BXP (NYSE: BXP) director Bruce Duncan granted 3,332 LTIP Units as equity award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

DUNCAN BRUCE W reported acquisition or exercise transactions in this Form 4 filing.

BXP, Inc. director Bruce W. Duncan received a grant of 3,332 LTIP Units on May 29, 2026 as equity-based compensation. These LTIP Units, tied to Boston Properties Limited Partnership, are convertible into Common OP Units and ultimately redeemable for cash or one share of BXP common stock per unit at the issuer’s election. The 3,332 LTIP Units will vest on the earlier of May 29, 2027 or the company’s 2027 annual stockholders meeting, and Duncan now holds 20,739 LTIP Units directly. The LTIP Units have no expiration date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DUNCAN BRUCE W

Role null

Type	Security	Shares	Price	Value
Grant/Award	LTIP Units	3,332	$0.25	$833.00

Holdings After Transaction: LTIP Units — 20,739 shares (Direct, null)

Footnotes (1)

Represents units of limited partnership interest in Boston Properties Limited Partnership ("BPLP"), of which the Issuer is the general partner, issued pursuant to the Issuer's equity based incentive programs ("LTIP Units"). 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 common stock. LTIP Units have no expiration date. The 3,332 LTIP Units will vest on the earlier of (i) May 29, 2027 and (ii) the date of the BXP's 2027 annual meeting of stockholders.

Key Figures

LTIP Units granted: 3,332 LTIP Units Grant price per LTIP Unit: $0.25 per unit LTIP Units after transaction: 20,739 LTIP Units +3 more

6 metrics

LTIP Units granted 3,332 LTIP Units Grant dated May 29, 2026

Grant price per LTIP Unit $0.25 per unit Award acquisition price

LTIP Units after transaction 20,739 LTIP Units Direct holdings following grant

Underlying common stock 3,332 shares Underlying BXP common stock for granted LTIP Units

Vesting date Earlier of May 29, 2027 or 2027 annual meeting Vesting for 3,332 LTIP Units

Expiration No expiration date LTIP Units duration

Key Terms

LTIP Units, Common OP Unit, equity based incentive programs, redemption

4 terms

LTIP Units financial

"Represents units of limited partnership interest in Boston Properties Limited Partnership ("BPLP"), issued pursuant to the Issuer's equity based incentive programs ("LTIP Units")."

LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.

Common OP Unit financial

"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")."

equity based incentive programs financial

"Issued pursuant to the Issuer's equity based incentive programs ("LTIP Units")."

redemption financial

"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."

Redemption is when an issuer or holder settles a financial instrument by paying it off or returning it for cash, such as a bond being paid at maturity or a preferred share bought back by the company. It matters to investors because redemption changes when and how they get their money back, can cut off future income from the investment, and affects the issuer’s cash needs—think of it like a loan being paid off early or a store refunding a returned purchase.

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Form 4 Insider Transactions: What Each Field Means →

06/02/2026 - 10:13 AM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DUNCAN BRUCE W

(Last)

(First)

(Middle)

800 BOYLSTON STREET

SUITE 1900

(Street)

BOSTON

MASSACHUSETTS

02199

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BXP, Inc. [ BXP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
LTIP Units⁽¹⁾	⁽¹⁾	05/29/2026		A		3,332		⁽¹⁾⁽²⁾	⁽¹⁾	Common Stock, par value $0.01	3,332	$0.25	20,739	D

Explanation of Responses:

1. Represents units of limited partnership interest in Boston Properties Limited Partnership ("BPLP"), of which the Issuer is the general partner, issued pursuant to the Issuer's equity based incentive programs ("LTIP Units"). 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 common stock. LTIP Units have no expiration date.

2. The 3,332 LTIP Units will vest on the earlier of (i) May 29, 2027 and (ii) the date of the BXP's 2027 annual meeting of stockholders.

Remarks:

	/s/ Kelli A. DiLuglio, as Attorney-in-Fact	06/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did BXP (BXP) director Bruce W. Duncan report?

Bruce W. Duncan reported receiving a grant of 3,332 LTIP Units as equity-based compensation. The grant was dated May 29, 2026 and increased his directly held LTIP Units to 20,739, according to the Form 4 filing.

What are BXP (BXP) LTIP Units as described in this Form 4?

The LTIP Units are limited partnership interests in Boston Properties Limited Partnership issued under BXP’s equity incentive programs. Each LTIP Unit can be converted into a Common OP Unit, then redeemed for cash equal to one BXP share’s value or exchanged for one BXP common share.

When do Bruce W. Duncan’s 3,332 LTIP Units at BXP (BXP) vest?

The 3,332 LTIP Units will vest on the earlier of May 29, 2027 or the date of BXP’s 2027 annual meeting of stockholders. Vesting is a key condition before the units can be converted and ultimately redeemed or exchanged.

How many LTIP Units does Bruce W. Duncan hold after this BXP (BXP) grant?

After the grant of 3,332 LTIP Units, Bruce W. Duncan directly holds 20,739 LTIP Units. This total reflects his position in these equity-linked partnership interests following the May 29, 2026 award reported in the Form 4.

Do BXP (BXP) LTIP Units reported in this filing have an expiration date?

The LTIP Units reported in this filing have no expiration date. They remain outstanding subject to vesting and the conversion and redemption mechanics described, including potential exchange into Common OP Units and ultimately BXP common stock or cash.

How can the LTIP Units in this BXP (BXP) Form 4 ultimately convert into common stock?

Each LTIP Unit may convert into a Common OP Unit at the election of BPLP or the holder. Each Common OP Unit can then be presented for redemption for cash equal to one BXP share’s fair market value, or acquired by BXP for one common share.