Item 8.01. Other Events



On August 2, 2021, Corporate Office Properties Trust ("COPT") and Corporate Office Properties, L.P. ("COPLP") entered into an underwriting agreement (the "Underwriting Agreement") by and among themselves and J.P. Morgan Securities LLC, Barclays Capital Inc., KeyBanc Capital Markets Inc. and Wells Fargo Securities, LLC, acting on behalf of themselves and as representatives of the several underwriters listed on Schedule I thereto, in connection with COPLP's issuance and sale of $400,000,000 aggregate principal amount of 2.000% Senior Notes due 2029 (the "Notes"). The Notes will be fully and unconditionally guaranteed by COPT. Subject to customary closing conditions, the offering is expected to close on or about August 11, 2021. The Notes were offered pursuant to an effective shelf registration statement on Form S-3 on file with the Securities and Exchange Commission, including a base prospectus, dated April 8, 2019, and a prospectus supplement, dated August 2, 2021, filed with the Securities and Exchange Commission on August 4, 2021.

The Underwriting Agreement contains various representations, warranties and agreements by COPLP, conditions to closing, indemnification rights and obligations of the parties. The description of the Underwriting Agreement set forth above is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits






Exhibit
Number                                  Exhibit Title
  1.1        Underwriting Agreement, dated as of August 2, 2021, by and among
           Corporate Office Properties Trust, Corporate Office Properties, L.P.,
           and J.P. Morgan Securities LLC, Barclays Capital Inc., KeyBanc Capital
           Markets Inc. and Wells Fargo Securities, LLC, acting on behalf of
           themselves and as representatives of the several underwriters listed on
           Schedule I thereto.
104        Cover Page Interactive Data File (embedded within the Inline XBRL
           document).

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