Hudson Pacific Properties (HPP) EVP awarded 7,775 LTIP performance LTIP Units

Rhea-AI Filing Summary

Hudson Pacific Properties, Inc. executive Sanford Dale Shimoda, EVP Finance, reported receiving a grant of 7,775 LTIP Units in Hudson Pacific Properties, L.P. These units were awarded at a price of $0.00 per unit, increasing his directly held LTIP Units to 64,596.

The LTIP Units were earned based on operational performance over a one-year period starting January 1, 2023 and the company’s relative total shareholder return over a three-year period ending December 31, 2025. They vested in full on December 31, 2025 and are subject to a mandatory two-year holding period after vesting.

LTIP Units are a class of partnership units that can, once they reach parity with common partnership units, be converted into an equal number of Common Units, which in turn may be redeemed for cash or shares of common stock. The rights to convert and redeem do not have expiration dates, and the reported amounts reflect a one-for-seven reverse stock split completed on 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^*

Shimoda Sanford Dale

(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)
	EVP, Finance

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

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)	02/16/2026		A		7,775		(2)	(3)	Common Stock, par value $.01	7,775	(1)	64,596(4)	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. Represents the number of LTIP Units earned based on the achievement of operational performance metrics over the one-year performance period beginning January 1, 2023 and ending December 31, 2023 and the Company's achievement of relative total shareholder return goals over the three-year performance period commencing January 1, 2023 and ending December 31, 2025. The LTIP Units vested in full on December 31, 2025. The LTIP Units are subject to a mandatory holding period under which the executives generally cannot sell the vested LTIP Units for an additional two 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.

Remarks:

	/s/ Sanford Dale Shimoda	02/18/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did HPP report for Sanford Dale Shimoda?

Hudson Pacific Properties reported that EVP Finance Sanford Dale Shimoda received a grant of 7,775 LTIP Units at $0.00 per unit. These units are performance-based awards tied to operational metrics and relative total shareholder return over defined multi-year periods.

How many LTIP Units does the HPP executive hold after this Form 4 transaction?

After the reported grant, EVP Finance Sanford Dale Shimoda holds a total of 64,596 LTIP Units directly. This figure reflects adjustments for the company’s one-for-seven reverse stock split completed on December 2, 2025, as disclosed in the filing footnotes.

What performance periods determine the LTIP Units granted to HPP’s EVP Finance?

The LTIP Units were earned based on operational performance from January 1, 2023 to December 31, 2023 and relative total shareholder return from January 1, 2023 to December 31, 2025. These dual performance periods tie the award to both short-term operations and longer-term shareholder outcomes.

When did the LTIP Units reported by HPP vest and are there holding restrictions?

The LTIP Units vested in full on December 31, 2025, after the performance goals were measured. They are also subject to a mandatory holding period, during which executives generally cannot sell the vested LTIP Units for an additional two years following the vesting date.

What can HPP LTIP Units be converted into and do these rights expire?

Once LTIP Units reach parity with common partnership units, vested units may be converted into an equal number of Common Units. Those Common Units can then be redeemed for cash or shares of common stock, and the conversion and redemption rights do not have expiration dates.

How did Hudson Pacific’s reverse stock split affect the reported LTIP Units?

On December 2, 2025, Hudson Pacific effected a one-for-seven reverse stock split of its common stock. The number of securities reported in this Form 4, including the LTIP Units held by the EVP Finance, has been adjusted to reflect the impact of that reverse stock split.