X0306 4 2017-01-29 0000025232 COUSINS PROPERTIES INC CUZ 0001056731 GELLERSTEDT LAWRENCE L III 191 PEACHTREE STREET SUITE 500 ATLANTA GA 30303 1 President & CEO Common Stock 2017-01-29 4 F 0 9959 8.51 D 474422 D Common Stock 2017-01-30 4 F 0 4506 8.43 D 469916 D Common Stock 1665 I By Profit Sharing Plan Common Stock 50 I By Spouse Common Stock 500 I By Irrevocable Trust Common Stock 1000 I By Irrevocable Trust Shares withheld from the vesting of restricted stock to pay the reporting person's tax liability as permitted under the 2009 Incentive Stock Plan. Includes 77,427 of restricted stock awarded under the Cousins Properties Incorporated (CPI) 2009 Incentive Stock Plan. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends and to vote the restricted shares. All unvested shares will forfeit upon termination of employment. Includes 63,918 of restricted stock awarded under the Cousins Properties Incorporated (CPI) 2009 Incentive Stock Plan. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends and to vote the restricted shares. All unvested shares will forfeit upon termination of employment. /s/ Lawrence L. Gellerstedt III 2017-01-31