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BXP, Inc. (NYSE: BXP) director awarded 439.86 phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LUSTIG MATTHEW J reported acquisition or exercise transactions in this Form 4 filing.

BXP, Inc. director Matthew J. Lustig reported receiving a grant of 439.86 Phantom Stock Units tied to BXP common stock on a 1-for-1 basis. These units were awarded under BXP's 2021 Stock Incentive Plan in lieu of director cash compensation fees.

The Phantom Stock Units will be settled in BXP common shares, with any fractional units paid in cash, generally in a lump sum or ten annual installments after Lustig retires from the board, based on his election. Following this grant, he holds 21,515.66 Phantom Stock Units, including 249.38 units credited on April 30, 2026 from dividend equivalent rights.

Positive

  • None.

Negative

  • None.
Insider LUSTIG MATTHEW J
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock Units 439.86 $66.31 $29K
Holdings After Transaction: Phantom Stock Units — 21,515.66 shares (Direct, null)
Footnotes (1)
  1. The Phantom Stock Units convert to BXP, Inc. ("BXP") common stock on a 1-for-1 basis. The Phantom Stock Units are awarded under BXP's 2021 Stock Incentive Plan to non-employee directors who elected to receive Phantom Stock Units in lieu of director cash compensation fees. The Phantom Stock Units are to be settled in shares of BXP common stock (except that fractional units, if any, will be settled in cash) in a lump sum or in ten annual installments, at the reporting person's election, following the reporting person's retirement from the BXP Board of Directors. In addition, non-employee directors who elect a deferred payout following their retirement may make one or more elections to convert all or a portion (but only in 25% increments) of their notional investment from BXP common stock to a deemed investment in one or more measurement funds. These elections may only be made after the director's service on the BXP Board of Directors ends. Amounts notionally invested in measurement funds will be settled in cash instead of BXP common stock. Includes 249.38 Phantom Stock Units received pursuant to dividend equivalent rights which were credited to the Reporting Person on April 30, 2026.
Phantom Stock Units granted 439.86 units Grant on June 30, 2026 to director Matthew J. Lustig
Price per Phantom Stock Unit $66.31 per unit Reference price for the 439.86-unit grant
Total Phantom Stock Units held 21,515.66 units Units held by Matthew J. Lustig after the grant
Dividend equivalent units 249.38 units Phantom Stock Units credited on April 30, 2026 via dividend equivalents
Phantom Stock Units financial
"The Phantom Stock Units convert to BXP, Inc. ("BXP") common stock on a 1-for-1 basis."
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
2021 Stock Incentive Plan financial
"The Phantom Stock Units are awarded under BXP's 2021 Stock Incentive Plan to non-employee directors..."
dividend equivalent rights financial
"Includes 249.38 Phantom Stock Units received pursuant to dividend equivalent rights..."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
measurement funds financial
"may make one or more elections to convert ... to a deemed investment in one or more measurement funds."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
LUSTIG MATTHEW J
(Last)(First)(Middle)
C/O LAZARD FRERES & CO LLC
30 ROCKEFELLER PLAZA
(Street)
NEW YORK NEW YORK 10020
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)06/30/2026A439.86 (2) (2)Common Stock, par value $0.01439.86$66.3121,515.66(3)D
Explanation of Responses:
1. The Phantom Stock Units convert to BXP, Inc. ("BXP") common stock on a 1-for-1 basis.
2. The Phantom Stock Units are awarded under BXP's 2021 Stock Incentive Plan to non-employee directors who elected to receive Phantom Stock Units in lieu of director cash compensation fees. The Phantom Stock Units are to be settled in shares of BXP common stock (except that fractional units, if any, will be settled in cash) in a lump sum or in ten annual installments, at the reporting person's election, following the reporting person's retirement from the BXP Board of Directors. In addition, non-employee directors who elect a deferred payout following their retirement may make one or more elections to convert all or a portion (but only in 25% increments) of their notional investment from BXP common stock to a deemed investment in one or more measurement funds. These elections may only be made after the director's service on the BXP Board of Directors ends. Amounts notionally invested in measurement funds will be settled in cash instead of BXP common stock.
3. Includes 249.38 Phantom Stock Units received pursuant to dividend equivalent rights which were credited to the Reporting Person on April 30, 2026.
Remarks:
/s/ Kelli A. DiLuglio, as Attorney-in-Fact07/01/2026
** Signature of Reporting PersonDate
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 director Matthew J. Lustig report?

Matthew J. Lustig reported receiving 439.86 Phantom Stock Units as a compensation grant. The units were awarded under BXP's 2021 Stock Incentive Plan, in lieu of cash director fees, and are tied 1-for-1 to BXP common stock value for future settlement.

How do BXP (BXP) Phantom Stock Units reported on this Form 4 work?

The Phantom Stock Units track BXP common stock on a 1-for-1 basis and are settled later. They convert into BXP shares, with fractional units paid in cash, generally after the director retires from the board according to the director’s elected payout schedule.

What are the total Phantom Stock Units Matthew J. Lustig holds in BXP?

After the reported grant, Matthew J. Lustig holds 21,515.66 Phantom Stock Units. This total includes 249.38 Phantom Stock Units that were credited to him on April 30, 2026 as dividend equivalent rights tied to BXP's common stock dividends.

How were dividend equivalent rights reflected in this BXP Form 4 filing?

The filing notes that 249.38 Phantom Stock Units were added from dividend equivalent rights. These units were credited on April 30, 2026, effectively reinvesting dividend value into additional Phantom Stock Units linked to BXP common stock rather than paying cash.

Is the BXP Form 4 transaction an open-market buy or sale of stock?

No, the reported transaction is a grant of 439.86 Phantom Stock Units as compensation, not an open-market trade. It represents an acquisition through a stock incentive plan rather than buying or selling BXP shares on the open market.

When will Matthew J. Lustig’s BXP Phantom Stock Units be paid out?

The Phantom Stock Units are scheduled to be settled after Lustig retires from BXP’s board. He may elect a lump-sum payment or ten annual installments, with settlement generally in BXP shares and any fractional units settled in cash.