Letitia A. Long
About Letitia A. Long
Letitia A. Long, age 66, has served as an independent Trustee of COPT Defense Properties (CDP) since 2020. She is Chair of the Nominating & Corporate Governance Committee and a member of the Audit Committee, bringing deep government intelligence, cybersecurity, and risk management expertise. Her education includes a BS in Electrical Engineering from Virginia Tech and an MS in Engineering from Catholic University of America. Current public company boards include T-Mobile US, Inc. and Parsons Corporation; prior boards in the last five years include Raytheon Company and Urthecast.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National Geospatial-Intelligence Agency (US Gov’t) | Director | 2010–2014 | Led strategic/geospatial intelligence; senior national security oversight |
| Defense Intelligence Agency (US Gov’t) | Deputy Director | 2006–2010 | Operations leadership for defense intelligence |
| U.S. Dept. of Defense | Deputy Undersecretary of Defense for Intelligence | 2003–2006 | Policy oversight for defense intelligence |
| Naval Intelligence (US Navy) | Deputy Director | 2000–2003 | Naval intel operations leadership |
| U.S. Intelligence Community | Various positions | 1978–2000 | Progressive leadership roles across agencies |
External Roles
| Organization | Role | Status/Dates | Committees/Impact |
|---|---|---|---|
| T-Mobile US, Inc. (NASDAQ: TMUS) | Director | Current | Technology/telecom oversight (committees not disclosed here) |
| Parsons Corporation (NYSE: PSN) | Director | Current | Defense/engineering oversight (committees not disclosed here) |
| Raytheon Company (NYSE: RTX) | Director | Former (past 5 years) | Aerospace/defense oversight |
| Urthecast (TSX: UR) | Director | Former (past 5 years) | Earth observation/space |
| Noblis, Inc. | Vice Chair, Board of Trustees | Current | Gov’t R&D non-profit governance |
| Virginia Tech | Board of Visitors | Current | University governance |
Board Governance
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Nominating & Corporate Governance | Chair | 5 | Appointed Chair effective Feb 21, 2024; oversees board structure, succession, governance guidelines, sustainability risks |
| Audit | Member | 10 | Oversees financial reporting, internal controls, auditor retention, and cybersecurity risk management |
- Independence: The Board determined all Trustee nominees are independent except the CEO; Ms. Long is independent.
- Attendance: The Board met 5 times in 2024; each incumbent Trustee attended at least 75% of aggregate Board and committee meetings on which they served.
- Executive sessions: Independent Trustees meet in executive session at each regularly scheduled meeting; Chairman presides.
- Leadership: CDP has an independent Chairman separate from the CEO; in the Chairman’s absence, the Nominating & Corporate Governance Chair presides at meetings (role held by Ms. Long).
- Governance processes: Annual board and committee self-evaluations led by the Nominating & Corporate Governance Committee.
- Committee independence: All board committees are entirely independent.
- Anti-hedging/pledging: Policies apply to Trustees; none pledge or hedge company securities.
Fixed Compensation
| Component | 2024 Amount/Terms | Notes |
|---|---|---|
| Annual Trustee retainer (cash) | $70,000 | Applies to all non-employee Trustees; unchanged vs 2023 |
| Board Chair fee (cash) | $70,000 | For Chair of Board (not applicable to Long) |
| Committee chair fees (cash) | Nominating & Corporate Governance: $15,000 | Ms. Long as Chair; other chairs: Audit $17,500; Compensation $15,000; Investment $13,000 |
| Committee membership fees (cash) | Audit: $14,000; Nominating & Corporate Governance: $12,000 | Ms. Long is a member of Audit and Nominating & Corporate Governance |
| Meeting fees (cash) | $2,000 per Board meeting after first 12/year | As applicable |
| Director | Fees Earned (Cash) | Equity Awards (Grant-date FV) | Total |
|---|---|---|---|
| Letitia A. Long (2024) | $108,898 | $108,455 | $217,353 |
| Details | – | Equity grant on May 9, 2024 at $24.66 per share/unit | – |
Notes:
- Trustees also receive an annual equity grant valued at $105,000; forfeiture restrictions lapse after one year; RSs carry voting rights; RSs/deferred share awards receive dividends; time-based profit interest units carry distributions but no voting rights prior to vesting.
Performance Compensation
| Element | Grant Date | Award Value | Vesting/Performance | Instruments/Rights |
|---|---|---|---|---|
| Annual Director Equity Grant | May 9, 2024 | $108,455 | Time-based; forfeiture lapses ~1 year | RSs, deferred share awards, or time-based profit interest units; dividends paid on RSs/deferred; RSs have voting rights, others do not |
- Beginning in 2025, Trustees may elect to receive annual cash retainers and committee fees in equity (RSs, RSUs, or time-based profit interest units) valued using the 15-day trailing average price as of the annual meeting grant date.
Other Directorships & Interlocks
| Company | Market | Relationship to CDP | Potential Interlock Risk |
|---|---|---|---|
| T-Mobile US, Inc. | NASDAQ: TMUS | Telecom; no disclosed CDP related-party transactions | No related-party transactions reported in 2024 |
| Parsons Corporation | NYSE: PSN | Defense/engineering; CDP’s tenant base includes USG and defense contractors; no disclosed related-party transactions | No related-party transactions reported in 2024; monitor informal ties |
| Raytheon Company | NYSE: RTX | Former board; defense | Former role; no current CDP RPTs |
Expertise & Qualifications
- Government and regulatory affairs; strategic leadership at NGA, DIA, DoD; strengthens oversight of defense/IT tenant risks.
- Technology/cybersecurity experience; complements Audit Committee’s cybersecurity risk oversight.
- Financial literacy and corporate governance; supports committee work and board refreshment.
- Risk management and strategic planning credentials; relevant for CDP’s mission-critical leasing strategy.
Equity Ownership
| Holder | Common Shares Beneficially Owned | OP Common Units (exchangeable) | Awards Available within 60 days | % of Shares Outstanding |
|---|---|---|---|---|
| Letitia A. Long | 14,587 | 11,880 | 2,707 | <1% |
- Ownership guidelines: Trustees must own 5× annual retainer and fees for four quarterly meetings; as of the proxy, Trustees either met guidelines or were within the accumulation timeframe; company prohibits hedging/pledging by Trustees.
Governance Assessment
- Committee leadership: As Nominating & Corporate Governance Chair, Long drives board composition, annual evaluations, succession planning, and sustainability oversight—key levers for board effectiveness.
- Risk oversight: Audit Committee (where Long serves) oversees financial reporting, internal controls, auditor independence, and cybersecurity—material to investor confidence given CDP’s defense/IT focus.
- Independence and process quality: Majority-independent board and fully independent committees; robust annual self-assessments and executive sessions; independent Chairman structure.
- Shareholder signals: Strong say‑on‑pay support (96.9% in 2024) and continued engagement indicate investor alignment with governance and pay practices.
- Director compensation alignment: Mix of cash retainers and one‑year time‑based equity, with 2025 flexibility to elect equity in lieu of cash—supports alignment without levering short‑term risk.
- Conflicts/related‑party: No related‑party transactions involving Trustees/NEOs in 2024; anti‑hedging/pledging policy in place; Audit Committee pre-approves auditor engagements to preserve independence.
RED FLAGS: None disclosed in 2024 regarding attendance, related‑party transactions, hedging/pledging, or director-specific pay anomalies. Continue monitoring for any future transactions involving entities where Ms. Long holds board roles (e.g., Parsons) even though none were reported for 2024.