Cousins Properties (NYSE: CUZ) EVP Roper gains 11,558 shares from RSU vesting

Rhea-AI Filing Summary

Cousins Properties executive Pamela F. Roper reported an automatic share acquisition tied to long-term incentives. On February 2, 2026, she acquired 11,558 shares of Cousins Properties common stock at $24.84 per share upon settlement of previously granted Restricted Stock Units under the CPI 2019 Omnibus Incentive Stock Plan.

These RSUs were granted on February 16, 2023 and vested in full after a three-year performance period ending December 31, 2025, following the Board’s approval of performance achievement on February 2, 2026. After this transaction, she beneficially owns 73,782 common shares, including 18,656 unvested restricted shares that carry dividend and voting rights but will be forfeited if employment ends.

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^*

Roper Pamela F

(Last) (First) (Middle)

3344 PEACHTREE ROAD

SUITE 1800

(Street)

ATLANTA GA 30326

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COUSINS PROPERTIES INC [ CUZ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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
Common Stock	02/02/2026		A(1)(2)		11,558	A	$24.84	73,782(3)	D

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

Explanation of Responses:

1. Settlement in shares related to Restricted Stock Units (RSUs) granted under the CPI 2019 Omnibus Incentive Stock Plan. These RSUs were granted February 16, 2023, and represent a right to receive, at settlement, one share of common stock. The RSUs "cliff" vested at the end of the three-year performance period ending on December 31, 2025, subject to achievement of certain previously disclosed performance conditions. Performance achievement was approved by CPI's Board of Directors on February 2, 2026.

2. In accordance with the terms of the Plan, and the elections of the grantee, the acquired shares reflect the shares delivered after the withholding necessary to satisfy applicable tax requirements (up to the maximum statutory withholding rate under applicable law).

3. Includes 18,656 of restricted stock awarded under the Cousins Properties Incorporated (CPI) 2019 Omnibus Incentive Stock Plan. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends and to vote the restricted shares. All unvested shares will forfeit upon termination of employment.

Remarks:

	/s/ Pamela F. Roper	02/04/2026
	** 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.
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FAQ

What insider transaction did CUZ executive Pamela F. Roper report?

Pamela F. Roper reported acquiring 11,558 shares of Cousins Properties common stock. The shares were delivered on February 2, 2026 upon settlement of performance-based RSUs granted in 2023 under the CPI 2019 Omnibus Incentive Stock Plan.

At what price were the CUZ shares acquired by Pamela F. Roper?

The 11,558 Cousins Properties shares were acquired at $24.84 per share. The acquisition reflects settlement of vested RSUs, with shares delivered net of tax withholding in accordance with the plan terms and the executive’s prior tax elections.

How many CUZ shares does Pamela F. Roper own after this Form 4?

After the February 2, 2026 transaction, Pamela F. Roper beneficially owns 73,782 Cousins Properties common shares. This total includes shares received from RSU settlement and restricted shares awarded under the company’s 2019 Omnibus Incentive Stock Plan.

What are the terms of the RSUs that vested for CUZ executive Pamela F. Roper?

The RSUs were granted on February 16, 2023 and represent rights to receive one CUZ share each. They cliff vested after a three-year performance period ending December 31, 2025, subject to performance conditions approved by the Board on February 2, 2026.

How were taxes handled on Pamela F. Roper’s CUZ RSU settlement?

Shares delivered to Pamela F. Roper reflect net settlement after tax withholding. Under the plan and her elections, a portion of the vested RSU shares was withheld to satisfy applicable tax requirements up to the maximum statutory withholding rate.

What restricted CUZ stock does Pamela F. Roper currently hold?

Her holdings include 18,656 shares of restricted stock awarded under the Cousins Properties 2019 Omnibus Incentive Stock Plan. She may receive cash dividends and vote these shares while unvested, but all unvested shares will be forfeited if her employment terminates.