BXP, Inc.·4

Feb 17, 3:33 PM ET

RITCHEY RAYMOND A 4

4 · BXP, Inc. · Filed Feb 17, 2026

Research Summary

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BXP Senior EVP Raymond Ritchey Receives LTIP Award

What Happened
Raymond A. Ritchey, Senior Executive Vice President of Boston Properties (BXP), was granted/earned 15,163 LTIP units on February 13, 2026. The units were recorded at $0.25 each for a total value of $3,791 and are reported as derivative LTIP Units earned under BXP’s 2023 Multi‑Year Long‑Term Incentive Program. The filing also notes the forfeiture of 14,391 previously reported LTIP Units from the February 7, 2023 award, resulting in a net increase of 772 LTIP Units (15,163 earned − 14,391 forfeited). The Form 4 was filed on February 17, 2026.

Key Details

  • Transaction date: 2026-02-13; reported on Form 4 filed 2026-02-17 (within required filing window).
  • Grant amount and value: 15,163 LTIP Units at $0.25 each; total $3,791.
  • Net change: +772 LTIP Units after forfeiture of 14,391 units from the 2023 award (per footnote).
  • Shares owned after transaction: not stated in the filing.
  • Notable footnotes: units were earned under the 2023 LTIP (performance-based), vesting occurred upon being earned (F1, F3); LTIP Units may be converted to Common OP Units and redeemed for cash equal to the fair market value of a BXP share or exchanged for shares at the issuer’s election (F2); LTIP Units have no expiration (F2).
  • This was an award/grant of LTIP Units (derivative), not an open‑market buy or sale.

Context
LTIP Units are performance-based limited partnership units in Boston Properties Limited Partnership (BPLP). They vest when performance hurdles are met but are subject to an additional one‑year post‑vesting holding restriction before transfer or redemption rights can generally be exercised. Because this is an earned/awarded derivative grant (with conversion and redemption mechanics), it is different from an outright stock purchase or sale and provides limited direct signal about near‑term insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-02-13
Transactions
  • Award

    LTIP Units

    [F1][F2][F3][F4]
    2026-02-13$0.25/sh+15,163$3,79193,357 total
    Common Stock, par value $.01 (15,163 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 14,391 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_1771360383.xmlPrimary

    FORM 4