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Hudson Pacific (NYSE: HPP) CIO awarded 9,719 performance-based LTIP Units

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

Rhea-AI Filing Summary

Hudson Pacific Properties, Inc. Chief Investment Officer Gordon Drew reported an award of 9,719 LTIP Units in Hudson Pacific Properties, L.P. on February 16, 2026. These units were granted at a price of $0.0000 per unit and are held as direct ownership, bringing his total LTIP holdings to 78,804 units following the transaction.

According to the footnotes, the LTIP Units were earned based on operational performance metrics for the period from January 1, 2023 to December 31, 2023 and the company’s relative total shareholder return performance from January 1, 2023 to December 31, 2025. The LTIP Units vested in full on December 31, 2025 and are subject to a mandatory holding period under which executives generally cannot sell the vested units for an additional two years after vesting.

The LTIP Units are a class of limited partnership units that may, once they reach full parity with common limited partnership units, be converted into an equal number of common units of the operating partnership, which are in turn redeemable for cash or shares of common stock, with no expiration date on these conversion and redemption rights. The reported numbers reflect a one-for-seven reverse stock split of the company’s common stock that was effected on December 2, 2025.

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Insider Gordon Drew
Role Chief Investment Officer
Type Security Shares Price Value
Grant/Award LTIP Units 9,719 $0.00 --
Holdings After Transaction: LTIP Units — 78,804 shares (Direct)
Footnotes (1)
  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. 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. 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. 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.
Form 4 Insider Transactions: What Each Field Means →
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
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*
Gordon Drew
(Last) (First) (Middle)
C/O HUDSON PACIFIC PROPERTIES, INC.
11601 WILSHIRE BLVD., NINTH FLOOR
(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 Investment Officer
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 9,719 (2) (3) Common Stock, par value $0.01 9,719 (1) 78,804(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/ Drew Gordon 02/18/2026
** 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).
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Hudson Pacific Properties (HPP) report for Gordon Drew?

Hudson Pacific Properties reported that Chief Investment Officer Gordon Drew acquired 9,719 LTIP Units on February 16, 2026. These units were granted at $0.0000 per unit as part of his incentive compensation and increased his total LTIP holdings to 78,804 units.

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. Once they reach full parity with common units and vest, they may be converted into common units and ultimately redeemed for cash or shares of common stock.

What performance periods determined Gordon Drew’s LTIP Units at Hudson Pacific Properties (HPP)?

The 9,719 LTIP Units earned by Gordon Drew were 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 combined performance goals governed the final number of units awarded.

When did Gordon Drew’s LTIP Units vest and when can they be sold at Hudson Pacific Properties (HPP)?

Gordon Drew’s LTIP Units vested in full on December 31, 2025. However, they are subject to a mandatory holding period under which executives generally cannot sell the vested LTIP Units for an additional two years following that vesting date, limiting near-term liquidity.

Do the LTIP Units reported by Hudson Pacific Properties (HPP) have an expiration date?

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. This means the holder can exercise these rights at any time, subject to applicable plan and partnership terms.

How did the reverse stock split affect the LTIP Units at Hudson Pacific Properties (HPP)?

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