accounts are equalized, automatically convert into OP Units. Those OP Units can be redeemed for cash or, at the company’s option, exchanged for common shares on a one-for-one basis.

How many derivative units does the CDP CEO own after this transaction?

After the 179,704-unit award, Stephen E. Budorick beneficially owns 1,063,297 derivative securities directly. This figure reflects his total Profit Interest Units position reported in the filing, which are ultimately linked to OP Units and potentially to common shares of COPT Defense Properties.

Under which plan were the Profit Interest Units for CDP’s CEO granted?

The Profit Interest Units were issued under the COPT Defense Properties 2017 Omnibus Equity and Incentive Plan. This plan provides equity-based awards, such as Profit Interest Units, designed to align executive compensation with the long-term performance and value of the company’s business.