BXP, Inc.·4

Apr 1, 1:11 PM ET

WALTON WILLIAM H III 4

4 · BXP, Inc. · Filed Apr 1, 2026

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BXP Director William H. Walton III Receives Phantom Stock Award

What Happened William H. Walton III, a non-employee director of BXP, received an award of 457.61 Phantom Stock Units on 2026-03-31. The units are valued at $51.90 each, for a total notional value of approximately $23,750. This was an award/compensation grant (derivative), not an open-market purchase or sale.

Key Details

  • Transaction date: 2026-03-31; transaction type: Award/Grant (code A). Price per unit: $51.90. Total value: ~$23,750.
  • Nature of holding: Phantom Stock Units (derivative) that convert 1-for-1 into BXP common shares (F1).
  • Settlement: Units are awarded under BXP’s 2021 Stock Incentive Plan for non-employee directors who elected phantom units in lieu of cash. They will be settled in shares (fractional units in cash) either in a lump sum or in ten annual installments after the director retires from the board; directors may later reallocate to measurement funds (cash-settled) post-retirement (F2).
  • Dividend equivalents: 98.33 Phantom Stock Units were credited as dividend equivalents on January 29, 2026 and are included in the total (F3).
  • Shares owned after transaction: Not specified in this Form 4.
  • Filing timeliness: Form 4 was filed 2026-04-01 for a 2026-03-31 grant — appears timely (not noted as late).

Context Phantom Stock Units are a form of deferred compensation for directors and represent a future right to receive company stock (or cash for fractional/measurement-fund amounts) rather than an immediate cash investment or sale. Such awards are routine compensation and do not necessarily signal the director’s buy/sell decision in the market.

Insider Transaction Report

Form 4
Period: 2026-03-31
Transactions
  • Award

    Phantom Stock Units

    [F1][F2][F3]
    2026-03-31$51.90/sh+457.61$23,7509,688.42 total
    Common Stock, par value $0.01 (457.61 underlying)
Footnotes (3)
  • [F1]The Phantom Stock Units convert to BXP, Inc. ("BXP") common stock on a 1-for-1 basis.
  • [F2]The Phantom Stock Units are awarded under BXP's 2021 Stock Incentive Plan to non-employee directors who elected to receive Phantom Stock Units in lieu of director cash compensation fees. The Phantom Stock Units are to be settled in shares of BXP common stock (except that fractional units, if any, will be settled in cash) in a lump sum or in ten annual installments, at the reporting person's election, following the reporting person's retirement from the BXP Board of Directors. In addition, non-employee directors who elect a deferred payout following their retirement may make one or more elections to reallocate all or a portion (but only in 25% increments) of their notional investment from BXP common stock to a deemed investment in one or more measurement funds. These elections may only be made after the director's service on the BXP Board of Directors ends. Amounts notionally invested in measurement funds will be settled in cash instead of BXP common stock.
  • [F3]Includes 98.33 Phantom Stock Units received pursuant to dividend equivalent rights which were credited to the Reporting Person on January 29, 2026.
Signature
/s/ Kelli A. DiLuglio, as Attorney-in-Fact|2026-04-01

Documents

1 file
  • 4
    wk-form4_1775063488.xmlPrimary

    FORM 4