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Performance-based LTIP units granted to Easterly (NYSE: DEA) president & CEO

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Easterly Government Properties, Inc. reported that President and CEO Darrell W. Crate acquired 245 LTIP Units as a grant of long-term incentive compensation at a price of $0.00 per unit. Following this award, he holds 13,345 LTIP Units.

These LTIP Units were earned after the compensation committee determined performance vesting hurdles tied to the company’s results from January 3, 2023 through December 31, 2025 had been achieved. Once vested and subject to tax allocation conditions and issuer consent rules, each LTIP Unit can be converted into a Common Unit and then redeemed for either cash equal to the fair market value of one share of common stock or one share of common stock itself.

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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
Estimated average burden
hours per response: 0.5
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*
Crate Darrell W

(Last) (First) (Middle)
C/O EASTERLY GOVERNMENT PROPERTIES, INC.
2001 K STREET NW, SUITE 775 NORTH

(Street)
WASHINGTON DC 20006

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Easterly Government Properties, Inc. [ DEA ]
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)
02/18/2026
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
LTIP Units(1) (2) 02/18/2026 A 245 (2)(3) (2) Common Stock 245 $0 13,345(3) D
Explanation of Responses:
1. Represents additional LTIP Units in Easterly Government Properties LP (the "Operating Partnership"), of which the Issuer is the general partner, that were granted as long-term incentive compensation pursuant to the Issuer's 2015 Equity Incentive Plan, subject to certain performance vesting hurdles based on the Issuer's performance from January 3, 2023 through December 31, 2025 ("LTIP Unit Award"), which were earned upon the determination by the Issuer's compensation committee that the performance vesting hurdles had been achieved.
2. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each vested LTIP Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Operating Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of an LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the fair market value of a share of the Issuer's Common Stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of Common Stock. LTIP Units are generally not convertible without the consent of the Issuer until two years from the date of the grant. The rights to convert vested LTIP Units into Common Units and redeem Common Units do not have expiration dates.
3. The total number of derivative securities represents the aggregate of all LTIP Units earned by the reporting person pursuant to the LTIP Unit Award, including LTIP Units earned on January 20, 2026. LTIP Units vested when earned.
/s/ Franklin V. Logan, Attorney-in-fact for Darrell W. Crate 02/20/2026
** 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.
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 did Easterly (DEA) report for Darrell W. Crate?

Easterly Government Properties reported a grant of 245 LTIP Units to President and CEO Darrell W. Crate at $0.00 per unit. The award represents long-term incentive compensation tied to performance hurdles, bringing his total LTIP Unit holdings to 13,345 after the transaction.

What are LTIP Units in Easterly Government Properties’ compensation plan?

LTIP Units are long-term incentive units in the operating partnership granted under the 2015 Equity Incentive Plan. Once vested and subject to tax allocation conditions and issuer consent, each LTIP Unit can convert into a Common Unit, which may then be redeemed for cash or common stock.

How were the newly reported LTIP Units for DEA’s CEO earned?

The LTIP Units were earned based on performance vesting hurdles measured from January 3, 2023 through December 31, 2025. The compensation committee determined these hurdles were achieved, causing the units to vest when earned under the LTIP Unit Award structure.

Can Easterly (DEA) LTIP Units be converted into common stock or cash?

Each vested LTIP Unit may be converted into a Common Unit in the operating partnership, subject to tax allocation conditions and issuer consent rules. Each Common Unit can then be redeemed for cash equal to the fair market value of one share, or for one share of common stock at the issuer’s election.

Do Easterly Government Properties LTIP Unit conversion rights expire?

The rights to convert vested LTIP Units and redeem Common Units do not have expiration dates. However, LTIP Units are generally not convertible without the issuer’s consent until two years from the date of grant, adding a minimum holding period before full flexibility applies.

What total LTIP Unit position does DEA’s CEO hold after this grant?

After receiving the 245-unit performance-based award, President and CEO Darrell W. Crate beneficially owns 13,345 LTIP Units. This figure represents the aggregate of all LTIP Units earned under the LTIP Unit Award, including units earned on January 20, 2026, which vested when earned.
Easterly Govt Pptys Inc

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