Item 1. Financial Statements.

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Item 1. Financial Statements.


BXP, INC. CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for share and par value amounts)
	March 31, 2025		December 31, 2024
ASSETS
Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $7,920,052 and $7,797,430 at March 31, 2025 and December 31, 2024, respectively)	$	28,115,423	$	27,870,623
Right of use assets - finance leases (amounts related to VIEs of $21,000 and $21,000 at March 31, 2025 and December 31, 2024, respectively)	372,845		372,922
Right of use assets - operating leases (amounts related to VIEs of $136,123 and $140,558 at March 31, 2025 and December 31, 2024, respectively)	330,129		334,767
Less: accumulated depreciation (amounts related to VIEs of $(1,660,324) and $(1,628,274) at March 31, 2025 and December 31, 2024, respectively)	(7,699,234)		(7,528,057)
Total real estate	21,119,163		21,050,255
Cash and cash equivalents (amounts related to VIEs of $238,137 and $373,737 at March 31, 2025 and December 31, 2024, respectively)	398,126		1,254,882
Cash held in escrows (amounts related to VIEs of $5,305 and $4,979 at March 31, 2025 and December 31, 2024, respectively)	81,081		80,314
Investments in securities	38,310		39,706
Tenant and other receivables, net (amounts related to VIEs of $29,067 and $20,435 at March 31, 2025 and December 31, 2024, respectively)	117,353		107,453
Note receivable, net	5,535		4,947
Related party notes receivable, net	88,816		88,779
Sales-type lease receivable, net	14,958		14,657
Accrued rental income, net (amounts related to VIEs of $443,953 and $435,110 at March 31, 2025 and December 31, 2024, respectively)	1,490,522		1,466,220
Deferred charges, net (amounts related to VIEs of $209,654 and $211,726 at March 31, 2025 and December 31, 2024, respectively)	806,057		813,345
Prepaid expenses and other assets (amounts related to VIEs of $46,605 and $15,036 at March 31, 2025 and December 31, 2024, respectively)	138,868		70,839
Investments in unconsolidated joint ventures	1,137,732		1,093,583
Total assets	$	25,436,521	$	26,084,980
LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable, net (amounts related to VIEs of $3,283,239 and $3,282,027 at March 31, 2025 and December 31, 2024, respectively)	$	4,277,710	$	4,276,609
Unsecured senior notes, net	9,797,824		10,645,077
Unsecured line of credit	300,000		—
Unsecured term loans, net	796,158		798,813
Unsecured commercial paper	500,000		500,000
Lease liabilities - finance leases (amounts related to VIEs of $20,965 and $20,931 at March 31, 2025 and December 31, 2024, respectively)	368,379		370,885
Lease liabilities - operating leases (amounts related to VIEs of $160,805 and $157,691 at March 31, 2025 and December 31, 2024, respectively)	395,638		392,686
Accounts payable and accrued expenses (amounts related to VIEs of $123,169 and $115,808 at March 31, 2025 and December 31, 2024, respectively)	398,760		401,874
Dividends and distributions payable	172,674		172,486
Accrued interest payable	120,432		128,098
Other liabilities (amounts related to VIEs of $108,335 and $126,202 at March 31, 2025 and December 31, 2024, respectively)	450,165		450,796
Total liabilities	17,577,740		18,137,324

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BXP, INC. CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for share and par value amounts)
	March 31, 2025		December 31, 2024
Commitments and contingencies (See Note 8)
Redeemable deferred stock units— 133,051 and 128,227 units outstanding at redemption value at March 31, 2025 and December 31, 2024, respectively	8,940		9,535
Equity:
Stockholders’ equity attributable to BXP, Inc.:
Excess stock, $0.01 par value, 150,000,000 shares authorized, none issued or outstanding	—		—
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued or outstanding	—		—
Common stock, $0.01 par value, 250,000,000 shares authorized, 158,402,227 and 158,253,895 issued and 158,323,327 and 158,174,995 outstanding at March 31, 2025 and December 31, 2024, respectively	1,583		1,582
Additional paid-in capital	6,846,015		6,836,093
Dividends in excess of earnings	(1,513,555)		(1,419,575)
Treasury common stock at cost, 78,900 shares at March 31, 2025 and December 31, 2024	(2,722)		(2,722)
Accumulated other comprehensive loss	(11,379)		(2,072)
Total stockholders’ equity attributable to BXP, Inc.	5,319,942		5,413,306
Noncontrolling interests:
Common units of Boston Properties Limited Partnership	591,555		591,270
Property partnerships	1,938,344		1,933,545
Total equity	7,849,841		7,938,121
Total liabilities and equity	$	25,436,521	$	26,084,980

The accompanying notes are an integral part of these consolidated financial statements.

