UDR, Inc. (UDR) director reports 5,451 Class 1 LTIP unit grant

Rhea-AI Filing Summary

UDR, Inc. director Diane M. Morefield reported an equity award effective 01/02/2026. She acquired 5,451 Class 1 LTIP Units in United Dominion Realty, L.P. at an exercise price of $0.0000, increasing her directly owned derivative securities to 23,852 units.

These Class 1 LTIP Units vest on January 2, 2027. After meeting vesting conditions and having been outstanding for at least two years from the date of grant, each Class 1 LTIP Unit can be converted into a Partnership Common Unit. The holder may then require redemption for a cash amount based on the market value of UDR common stock, while the company, as general partner, may instead deliver either that cash amount or shares of UDR common stock in its discretion.

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^*

Morefield Diane M

(Last) (First) (Middle)

1745 SHEA CENTER DRIVE

SUITE 200

(Street)

HIGHLANDS RANCH CO 80129

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UDR, Inc. [ UDR ]

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)
01/02/2026

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

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
Class 1 LTIP Units(1)	(2)(3)(4)	01/02/2026		A		5,451(5)		(2)(3)(4)(5)	(4)	Common Stock(2)(3)(4)(5)	5,451	$0.0000	23,852	D

Explanation of Responses:

1. Represents Class 1 LTIP Units in United Dominion Realty, L.P., a Delaware limited partnership (the "UDR Partnership"). UDR, Inc. (the "Company") is the parent company and sole general partner of the UDR Partnership.

2. Subject to the conditions set forth in the Amended and Restated Agreement of Limited Partnership of the UDR Partnership (the "Partnership Agreement") and subject to the vesting conditions specified with respect to each Class 1 LTIP Unit (as described in footnote 5 below), each Class 1 LTIP Unit may be converted, at the election of the holder, into a unit of limited partnership of the UDR Partnership (a "Partnership Common Unit"), provided that such Class 1 LTIP Unit has been outstanding for at least two years from the date of grant.

3. A holder of Partnership Common Units has the right to require the UDR Partnership to redeem all or a portion of the Partnership Common Units held by the holder in exchange for a cash payment based on the market value of the Company's Common Stock at the time of redemption, as defined in the Partnership Agreement (the "Cash Amount"). However, the UDR Partnership's obligation to pay the Cash Amount is subject the prior right of the Company to acquire such Partnership Common Units in exchange for either the Cash Amount or shares of the Company's Common Stock.

4. The Company, as the general partner of the UDR Partnership, may, in its sole discretion, purchase the Partnership Common Units by paying the limited partner either the Cash Amount or the REIT Share Amount (generally one share of the Company's Common Stock for each Partnership Common Unit), as such terms are defined in the Partnership Agreement. The right to convert the Class 1 LTIP Units into Partnership Common Units and the right to receive the Cash Amount or the REIT Share Amount (in the Company's sole discretion) in exchange for Partnership Common Units do not have expiration dates.

5. The Class 1 LTIP Units shall vest on the first anniversary of the vesting commencement date, which is January 2, 2027.

	Diane M. Morefield	01/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did UDR (UDR) report for Diane M. Morefield?

Director Diane M. Morefield reported acquiring 5,451 Class 1 LTIP Units in United Dominion Realty, L.P. effective 01/02/2026 at an exercise price of $0.0000 per unit.

How many derivative securities does the UDR director own after this Form 4 transaction?

Following the reported award, 23,852 derivative securities are shown as beneficially owned directly by the reporting person.

When do the UDR Class 1 LTIP Units reported on this Form 4 vest?

The Class 1 LTIP Units reported in this filing are scheduled to vest on January 2, 2027, based on the vesting commencement date described.

What are Class 1 LTIP Units related to UDR, Inc.?

The Class 1 LTIP Units represent interests in United Dominion Realty, L.P., the operating partnership of UDR, Inc., where UDR, Inc. is the parent company and sole general partner.

Can the UDR Class 1 LTIP Units become common stock of UDR, Inc.?

Subject to partnership agreement conditions and vesting, each Class 1 LTIP Unit may be converted into a Partnership Common Unit, which the holder can redeem for a cash amount based on UDR common stock, while the company may choose to deliver either cash or shares of UDR common stock.

How long must UDR Class 1 LTIP Units be outstanding before conversion rights apply?

Each Class 1 LTIP Unit must have been outstanding for at least two years from the date of grant, and satisfy vesting conditions, before it may be converted into a Partnership Common Unit.