MICHAEL E. LABELLE - 31 Jan 2025 Form 4 Insider Report for BOSTON PROPERTIES LTD PARTNERSHIP

Role: EVP and CFO of GP
Signature: /s/ Kelli A. DiLuglio, as Attorney-in-Fact
Issuer symbol: N/A
Transactions as of: 31 Jan 2025
Net transactions value: +$5,127
Form type: 4
Filing time: 03 Feb 2025, 16:09:04 UTC
Previous filing: 17 Jan 2025
Next filing: 10 Feb 2025
SEC: View on sec.gov

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		LTIP Units	Award	$5,127	+20,508	+9.7%	$0.2500	231,558	31 Jan 2025	Common OP Units	20,508		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Represents units of limited partnership in the Issuer issued as long term incentive compensation pursuant to BXP, Inc.'s ("BXP"), the Issuer's general partner, equity based incentive programs ("LTIP Units"). 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 the Issuer or the holder, into a common unit of limited partnership interest in the Issuer ("Common OP Unit"). Each Common OP Unit acquired upon conversion of an LTIP Unit may be redeemed, at the election of the holder, for cash equal to the then fair market value of a share of BXP's common stock except that BXP may, at its election, acquire each Common OP Unit so presented for redemption for one share of BXP's common stock. LTIP Units have no expiration date.
F2	The 20,508 LTIP Units vest in four equal annual installments beginning on January 15, 2026.

Content

Represents units of limited partnership in the Issuer issued as long term incentive compensation pursuant to BXP, Inc.'s ("BXP"), the Issuer's general partner, equity based incentive programs ("LTIP Units"). 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 the Issuer or the holder, into a common unit of limited partnership interest in the Issuer ("Common OP Unit"). Each Common OP Unit acquired upon conversion of an LTIP Unit may be redeemed, at the election of the holder, for cash equal to the then fair market value of a share of BXP's common stock except that BXP may, at its election, acquire each Common OP Unit so presented for redemption for one share of BXP's common stock. LTIP Units have no expiration date.

The 20,508 LTIP Units vest in four equal annual installments beginning on January 15, 2026.