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BXP, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited and in thousands, except for per share amounts)


	Three months ended March 31,
	2025		2024
Revenue
Lease	$	811,102	$	788,590
Parking and other	30,242		32,216
Hotel	9,597		8,186
Development and management services	9,775		6,154
Direct reimbursements of payroll and related costs from management services contracts	4,499		4,293
Total revenue	865,215		839,439
Expenses
Operating
Rental	331,578		314,157
Hotel	7,565		6,015
General and administrative	52,284		50,018
Payroll and related costs from management services contracts	4,499		4,293
Transaction costs	768		513
Depreciation and amortization	220,107		218,716
Total expenses	616,801		593,712
Other income (expense)
Income (loss) from unconsolidated joint ventures	(2,139)		19,186

Loss on sales-type lease	(2,490)		—
Interest and other income (loss)	7,750		14,529
Gains (losses) from investments in securities	(365)		2,272

Unrealized gain (loss) on non-real estate investments	(483)		396
Impairment loss	—		(13,615)
Loss from early extinguishment of debt	(338)		—
Interest expense	(163,444)		(161,891)
Net income	86,905		106,604
Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships	(18,749)		(17,221)
Noncontrolling interest—common units of the Operating Partnership	(6,979)		(9,500)
Net income attributable to BXP, Inc.	$	61,177	$	79,883
Basic earnings per common share attributable to BXP, Inc.
Net income	$	0.39	$	0.51
Weighted average number of common shares outstanding	158,202		156,983
Diluted earnings per common share attributable to BXP, Inc.
Net income	$	0.39	$	0.51
Weighted average number of common and common equivalent shares outstanding	158,632		157,132

The accompanying notes are an integral part of these consolidated financial statements.

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BXP, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited and in thousands)


	Three months ended March 31,
	2025		2024
Net income	$	86,905	$	106,604
Other comprehensive income (loss):
Effective portion of interest rate contracts	(13,276)		16,351
Amortization of interest rate contracts (1)	3,081		3,360
Other comprehensive income (loss)	(10,195)		19,711
Comprehensive income	76,710		126,315
Net income attributable to noncontrolling interests	(25,728)		(26,721)
Other comprehensive (income) loss attributable to noncontrolling interests	888		(2,184)
Comprehensive income attributable to BXP, Inc.	$	51,870	$	97,410

(1)Amounts reclassified from comprehensive income primarily to interest expense within BXP, Inc.’s Consolidated Statements of Operations.

The accompanying notes are an integral part of these consolidated financial statements.

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BXP, INC. CONSOLIDATED STATEMENTS OF EQUITY (unaudited and in thousands)
	Common Stock			Additional Paid-in Capital		Dividends in Excess of Earnings		Treasury Stock, at cost		Accumulated Other Comprehensive Loss		Noncontrolling Interests - Common Units		Noncontrolling Interests - Property Partnerships		Total
	Shares	Amount
Equity, December 31, 2024	158,175	$	1,582	$	6,836,093	$	(1,419,575)	$	(2,722)	$	(2,072)	$	591,270	$	1,933,545	$	7,938,121
Redemption of operating partnership units to common stock	112	1		3,675		—		—		—		(3,676)		—		—
Allocated net income for the period	—	—		—		61,177		—		—		6,979		18,749		86,905
Dividends/distributions declared	—	—		—		(155,157)		—		—		(18,149)		—		(173,306)
Shares issued pursuant to stock purchase plan	6	—		470		—		—		—		—		—		470
Net activity from stock option and incentive plan	30	—		1,232		—		—		—		20,989		—		22,221
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships	—	—		(281)		—		—		—		—		5,431		5,150
Distributions to noncontrolling interests in property partnerships	—	—		—		—		—		—		—		(19,525)		(19,525)
Effective portion of interest rate contracts	—	—		—		—		—		(11,950)		(1,326)		—		(13,276)
Amortization of interest rate contracts	—	—		—		—		—		2,643		294		144		3,081
Reallocation of noncontrolling interest	—	—		4,826		—		—		—		(4,826)		—		—
Equity, March 31, 2025	158,323	$	1,583	$	6,846,015	$	(1,513,555)	$	(2,722)	$	(11,379)	$	591,555	$	1,938,344	$	7,849,841

