BXP (BXP) awards 4,638 LTIP Units to SVP & Chief Accounting Officer

Rhea-AI Filing Summary

BXP, Inc. reported that its SVP & Chief Accounting Officer, Michael R. Walsh, acquired 4,638 LTIP Units on January 30, 2026 under the company’s equity-based incentive programs. These LTIP Units are limited partnership interests in Boston Properties Limited Partnership that can be converted into Common OP Units and then redeemed for cash equal to the fair market value of a share of BXP common stock, or, at BXP’s election, settled in one share of common stock per unit. The new grant vests in four equal annual installments beginning on January 15, 2027, and brings Walsh’s total directly held derivative position to 36,822 LTIP Units, which have no expiration date.

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

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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^*

Walsh Michael R.

(Last) (First) (Middle)

C/O BXP

800 BOYLSTON STREET

(Street)

BOSTON MA 02199

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
LTIP Units(1)	(1)	01/30/2026		A		4,638		(1)(2)	(1)	Common Stock, par value $0.01	4,638	$0.25	36,822	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 4,638 LTIP Units vest in four equal annual installments beginning on January 15, 2027.

Remarks:

	/s/ Kelli A. DiLuglio, as Attorney-in-Fact	02/02/2026
	** 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).
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FAQ

What insider transaction did BXP (BXP) disclose for Michael R. Walsh?

BXP disclosed that SVP & Chief Accounting Officer Michael R. Walsh acquired 4,638 LTIP Units on January 30, 2026. These units were granted under the company’s equity-based incentive programs and increase his directly held LTIP Units to 36,822 after the transaction.

What are the LTIP Units granted to the BXP executive on January 30, 2026?

The LTIP Units are units of limited partnership interest in Boston Properties Limited Partnership issued under BXP’s equity incentive plans. Each LTIP Unit can be converted into a Common OP Unit and then redeemed for either cash or, at BXP’s election, one share of BXP common stock.

How do the 4,638 LTIP Units granted by BXP vest over time?

The 4,638 LTIP Units granted to Michael R. Walsh vest in four equal annual installments. Vesting begins on January 15, 2027, meaning one-quarter of the units will vest on that date and additional equal portions will vest on each of the next three anniversaries.

What can BXP LTIP Units be converted into and how are they settled?

Each LTIP Unit may be converted into a Common OP Unit of Boston Properties Limited Partnership. Each Common OP Unit can then be redeemed for cash equal to the fair market value of one BXP common share, or BXP may instead deliver one share of common stock per unit.

Do the LTIP Units reported in the BXP Form 4 have an expiration date?

The LTIP Units reported for Michael R. Walsh have no expiration date. They remain outstanding subject to their vesting conditions and conversion mechanics into Common OP Units, after which they may be redeemed for cash or settled in BXP common stock at the company’s election.

How many LTIP Units does Michael R. Walsh hold after the January 2026 grant from BXP?

After the January 30, 2026 grant of 4,638 LTIP Units, Michael R. Walsh beneficially owns 36,822 LTIP Units directly. All of these are derivative securities tied to BXP common stock through conversion into Common OP Units and subsequent redemption or share settlement.