Easterly Government Properties Insider Boosts Stake with New Equity Grant

Rhea-AI Filing Summary

Easterly Government Properties, Inc. (DEA) – Form 4 filing dated 06/23/2025

Independent director Scott D. Freeman reported the receipt of 5,499 shares of DEA common stock on 06/18/2025. The shares were granted under the company’s 2024 Equity Incentive Plan at $0.00 cost and will vest on the earlier of (i) the first anniversary of the grant date or (ii) the next annual shareholder meeting, provided Mr. Freeman remains on the board. Following the grant, his direct holdings rise to 18,845 shares.

The disclosure reflects the company’s 1-for-2.5 reverse stock split completed on 04/28/2025; all figures are presented on a post-split basis. No derivative securities were reported, and there were no dispositions or open-market purchases.

The transaction modestly increases insider ownership but, given the small absolute size and routine nature of director equity grants, is unlikely to be materially market-moving.

Insights

Securities Analyst

TL;DR: Routine equity grant; marginally positive signal but immaterial to valuation.

This Form 4 documents a customary annual stock grant to director Scott Freeman. The 5,499-share award (≈0.02% of DEA’s ~24 m post-split shares) is non-cash and vests within a year. It raises his stake to 18,845 shares, aligning incentives yet adding negligible dilution. Because the shares were issued at no cost and represent a de minimis percentage, the filing does not alter cash flow, leverage, or FFO outlook. Investors may view incremental insider ownership positively, but the impact on the stock’s fundamental valuation or governance profile is neutral.

Corporate Governance Expert

TL;DR: Standard director compensation; maintains alignment with shareholders.

The grant follows DEA’s equity plan and typical REIT governance practice. Vesting is performance-agnostic but time-based, reinforcing director retention. No 10b5-1 plan was indicated, implying flexibility for future trades. The reverse-split notation ensures transparency after the April restructure. There are no red flags—no option backdating, no accelerated vesting—therefore the filing is procedurally sound. From a governance standpoint the action is neither aggressive nor overly dilutive, resulting in a neutral to mildly positive impact on shareholder alignment.

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^*

Freeman Scott D.

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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
Common Stock(1)	06/18/2025		A		5,499	A	$0.00	18,845(2)	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. Represents shares of common stock granted under the Issuer's 2024 Equity Incentive Plan, which will vest upon the earlier of the first anniversary of the date of grant or the next annual stockholder meeting, subject to the Reporting Person's continued service as a director of the Issuer through such date.

2. Shares are reflected on a post-split basis in accordance with the 1-for-2.5 reverse stock split of the Issuer's issued and outstanding shares of common stock completed on April 28, 2025.

	/s/ Franklin V. Logan, Attorney-in-fact for Scott D. Freeman	06/23/2025
	** 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

How many DEA shares did Director Scott D. Freeman acquire?

He received 5,499 shares of common stock via an equity grant.

What is the total number of DEA shares Scott D. Freeman owns after the transaction?

His direct holdings now total 18,845 shares post-transaction.

Was cash paid for the shares disclosed in this Form 4?

No, the shares were granted at $0.00 under the 2024 Equity Incentive Plan.

When will the granted DEA shares vest?

They vest on the earlier of the first anniversary of the grant (06/18/2026) or the next annual shareholder meeting, subject to continued board service.

Why are the share numbers shown on a post-split basis?

DEA completed a 1-for-2.5 reverse stock split on 04/28/2025; the filing reflects adjusted share counts.