Equity, December 31, 2023	156,941	$	1,569	$	6,715,149	$	(816,152)	$	(2,722)	$	(21,147)	$	666,580	$	1,640,704	$	8,183,981
Redemption of operating partnership units to common stock	36	1		1,302		—		—		—		(1,303)		—		—
Allocated net income for the period	—	—		—		79,883		—		—		9,500		17,221		106,604
Dividends/distributions declared	—	—		—		(153,908)		—		—		(18,864)		—		(172,772)
Shares issued pursuant to stock purchase plan	8	—		600		—		—		—		—		—		600
Net activity from stock option and incentive plan	64	—		2,262		—		—		—		14,269		—		16,531
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships	—	—		46,082		—		—		—		—		96,860		142,942
Distributions to noncontrolling interests in property partnerships	—	—		—		—		—		—		—		(20,025)		(20,025)
Effective portion of interest rate contracts	—	—		—		—		—		14,646		1,705		—		16,351
Amortization of interest rate contracts	—	—		—		—		—		2,881		335		144		3,360
Reallocation of noncontrolling interest	—	—		(12,747)		—		—		—		12,747		—		—
Equity, March 31, 2024	157,049	$	1,570	$	6,752,648	$	(890,177)	$	(2,722)	$	(3,620)	$	684,969	$	1,734,904	$	8,277,572

The accompanying notes are an integral part of these consolidated financial statements.

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BXP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
	Three months ended March 31,
	2025		2024
Cash flows from operating activities:
Net income	$	86,905	$	106,604
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	220,107		218,716
Impairment loss	—		13,615
Amortization of right of use assets - operating leases	203		1,441
Amortization of sales type lease	(281)		—
Non-cash compensation expense	22,917		18,873
Loss (Income) from unconsolidated joint ventures	2,139		(19,186)
Distributions of net cash flow from operations of unconsolidated joint ventures	17,053		8,643
(Gains) losses from investments in securities	365		(2,272)
Allowance for current expected credit losses	(23)		4
Non-cash portion of interest expense	9,257		12,109
Loss from early extinguishments of debt	338		—


Loss on sales-type lease	2,490		—
Unrealized (gain) loss on non-real estate investments	483		(396)
Change in assets and liabilities:
Tenant and other receivables, net	1,903		29,454

Accrued rental income, net	(28,178)		(35,945)
Prepaid expenses and other assets	(73,910)		(74,705)
Right of use assets - operating lease	—		(750)
Lease liabilities - operating leases	(162)		(1,241)
Accounts payable and accrued expenses	(14,664)		(20,725)
Accrued interest payable	(7,660)		(14,171)
Other liabilities	(11,862)		(12,846)
Tenant leasing costs	(17,384)		(29,627)
Total adjustments	123,131		90,991
Net cash provided by operating activities	210,036		197,595
Cash flows from investing activities:

Construction in progress	(138,796)		(181,636)
Building and other capital improvements	(57,395)		(32,087)
Tenant improvements	(60,338)		(53,377)

Acquisition of real estate upon consolidation of unconsolidated joint ventures (net of cash)	—		6,086

Capital contributions to unconsolidated joint ventures	(52,611)		(26,457)


Investment in non-real estate investments	(434)		—
Issuance of note receivables (including related party)	(600)		(573)

Investments in securities, net	1,031		1,425
Net cash used in investing activities	(309,143)		(286,619)
Cash flows from financing activities:

Repayments of mortgage notes payable	(1,122)		(804)

Repayment / redemption of unsecured senior notes	(850,000)		(700,000)
Borrowings on unsecured line of credit	360,000		—
Repayments of unsecured line of credit	(60,000)		—

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BXP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
	Three months ended March 31,
	2025		2024
Borrowings on unsecured term loans	700,000		—
Repayment of unsecured term loans	(700,000)		—
Payments on finance lease obligations	(3,344)		(3,160)
Borrowings on commercial paper program	1,287,523		—
Repayments on commercial paper program	(1,287,523)		—
Deferred financing costs	(14,102)		(108)
Net activity from equity transactions	(821)		(2,136)
Dividends and distributions	(173,118)		(171,794)
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships	5,150		141,118
Distributions to noncontrolling interests in property partnerships	(19,525)		(20,025)
Net cash used in financing activities	(756,882)		(756,909)
Net decrease in cash and cash equivalents and cash held in escrows	(855,989)		(845,933)
Cash and cash equivalents and cash held in escrows, beginning of period	1,335,196		1,612,567
Cash and cash equivalents and cash held in escrows, end of period	$	479,207	$	766,634

