FORM 10-K COUSINS PROPERTIES INCORPORATED (Exact name of registrant as specified in its charter) (I.R.S. Employer Identification No.)(State or other jurisdiction of incorporation or organization) (404)407-1000 Indicateby check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the SecuritiesAct.Yes ýNo ¨ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the ExchangeAct.Yes ¨No ý Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days.Yes ýNo ¨ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files).Yes ýNo ¨ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filerýNon-accelerated filer☐ Accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.¨ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).¨ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No ý As of June 28, 2024, the aggregate market value of the common stock of Cousins Properties Incorporated held by non-affiliates was $3,480,329,145 based on the closing sales price as reported on the New York Stock Exchange. As of January 30,2025, 167,660,480 shares of common stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s proxy statement for the annual stockholders meeting to be held on April 29, 2025 areincorporated by reference into Part III of this Form 10-K. Table of Contents PART I Item 1.Business1Item 1A.Risk Factors4Item 1B.Unresolved Staff Comments19Item 1C.Cybersecurity20Item 2.Properties21Item 3.Legal Proceedings26Item 4.Mine Safety Disclosures26Item X.Executive Officers of the Registrant27PART IIItem 5.Market for Registrant’s Common Stock and Related Stockholder Matters28Item 7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations29Item 7A.Quantitative and Qualitative Disclosure about Market Risk42Item 8.Financial Statements and Supplementary Data43Item 9.Changes in and Disagreements with Accountants on Accounting and FinancialDisclosure43Item 9A.Controls and Procedures43PART IIIItem 10.Directors, Executive Officers and Corporate Governance45Item 11.Executive Compensation45Item 12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters45Item 13.Certain Relationships and Related Transactions, and Director Independence45 Item 14.Principal Accountant Fees and Services PART IV Item 15.Exhibits and Financial Statement Schedules Table of Contents FORWARD-LOOKING STATEMENTS Certain matters contained in this report are “forward-looking statements” within the meaning of thefederal securities laws and are subject to uncertainties and risks, as itemized herein. These forward-looking statements include information about possible or assumed future results of the business and ourfinancial condition, liquidity, results of operations, plans, and objectives. Examples of forward-lookingstatements in this Annual Report on Form 10-K include the Company’s business and financial strategy;objectives of management; future