Hudson Pacific Properties (HPP) awards LTIP and performance LTIP units to CFO

Rhea-AI Filing Summary

Hudson Pacific Properties, Inc. reported that its Chief Financial Officer, Harout Krikor Diramerian, received equity awards in the form of partnership-based LTIP units on January 7, 2026. The awards include 29,620 LTIP Units, which can ultimately be convertible into common units and then cash or common stock, subject to vesting over three years starting January 1, 2026 and a further three-year holding period. He also received up to 14,810 performance-based LTIP Units, which may be earned based on the company’s relative total shareholder return from January 1, 2026 through December 31, 2028 and continued service through December 31, 2028, followed by an additional two-year holding period. The reported unit amounts have been adjusted to reflect a one-for-seven reverse stock split of the company’s common stock effective December 2, 2025.

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^*

Diramerian Harout Krikor

(Last) (First) (Middle)

11601 WILSHIRE BLVD. SUITE 900

(Street)

LOS ANGELES CA 90025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hudson Pacific Properties, Inc. [ HPP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2026

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)(2)	(1)	01/07/2026		A		29,620		(2)	(3)	Common Stock, par value $.01	29,620	(1)	84,242(4)	D
Performance LTIP Units(1)(5)	(1)	01/07/2026		A		14,810		(5)	(3)	Common Stock, par value $0.01	14,810	(1)	14,810	D

Explanation of Responses:

1. LTIP Units are a class of limited partnership units in Hudson Pacific Properties, L.P. (the "Operating Partnership"), the operating partnership of Hudson Pacific Properties, Inc. (the "Company") and are granted pursuant to the Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. 2010 Incentive Award Plan. Initially, LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("Common Units") with respect to liquidating distributions. If such parity is reached, vested LTIP Units may be converted into an equal number of Common Units at any time thereafter, and, upon conversion, enjoy all the rights of Common Units. Common Units are redeemable for cash based on the fair market value of an equivalent number of shares of Common Stock, or, at the election of the Company, an equal number of shares of Common Stock, each subject to adjustment in the event of stock splits, specified extraordinary distributions or similar events.

2. The LTIP Units will vest with respect to one-third of the LTIP Units on each of the first, second and third anniversaries of January 1, 2026, subject to the executive's continued service through the applicable vesting date. The LTIP Units are subject to a mandatory holding period under which the executives generally cannot sell the vested LTIP Units for an additional three years following the vesting date.

3. The rights to convert LTIP Units into Common Units and redeem Common Units for cash or shares of Common Stock do not have expiration dates.

4. On December 2, 2025, the Company effected a one-for-seven reverse stock split of its Common Stock (the "Reverse Stock Split"). The number of securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.

5. Represents an award of performance-based LTIP Units that will vest upon the satisfaction of both performance and service-based requirements. The LTIP Units may be earned based on the Company's achievement of relative total shareholder return goals over the three-year performance period commencing January 1, 2026 and ending December 31, 2028. The quantity reported represents the maximum quantity of LTIP Units that may be earned. As such, fewer LTIP Units may ultimately be earned based on actual results over the performance period. The earned LTIP Units will satisfy the service-based requirement subject to the executive's continued service with the Company through December 31, 2028. The LTIP Units are subject to a mandatory holding period prohibiting the transfer of any vested LTIP Units and the conversion of vested LTIP Units into Common Units, in each case, for an additional two years following the vesting date.

Remarks:

	/s/ Harout Krikor Diramerian	01/09/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Hudson Pacific Properties (HPP) disclose for its CFO?

The company disclosed that Chief Financial Officer Harout Krikor Diramerian received equity awards on January 7, 2026 consisting of 29,620 LTIP Units and up to 14,810 performance-based LTIP Units, all reported as directly owned.

What are LTIP Units in Hudson Pacific Properties (HPP)?

LTIP Units are a class of limited partnership units in Hudson Pacific Properties, L.P., granted under the company’s 2010 Incentive Award Plan. If they reach parity with common partnership units, vested LTIP Units may be converted into an equal number of common units, which can then be redeemed for cash or, at the company’s election, an equal number of shares of common stock.

How do the newly granted LTIP Units to HPP’s CFO vest and when can they be sold?

The 29,620 LTIP Units will vest in three equal installments on each of the first, second, and third anniversaries of January 1, 2026, subject to continued service. After vesting, there is a mandatory holding period of three additional years during which the executive generally cannot sell the vested LTIP Units.

How are the performance-based LTIP Units for Hudson Pacific Properties’ CFO earned?

The 14,810 performance LTIP Units represent the maximum number that may be earned based on the company’s relative total shareholder return over a performance period from January 1, 2026 to December 31, 2028. The units that are actually earned will also require the executive’s continued service through December 31, 2028.

Are there holding restrictions on the performance-based LTIP Units at HPP?

Yes. Any earned performance-based LTIP Units are subject to a mandatory holding period that prohibits both the transfer of vested LTIP Units and their conversion into common units for two years following the vesting date.

How did Hudson Pacific Properties’ reverse stock split affect the units reported in this Form 4?

The company completed a one-for-seven reverse stock split of its common stock on December 2, 2025. The number of securities reported in this Form 4 has been adjusted to reflect the impact of that reverse stock split.

Do the LTIP Units and common unit conversion rights at HPP have expiration dates?

The rights to convert LTIP Units into common units and to redeem common units for cash or shares of common stock do not have expiration dates, according to the disclosure.