Reconciliation of cash and cash equivalents and cash held in escrows:
Cash and cash equivalents, beginning of period	$	1,254,882	$	1,531,477
Cash held in escrows, beginning of period	80,314		81,090
Cash and cash equivalents and cash held in escrows, beginning of period	$	1,335,196	$	1,612,567

Cash and cash equivalents, end of period	$	398,126	$	701,695
Cash held in escrows, end of period	81,081		64,939
Cash and cash equivalents and cash held in escrows, end of period	$	479,207	$	766,634

Supplemental disclosures:
Cash paid for interest (net of amounts capitalized)	$	175,700	$	180,717
Interest capitalized	$	10,317	$	9,381

Non-cash investing and financing activities:
Write-off of fully depreciated real estate	$	(20,549)	$	(27,993)
Change in real estate included in accounts payable and accrued expenses	$	15,198	$	(48,518)
Right of use assets obtained in exchange for lease liabilities - operating lease	$	—	$	25,637



Non-cash contributions from noncontrolling interests in property partnerships, net	$	281	$	52,786
Capitalized operating lease costs	$	7,548	$	7,548

Investment in unconsolidated joint ventures eliminated upon consolidation	$	—	$	(11,834)
Mortgage note payable recorded upon consolidation	$	—	$	207,093

Real estate and intangibles recorded upon consolidation	$	—	$	(220,015)





Dividends and distributions declared but not paid	$	172,674	$	172,154
Conversions of noncontrolling interests to stockholders’ equity	$	3,676	$	1,303
Issuance of restricted securities to employees and non-employee directors	$	42,281	$	41,989

The accompanying notes are an integral part of these consolidated financial statements.

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BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for unit amounts)
	March 31, 2025		December 31, 2024
ASSETS
Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $7,920,052 and $7,797,430 at March 31, 2025 and December 31, 2024, respectively)	$	27,749,158	$	27,504,358
Right of use assets - finance leases (amounts related to VIEs of $21,000 and $21,000 at March 31, 2025 and December 31, 2024, respectively)	372,845		372,922
Right of use assets - operating leases (amounts related to VIEs of $136,123 and $140,558 at March 31, 2025 and December 31, 2024, respectively)	330,129		334,767
Less: accumulated depreciation (amounts related to VIEs of $(1,660,324) and $(1,628,274) at March 31, 2025 and December 31, 2024, respectively)	(7,567,356)		(7,397,882)
Total real estate	20,884,776		20,814,165
Cash and cash equivalents (amounts related to VIEs of $238,137 and $373,737 at March 31, 2025 and December 31, 2024, respectively)	398,126		1,254,882
Cash held in escrows (amounts related to VIEs of $5,305 and $4,979 at March 31, 2025 and December 31, 2024, respectively)	81,081		80,314
Investments in securities	38,310		39,706
Tenant and other receivables, net (amounts related to VIEs of $29,067 and $20,435 at March 31, 2025 and December 31, 2024, respectively)	117,353		107,453
Note receivable, net	5,535		4,947
Related party notes receivables, net	88,816		88,779
Sales-type lease receivable, net	14,958		14,657
Accrued rental income, net (amounts related to VIEs of $443,953 and $435,110 at March 31, 2025 and December 31, 2024, respectively)	1,490,522		1,466,220
Deferred charges, net (amounts related to VIEs of $209,654 and $211,726 at March 31, 2025 and December 31, 2024, respectively)	806,057		813,345
Prepaid expenses and other assets (amounts related to VIEs of $46,605 and $15,036 at March 31, 2025 and December 31, 2024, respectively)	138,868		70,839
Investments in unconsolidated joint ventures	1,137,732		1,093,583
Total assets	$	25,202,134	$	25,848,890
LIABILITIES AND CAPITAL
Liabilities:
Mortgage notes payable, net (amounts related to VIEs of $3,283,239 and $3,282,027 at March 31, 2025 and December 31, 2024, respectively)	$	4,277,710	$	4,276,609
Unsecured senior notes, net	9,797,824		10,645,077
Unsecured line of credit	300,000		—
Unsecured term loans, net	796,158		798,813
Unsecured commercial paper	500,000		500,000
Lease liabilities - finance leases (amounts related to VIEs of $20,965 and $20,931 at March 31, 2025 and December 31, 2024, respectively)	368,379		370,885
Lease liabilities - operating leases (amounts related to VIEs of $160,805 and $157,691 at March 31, 2025 and December 31, 2024, respectively)	395,638		392,686
Accounts payable and accrued expenses (amounts related to VIEs of $123,169 and $115,808 at March 31, 2025 and December 31, 2024, respectively)	398,760		401,874
Dividends and distributions payable	172,674		172,486
Accrued interest payable	120,432		128,098

