THOMAS OWEN D 4

What Happened

• Thomas D. Owen, CEO of Boston Properties (BXP), was granted/issued 35,930 performance-based long-term incentive partnership units (LTIP Units) on Feb 13, 2026. The filing reports a nominal acquisition price of $0.25 per unit, totaling $8,983. These are derivative LTIP Units earned under BXP, Inc.’s 2023 Multi-Year LTIP and vested when earned.
• The filing also notes the forfeiture of 34,102 previously issued LTIP Units (originally granted Feb 7, 2023) that remained subject to performance hurdles. Net change from these entries is +1,828 LTIP Units.

Key Details

• Transaction date and price: Feb 13, 2026 — 35,930 LTIP Units @ $0.25 each (total $8,983).
• Shares/units owned after transaction: not specified in this Form 4 (filing shows the grant and the forfeiture but does not list total beneficial ownership post-transaction).
• Footnotes:
  • F1: Units were earned under the 2023 Multi-Year LTIP.
  • F2: LTIP Units may be converted to Common OP Units and redeemed for cash equal to BXP common stock FMV or exchanged for one share of BXP stock at BXP’s election.
  • F3: LTIP Units vested when earned but are subject to a typical one‑year post-vesting holding period before transfer/redemption is allowed.
  • F4: Forfeiture of 34,102 LTIP Units from the Feb 7, 2023 grant due to unmet performance conditions.
• Filing timeliness: Reported on Feb 17, 2026 for a Feb 13, 2026 transaction; this appears to be filed within the required two business days when accounting for the Feb 16 holiday.

Context

• These were awards of performance-based partnership units (derivatives), not open-market purchases or sales. LTIP Units are convertible/redeemable and carry a post-vesting restriction, so they are not immediately tradeable as common stock.
• As an award (code A), this is routine compensation tied to long-term performance goals and does not by itself indicate the CEO’s personal buying or selling sentiment.