RAYMOND A. RITCHEY - 01 Sep 2023 Form 4 Insider Report for BOSTON PROPERTIES INC (BXP)

Role: Senior EVP
Signature: /s/ Kelli A. DiLuglio, as Attorney-in-Fact
Issuer symbol: BXP
Transactions as of: 01 Sep 2023
Net transactions value: -$16,250
Form type: 4
Filing time: 05 Sep 2023, 15:09:11 UTC
Previous filing: 15 Feb 2023
Next filing: 06 Sep 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BXP	Common Stock, par value $0.01	Conversion of derivative security		+65,000			65,000	01 Sep 2023	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BXP	LTIP Units	Conversion of derivative security	$16,250	-65,000	-28%	$0.2500^*	167,175	01 Sep 2023	Common Stock, par value $0.01	65,000		Direct	F1, F2
transaction	BXP	Common OP Units	Conversion of derivative security		+65,000	+73%		153,805	01 Sep 2023	Common Stock, par value $0.01	65,000		Direct	F1, F3
transaction	BXP	Common OP Units	Conversion of derivative security		-65,000	-42%		88,805	01 Sep 2023	Common Stock, par value $0.01	65,000		Direct	F1, F3
holding	BXP	Common OP Units						31,265	01 Sep 2023	Common Stock, par value $0.01	31,265		By The Raymond A. Ritchey 2008 Family Trust	F3
holding	BXP	Common OP Units						10,500	01 Sep 2023	Common Stock, par value $0.01	10,500		By The Raymond A. Ritchey 2020 Grantor Retained Annuity Trust, dated June 11, 2020	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	65,000 of the reporting person's units of limited partnership interest ("LTIP Units") in Boston Properties Limited Partnership ("BPLP"), of which the Issuer is the general partner, were converted into common units of limited partnership interest ("Common OP Units") in BPLP by the reporting person and the Common OP Units were redeemed for an equal number of shares of the Issuer's common stock in accordance with BPLP's Partnership Agreement.
F2	Represents LTIP Units in BPLP issued as long term incentive compensation pursuant to the Issuer's equity based incentive programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of BPLP or the holder, into a Common OP Unit. Each Common OP Unit acquired upon conversion of an LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common OP Unit so presented for one share of the Issuer's common stock. LTIP Units have no expiration date.
F3	Represents Common OP Units in BPLP. Each Common OP Unit may be presented for redemption, at the election of the holder, for cash equal to fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common OP Unit so presented for redemption for one share of the Issuer's Common Stock. Common OP Units have no expiration date.