Other liabilities (amounts related to VIEs of $108,335 and $126,202 at March 31, 2025 and December 31, 2024, respectively)	450,165		450,796
Total liabilities	17,577,740		18,137,324

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BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for unit amounts)
	March 31, 2025		December 31, 2024
Commitments and contingencies (See Note 8)
Redeemable deferred stock units— 133,051 and 128,227 units outstanding at redemption value at March 31, 2025 and December 31, 2024, respectively	8,940		9,535
Noncontrolling interests:
Redeemable partnership units— 15,624,856 and 15,730,882 common units and 2,794,004 and 2,335,229 long term incentive units outstanding at redemption value at March 31, 2025 and December 31, 2024, respectively	1,280,106		1,378,573
Capital:
Boston Properties Limited Partnership partners’ capital— 1,767,422 and 1,762,411 general partner units and 156,555,905 and 156,412,584 limited partner units outstanding at March 31, 2025 and December 31, 2024, respectively	4,408,383		4,391,985
Accumulated other comprehensive loss	(11,379)		(2,072)
Total partners’ capital	4,397,004		4,389,913
Noncontrolling interests in property partnerships	1,938,344		1,933,545
Total capital	6,335,348		6,323,458
Total liabilities and capital	$	25,202,134	$	25,848,890

The accompanying notes are an integral part of these consolidated financial statements.

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BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited and in thousands, except for per unit amounts)


	Three months ended March 31,
	2025		2024
Revenue
Lease	$	811,102	$	788,590
Parking and other	30,242		32,216
Hotel	9,597		8,186
Development and management services	9,775		6,154
Direct reimbursements of payroll and related costs from management services contracts	4,499		4,293
Total revenue	865,215		839,439
Expenses
Operating
Rental	331,578		314,157
Hotel	7,565		6,015
General and administrative	52,284		50,018
Payroll and related costs from management services contracts	4,499		4,293
Transaction costs	768		513
Depreciation and amortization	218,404		217,019
Total expenses	615,098		592,015
Other income (expense)
Income (loss) from unconsolidated joint ventures	(2,139)		19,186

Loss on sales-type lease	(2,490)		—
Interest and other income (loss)	7,750		14,529
Gains (losses) from investments in securities	(365)		2,272

Unrealized gain (loss) on non-real estate investments	(483)		396
Impairment loss	—		(13,615)
Loss from early extinguishment of debt	(338)		—
Interest expense	(163,444)		(161,891)
Net income	88,608		108,301
Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships	(18,749)		(17,221)
Net income attributable to Boston Properties Limited Partnership	$	69,859	$	91,080
Basic earnings per common unit attributable to Boston Properties Limited Partnership
Net income	$	0.40	$	0.52
Weighted average number of common units outstanding	175,752		175,255
Diluted earnings per common unit attributable to Boston Properties Limited Partnership
Net income	$	0.40	$	0.52
Weighted average number of common and common equivalent units outstanding	176,182		175,404

The accompanying notes are an integral part of these consolidated financial statements.

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BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited and in thousands)


	Three months ended March 31,
	2025		2024
Net income	$	88,608	$	108,301
Other comprehensive income (loss):
Effective portion of interest rate contracts	(13,276)		16,351
Amortization of interest rate contracts (1)	3,081		3,360
Other comprehensive income (loss)	(10,195)		19,711
Comprehensive income	78,413		128,012
Comprehensive income attributable to noncontrolling interests	(18,893)		(17,365)
Comprehensive income attributable to Boston Properties Limited Partnership	$	59,520	$	110,647

(1)Amounts reclassified from comprehensive income primarily to interest expense within Boston Properties Limited Partnership’s Consolidated Statements of Operations.

The accompanying notes are an integral part of these consolidated financial statements.

