CDP Form 4: Director Converts 1,500 Units to Cash at $29.06

Rhea-AI Filing Summary

Denton Robert L., a director of COPT Defense Properties (CDP), redeemed 1,500 common units of COPT Defense Properties, L.P. on 09/05/2025. The common units are convertible into the issuer's common shares or, at the issuer's election, cash; for these units the issuer elected cash payment based on the 10-day average closing price of the issuer's common shares, with a referenced unit amount of $29.058.

After the redemption the reporting person directly beneficially owned 153,764 common shares. The Form 4 was signed by an attorney-in-fact on 09/08/2025 and reports the transaction as a conversion/redemption

Positive

• Transparent disclosure of redemption by a director filed on Form 4
• Issuer elected cash settlement based on a 10-day average closing price, clarifying consideration received

Negative

• Reduction of insider holdings by 1,500 common units (converted to cash)
• Potential minor dilution-related information absent (filing does not state whether units would have converted into shares instead)

Insights

Corporate Governance Expert

TL;DR: Routine insider redemption converted to cash; no new governance issues disclosed.

The filing documents a director-level holder redeeming convertible partnership units for cash under the issuer's election, a permitted corporate action. This is a standard disclosure under Section 16 and demonstrates compliance with reporting rules. The transaction reduced the reporting person's unit holdings by 1,500 while leaving a substantial direct holding of 153,764 shares.

Securities Analyst

TL;DR: Minor liquidity event by an insider; limited market impact given the small unit count.

The redemption of 1,500 common units at a referenced $29.058 per unit represents a modest cash realization by the reporting person. No options exercise or additional derivative positions were created; the units were convertible upon issuance and the issuer elected cash settlement using a 10-day average price. On its face this is a routine Section 16 disclosure with neutral implications for CDP's 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).

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)
09/05/2025

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	$29.058	09/05/2025		C(1)	V		1,500	(2)	(1)	Common Shares	1,500	$0	153,764	D

Explanation of Responses:

1. The reporting person redeemed 1,500 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 1,500 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	09/08/2025
	** 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).
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FAQ

Who filed the Form 4 for CDP?

The reporting person is Denton Robert L., identified as a director of COPT Defense Properties.

What transaction is reported on the CDP Form 4?

Redemption of 1,500 common units of COPT Defense Properties, L.P., on 09/05/2025, with the issuer electing cash settlement.

What cash amount or price is referenced for the redemption?

The filing references $29.058 per common unit and states cash was paid based on the 10-day average closing price of the issuer's common shares.

How many shares did the reporting person own after the transaction?

The reporting person beneficially owned 153,764 common shares following the reported transaction.

When was the Form 4 signed and filed?

The signature on the form is dated 09/08/2025, executed by an attorney-in-fact.