CDP Form 4: Director converts 1,000 partnership units, retains 152,764 shares

Rhea-AI Filing Summary

Robert L. Denton, a director of COPT Defense Properties (CDP), reported redemption of 1,000 Common Units of COPT Defense Properties, L.P., on 09/25/2025. Each Common Unit is convertible into one common share of the issuer or, at the issuer's election, cash equal to the fair market value of the shares; for this redemption the issuer elected to pay cash based on the 10-day average closing price on the NYSE, with a stated per-unit reference price of $30.353.

After the reported transaction the reporting person beneficially owned 152,764 common shares directly. The filing was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Transparent disclosure of insider transaction and post-transaction beneficial ownership (1,000 units redeemed; 152,764 shares held)
• Issuer used stated valuation method (10-day average NYSE closing price) for cash payout, clarifying conversion mechanics

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: A director redeemed convertible partnership units for cash; ownership remains disclosed and substantial on a single-line Form 4.

The filing documents a routine conversion/redemption of 1,000 Common Units into cash at the issuer's election, using a 10-day average NYSE closing price as the valuation method. This is a standard mechanism under the partnership structure and does not, by itself, indicate a change in board role or new related-party arrangements. The remaining beneficial ownership of 152,764 shares is clearly reported, preserving transparency on insider holdings.

Securities Analyst

TL;DR: Small-scale insider liquidity event recorded; disclosure meets Section 16 reporting requirements.

The transaction code and explanatory note confirm the reporter redeemed convertible units and received cash rather than shares, with Common Units convertible on issuance and no expiration. The report is concise and supplies the key figures: 1,000 units redeemed and 152,764 shares held post-transaction. Based solely on this filing, there is no indication of material portfolio reallocation or impairment to corporate capital structure.

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

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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).

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)
09/25/2025

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	$30.353	09/25/2025		C(1)	V		1,000	(2)	(1)	Common Shares	1,000	$0	152,764	D

Explanation of Responses:

1. The reporting person redeemed 1,000 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 1,000 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	09/25/2025
	** 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 transaction did Robert L. Denton report on Form 4 for CDP?

The filing reports redemption of 1,000 Common Units of COPT Defense Properties, L.P., with the issuer electing to pay cash based on the 10-day average NYSE closing price.

Did the reporting person receive shares or cash for the Common Units?

The issuer elected to pay cash upon conversion of the 1,000 Common Units rather than issuing common shares.

How many common shares does the reporting person own after the transaction?

The reporting person beneficially owns 152,764 common shares following the reported transaction.

When was the transaction executed?

The transaction date reported on the Form 4 is 09/25/2025.

What valuation basis was used for the cash payment?

Cash was paid based on the 10-day average closing price of the issuer's common shares on the New York Stock Exchange.