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BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CAPITAL AND NONCONTROLLING INTERESTS (unaudited and in thousands)
	Units		Capital
	General Partner	Limited Partner	Partners’ Capital (General and Limited Partners)		Accumulated Other Comprehensive Loss		Noncontrolling Interests - Property Partnerships		Total Capital		Noncontrolling Interests - Redeemable Partnership Units

Equity, December 31, 2024	1,762	156,413	$	4,391,985	$	(2,072)	$	1,933,545	$	6,323,458	$	1,378,573
Net activity from contributions and unearned compensation	1	35	1,702		—		—		1,702		20,989
Allocated net income for the period	—	—	62,880		—		18,749		81,629		6,979
Distributions	—	—	(155,157)		—		—		(155,157)		(18,149)
Conversion of redeemable partnership units	4	108	3,676		—		—		3,676		(3,676)
Adjustment to reflect redeemable partnership units at redemption value	—	—	103,578		—		—		103,578		(103,578)
Effective portion of interest rate contracts	—	—	—		(11,950)		—		(11,950)		(1,326)
Amortization of interest rate contracts	—	—	—		2,643		144		2,787		294
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships	—	—	(281)		—		5,431		5,150		—
Distributions to noncontrolling interests in property partnerships	—	—	—		—		(19,525)		(19,525)		—
Equity, March 31, 2025	1,767	156,556	$	4,408,383	$	(11,379)	$	1,938,344	$	6,335,348	$	1,280,106

Equity, December 31, 2023	1,755	155,185	$	4,973,951	$	(21,147)	$	1,640,704	$	6,593,508	$	1,347,575
Net activity from contributions and unearned compensation	5	68	2,862		—		—		2,862		14,269
Allocated net income for the period	—	—	81,580		—		17,221		98,801		9,500
Distributions	—	—	(153,908)		—		—		(153,908)		(18,864)
Conversion of redeemable partnership units	2	34	1,303		—		—		1,303		(1,303)
Adjustment to reflect redeemable partnership units at redemption value	—	—	52,808		—		—		52,808		(52,808)
Effective portion of interest rate contracts	—	—	—		14,646		—		14,646		1,705
Amortization of interest rate contracts	—	—	—		2,881		144		3,025		335
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships	—	—	46,082		—		96,860		142,942		—
Distributions to noncontrolling interests in property partnerships	—	—	—		—		(20,025)		(20,025)		—
Equity, March 31, 2024	1,762	155,287	$	5,004,678	$	(3,620)	$	1,734,904	$	6,735,962	$	1,300,409

The accompanying notes are an integral part of these consolidated financial statements.

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BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
	Three months ended March 31,
	2025		2024
Cash flows from operating activities:
Net income	$	88,608	$	108,301
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	218,404		217,019
Impairment loss	—		13,615
Amortization of right of use assets - operating leases	203		1,441
Amortization of sales type lease	(281)		—
Non-cash compensation expense	22,917		18,873
Loss (Income) from unconsolidated joint ventures	2,139		(19,186)
Distributions of net cash flow from operations of unconsolidated joint ventures	17,053		8,643
(Gains) losses from investments in securities	365		(2,272)
Allowance for current expected credit losses	(23)		4
Non-cash portion of interest expense	9,257		12,109
Loss from early extinguishments of debt	338		—


Loss on sales-type lease	2,490		—
Unrealized (gain) loss on non-real estate investments	483		(396)
Change in assets and liabilities:
Tenant and other receivables, net	1,903		29,454

Accrued rental income, net	(28,178)		(35,945)
Prepaid expenses and other assets	(73,910)		(74,705)
Right of use assets - operating lease	—		(750)
Lease liabilities - operating leases	(162)		(1,241)
Accounts payable and accrued expenses	(14,664)		(20,725)
Accrued interest payable	(7,660)		(14,171)
Other liabilities	(11,862)		(12,846)
Tenant leasing costs	(17,384)		(29,627)
Total adjustments	121,428		89,294
Net cash provided by operating activities	210,036		197,595
Cash flows from investing activities:

Construction in progress	(138,796)		(181,636)
Building and other capital improvements	(57,395)		(32,087)
Tenant improvements	(60,338)		(53,377)

Acquisition of real estate upon consolidation of unconsolidated joint ventures (net of cash)	—		6,086

Capital contributions to unconsolidated joint ventures	(52,611)		(26,457)


Investment in non-real estate investments	(434)		—
Issuance of note receivables (including related party)	(600)		(573)

Investments in securities, net	1,031		1,425
Net cash used in investing activities	(309,143)		(286,619)
Cash flows from financing activities:

Repayments of mortgage notes payable	(1,122)		(804)

Repayment / redemption of unsecured senior notes	(850,000)		(700,000)
Borrowings on unsecured line of credit	360,000		—
Repayments of unsecured line of credit	(60,000)		—

