Performance-based LTIP award boosts Hudson Pacific (HPP) president’s LTIP holdings

Rhea-AI Filing Summary

Hudson Pacific Properties, Inc. reported that President Mark T. Lammas acquired 34,018 LTIP Units as a grant under the company’s 2010 incentive plan. These are performance-based partnership units that brought his directly held LTIP balance to 294,769 units after the transaction.

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

Once they reach parity with common partnership units, vested LTIP Units may be converted into an equal number of common units and then redeemed for cash based on the fair market value of the company’s common stock, or, at the company’s election, shares of common stock. The rights to convert and redeem do not have expiration dates.

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^*

LAMMAS MARK T

(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)
	President

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		34,018		(2)	(3)	Common Stock, par value $0.01	34,018	(1)	294,769	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.

Remarks:

	/s/ Mark Thomas Lammas	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Hudson Pacific Properties (HPP) report for Mark T. Lammas?

Hudson Pacific Properties reported that President Mark T. Lammas acquired 34,018 LTIP Units as a grant. This performance-based award increased his directly held LTIP balance to 294,769 units, reflecting compensation tied to operational results and relative total shareholder return.

How were the 34,018 LTIP Units for HPP’s President Mark Lammas earned?

The 34,018 LTIP Units were earned based on operational performance metrics for the period starting January 1, 2023 and ending December 31, 2023. They also depend on the company’s relative total shareholder return over a three-year period beginning January 1, 2023 and ending December 31, 2025.

When did Mark Lammas’s HPP LTIP Units vest and are there holding restrictions?

The LTIP Units vested in full on December 31, 2025, after meeting performance and total shareholder return conditions. They are subject to a mandatory holding period, during which executives generally cannot sell the vested LTIP Units for two additional years following the vesting date.

What can LTIP Units at Hudson Pacific Properties (HPP) be converted into?

Once LTIP Units reach parity with common partnership units, vested LTIP Units may be converted into an equal number of common units. Those common units are then redeemable for cash based on the fair market value of equivalent HPP common stock, or, at the company’s election, shares of stock.

Do the conversion and redemption rights on HPP LTIP Units have an expiration date?

The rights to convert LTIP Units into common units, and to redeem those common units for cash or shares of common stock, do not have expiration dates. This means these structural rights remain outstanding rather than terminating on a fixed future date.

How many LTIP Units does Mark T. Lammas hold at HPP after this award?

After this award, President Mark T. Lammas directly holds a total of 294,769 LTIP Units. This figure reflects the new 34,018-unit grant added to his prior balance, as reported in the insider ownership totals following the transaction.