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4//SEC Filing

DIEHL RODNEY 4

Accession 0001255086-25-000004

CIK 0001037540other

Filed

Dec 21, 7:00 PM ET

Accepted

Dec 22, 5:21 PM ET

Size

7.6 KB

Accession

0001255086-25-000004

Insider Transaction Report

Form 4
Period: 2025-12-22
DIEHL RODNEY
Executive Vice President
Transactions
  • Award

    LTIP Units

    2025-12-22$0.25/sh+42,373$10,59391,186 total
    Common Stock, par value $0.01 (42,373 underlying)
Footnotes (3)
  • [F1]Represents units of limited partnership interest in Boston Properties Limited Partnership ("BPLP"), of which the Issuer is the general partner, granted pursuant to the Issuer's 2025 Outperformance Plan (the "2025 OPP"). Conditioned on the 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") only if the performance-based and time-based vesting conditions described below are met. 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 its common stock. LTIP Units have no expiration date.
  • [F2]The LTIP Units granted pursuant to the 2025 OPP may be earned based on the appreciation of the Issuer's common stock price during the four-year performance period ending December 22, 2029. The number of LTIP Units earned, if any, will be determined based on the highest level of achievement of eight performance tiers ranging from $90.00 to $118.00, with 12.5% of the LTIP Units earned at $90.00 and 100% of the LTIP Units earned at $118.00. Linear interpolation does not apply for performance between tiers; however, each $4.00 increase in performance will increase the percentage of the maximum award earned by 12.5%. A performance tier will be achieved if the dividend-adjusted closing price of the Issuer's common stock equals or exceeds the applicable performance tier over any period of twenty (20) consecutive trading days during the performance period.
  • [F3]The LTIP Units are also subject to time-based vesting conditions, with one-third vesting on the second anniversary of the grant date and the remaining two-thirds vesting ratably over the third and fourth years, subject to continued service and the achievement of the performance-based vesting conditions described above.

Issuer

BXP, Inc.

CIK 0001037540

Entity typeother

Related Parties

1
  • filerCIK 0001255086

Filing Metadata

Form type
4
Filed
Dec 21, 7:00 PM ET
Accepted
Dec 22, 5:21 PM ET
Size
7.6 KB