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BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
	Three months ended March 31,
	2025		2024
Borrowings on unsecured term loan	700,000		—
Repayment of unsecured term loan	(700,000)		—
Payments on finance lease obligations	(3,344)		(3,160)
Borrowings on commercial paper program	1,287,523		—
Repayments on commercial paper program	(1,287,523)		—
Deferred financing costs	(14,102)		(108)
Net activity from equity transactions	(821)		(2,136)
Distributions	(173,118)		(171,794)
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships	5,150		141,118
Distributions to noncontrolling interests in property partnerships	(19,525)		(20,025)
Net cash used in financing activities	(756,882)		(756,909)
Net decrease in cash and cash equivalents and cash held in escrows	(855,989)		(845,933)
Cash and cash equivalents and cash held in escrows, beginning of period	1,335,196		1,612,567
Cash and cash equivalents and cash held in escrows, end of period	$	479,207	$	766,634

Reconciliation of cash and cash equivalents and cash held in escrows:
Cash and cash equivalents, beginning of period	$	1,254,882	$	1,531,477
Cash held in escrows, beginning of period	80,314		81,090
Cash and cash equivalents and cash held in escrows, beginning of period	$	1,335,196	$	1,612,567

Cash and cash equivalents, end of period	$	398,126	$	701,695
Cash held in escrows, end of period	81,081		64,939
Cash and cash equivalents and cash held in escrows, end of period	$	479,207	$	766,634

Supplemental disclosures:
Cash paid for interest (net of amounts capitalized)	$	175,700	$	180,717
Interest capitalized	$	10,317	$	9,381

Non-cash investing and financing activities:
Write-off of fully depreciated real estate	$	(20,549)	$	(27,993)
Change in real estate included in accounts payable and accrued expenses	$	15,198	$	(48,518)
Right of use assets obtained in exchange for lease liabilities - operating lease	$	—	$	25,637



Non-cash contributions from noncontrolling interests in property partnerships, net	$	281	$	52,786
Capitalized operating lease costs	$	7,548	$	7,548

Investment in unconsolidated joint ventures eliminated upon consolidation	$	—	$	(11,834)
Mortgage notes payable recorded upon consolidation	$	—	$	207,093

Real estate and intangibles recorded upon consolidation	$	—	$	(220,015)





Distributions declared but not paid	$	172,674	$	172,154
Conversions of redeemable partnership units to partners’ capital	$	3,676	$	1,303
Issuance of restricted securities to employees and non-employee directors	$	42,281	$	41,989

The accompanying notes are an integral part of these consolidated financial statements.

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BXP, INC. AND BOSTON PROPERTIES LIMITED PARTNERSHIP

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. Organization

BXP is a fully integrated, self-administered and self-managed REIT. BXP is the sole general partner of BPLP, its operating partnership, and at March 31, 2025, owned an approximate 89.6% (89.7% at December 31, 2024) general and limited partnership interest in BPLP. Unless stated otherwise or the context requires, the “Company” refers to BXP and its subsidiaries, including BPLP and its consolidated subsidiaries. Partnership interests in BPLP include:

common units of partnership interest (also referred to as “OP Units”) and
long term incentive units of partnership interest (also referred to as “LTIP Units”)

Unless specifically noted otherwise, all references to OP Units exclude units held by BXP. A holder of an OP Unit may present the OP Unit to BPLP for redemption at any time (subject to covenants agreed upon at the time of issuance of OP Units to particular holders that may restrict such redemption right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, BPLP is obligated to redeem the OP Unit for cash equal to the value of a share of common stock of BXP (“Common Stock”). In lieu of such cash redemption, BXP may elect to acquire the OP Unit for one share of Common Stock. Because the number of shares of Common Stock outstanding at all times equals the number of OP Units that BXP owns, one share of Common Stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of Common Stock.

The Company uses LTIP Units as a form of time-based, restricted equity compensation and as a form of performance-based equity compensation for employees, and it has previously granted LTIP Units in the form of (1) 2012 outperformance plan awards (“2012 OPP Units”) and (2) 2013 - 2025 multi-year, long-term incentive program awards (also referred to as “MYLTIP Units”), each of which, upon the satisfaction of certain performance-based and time-based vesting conditions, is convertible into one OP Unit. The three-year measurement periods for the 2012 OPP Units and the 2013 - 2022 MYLTIP Units have ended and BXP’s total stockholder return (“TSR”) was sufficient for employees to earn and therefore become eligible to vest in a portion of the awards. Unless and until they are earned, the rights, preferences and privileges of the 2023 - 2025 MYLTIP Units differ from other LTIP Units granted to employees (including the 2012 OPP Units and the 2013 - 2022 MYLTIP Units, which have been earned). Therefore, unless specifically noted otherwise, all references to LTIP Units exclude the 2023 - 2025 MYLTIP Units. LTIP Units (including the earned 2012 OPP Units and the earned 2013 - 2022 MYLTIP Units), whether vested or not, receive the same quarterly per unit distributions as OP Units, which equal per share dividends on Common Stock (See Notes 9 and 13).

