BXP, Inc.·4

Feb 17, 3:32 PM ET

LINDE DOUGLAS T 4

4 · BXP, Inc. · Filed Feb 17, 2026

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BXP President Douglas T. Linde Receives Award

What Happened Douglas T. Linde, President and Director of BXP, was granted/earned 20,973 LTIP units (reported as a derivative acquisition, Code A) on February 13, 2026, at an attributed price of $0.25 each, reported value $5,243. The award reflects earned units under Boston Properties’ 2023 Multi-Year Long-Term Incentive Program (the "Program"). The filing also reports the forfeiture of 19,907 LTIP units originally issued on February 7, 2023 that were subject to performance-based vesting hurdles.

Key Details

  • Transaction date and type: 2026-02-13; Grant/award (Code A); derivative security.
  • Amount and price: 20,973 LTIP units at $0.25 each; reported total value $5,243.
  • Post-transaction holdings: The filing does not state total beneficial ownership of company common stock after this transaction.
  • Notable footnotes:
    • F1: LTIP Units are limited partnership interests in Boston Properties Limited Partnership (BPLP) earned under the 2023 LTIP.
    • F2: LTIP Units may be converted (subject to tax allocation conditions) into Common OP Units, which can be redeemed for cash equal to the fair market value of a BXP share or exchanged for BXP shares at the issuer’s election.
    • F3: LTIP Units vest when earned but are subject to an additional one-year post-vesting transfer/redemption restriction.
    • F4: 19,907 LTIP Units issued Feb 7, 2023 were forfeited as noted.
  • Timeliness: Transaction reported on Form 4 filed 2026-02-17 for a 2026-02-13 transaction; filing was timely under the Form 4 reporting window.

Context This was a performance-based LTIP award (derivative interest), not an open-market purchase or sale. LTIP Units link the executive’s payout to company performance and can convert into partnership/common-unit interests with redemption or share-exchange mechanics; they are not immediately tradable shares and are subject to a one-year post-vesting holding period.

Insider Transaction Report

Form 4
Period: 2026-02-13
LINDE DOUGLAS T
DirectorPresident
Transactions
  • Award

    LTIP Units

    [F1][F2][F3][F4]
    2026-02-13$0.25/sh+20,973$5,243807,060 total
    Common Stock, par value $.01 (20,973 underlying)
Footnotes (4)
  • [F1]Represents units of limited partnership interest in Boston Properties Limited Partnership ("BPLP"), of which the Issuer is the general partner, earned (i.e., for which the performance-based hurdles have been met) pursuant to the Issuer's 2023 Multi-Year Long-Term Incentive Program (the "Program").
  • [F2]Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of BPLP or the holder, into a common unit of limited partnership interest in BPLP ("Common OP Unit"). Each Common OP Unit acquired upon conversion of an LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common OP Unit so presented for one share of the Issuer's common stock. LTIP Units have no expiration date.
  • [F3]The LTIP Units earned pursuant to the Program vested in full upon being earned. Each earned LTIP Unit and Common OP Unit acquired upon conversion of such LTIP Unit is subject to an additional post-vesting holding period pursuant to which such LTIP Unit and Common OP Unit generally may not be transferred, and the redemption right associated with the Common OP Unit may not be exercised, until one year after the vesting date.
  • [F4]Reflects the forfeiture of 19,907 LTIP Units originally issued on February 7, 2023 pursuant to the Program that were previously reported as beneficially owned by the Reporting Person, but remained subject to certain performance-based vesting hurdles based on the Issuer's total shareholder return for the period from February 7, 2023 to February 6, 2026.
Signature
/s/ Kelli A. DiLuglio, as Attorney-in-Fact|2026-02-17

Documents

1 file
  • 4
    wk-form4_1771360351.xmlPrimary

    FORM 4