Properties

At March 31, 2025, the Company owned or had joint venture interests in a portfolio of 185 commercial real estate properties (the “Properties”) aggregating approximately 53.4 million net rentable square feet of primarily office properties, including nine properties under construction/redevelopment totaling approximately 3.0 million net rentable square feet. At March 31, 2025, the Properties consisted of:

162 office properties (including six properties under construction/redevelopment);
14 retail properties (including one property under construction);
eight residential properties (including two properties under construction); and
one hotel.

2. Summary of Significant Accounting Policies

BXP does not have any other significant assets, liabilities or operations, other than its investment in BPLP, nor does it have employees of its own. BPLP, not BXP, generally executes all significant business relationships other than transactions involving securities of BXP. All majority-owned subsidiaries and joint ventures over which the Company has financial and operating control and variable interest entities (“VIEs”) in which the Company has determined it is the primary beneficiary are included in the consolidated financial statements. All significant intercompany balances and transactions have been eliminated in consolidation. The Company accounts for all other unconsolidated joint ventures using the equity method of accounting. Accordingly, the Company’s share of the earnings of these joint ventures and companies is included in consolidated net income.

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The accompanying interim financial statements are unaudited; however, the financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and in conjunction with the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting solely of normal recurring matters) necessary for a fair statement of the financial statements for these interim periods have been included. The results of operations for the interim periods are not necessarily indicative of the results to be obtained for other interim periods or for the full fiscal year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosure required by GAAP. These financial statements should be read in conjunction with the Company’s financial statements and notes thereto contained in the Company’s Annual Report in the Company’s Form 10-K for its fiscal year ended December 31, 2024.

The Company bases its estimates on historical experience and on various other assumptions that it considers to be reasonable under the circumstances, including the impact of extraordinary events, the results of which form the basis for making significant judgments about the carrying values of assets and liabilities, assessments of future collectability, and other areas of the financial statements that are impacted by the use of estimates. Actual results may differ from these estimates under different assumptions or conditions.

Variable Interest Entities (VIEs)

Consolidated VIEs are those for which the Company is considered to be the primary beneficiary of a VIE. The primary beneficiary is the entity that has a controlling financial interest in the VIE, which is defined by the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance and (2) the obligation to absorb losses or the right to receive the returns from the VIE that could potentially be significant to the VIE. The assets of each VIE are only available to satisfy such VIE's respective liabilities. The Company has identified 11 entities that are VIEs as of March 31, 2025 and has determined that it is the primary beneficiary for nine of these entities as of March 31, 2025.

Consolidated Variable Interest Entities

As of March 31, 2025, BXP has identified nine consolidated VIEs, including BPLP. Excluding BPLP, the consolidated VIEs consisted of (i) the following six in-service properties: 767 Fifth Avenue (the General Motors Building), 7 Times Square (formerly Times Square Tower), 601 Lexington Avenue, 300 Binney Street, Atlantic Wharf Office Building and 100 Federal Street, (ii) 343 Madison Avenue, which is categorized as land held for future development and (iii) 290 Binney Street, which is currently under development.

The Company consolidates these VIEs because it is the primary beneficiary. The third parties’ interests in these consolidated entities (excluding BPLP’s interest) are reflected as noncontrolling interests in property partnerships in the accompanying consolidated financial statements (See Note 9).

In addition, BXP’s only significant asset is its investment in BPLP and, consequently, substantially all of BXP’s assets and liabilities are the assets and liabilities of BPLP.

Variable Interest Entities Not Consolidated

As of March 31, 2025, BXP has identified two unconsolidated joint venture entities that are classified as VIEs. The CAB 290 Coles Venture LLC and CAB 290 Coles Holdco LLC joint ventures are VIEs because the Company does not consolidate the entities as it does not have the power to direct the activities that, when taken together, most significantly impact the VIEs’ performance and, therefore, the Company is not considered to be the primary beneficiary.

Fair Value Measurements

The Company follows the authoritative guidance for fair value measurements when valuing its financial instruments for disclosure purposes. The table below presents for March 31, 2025 and December 31, 2024, the financial instruments that are being valued for disclosure purposes, as well as the Level at which they are categorized as defined in Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”).

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Financial Instrument			Level

Unsecured commercial paper			Level 1
Investment in securities			Level 1
Unsecured senior notes (1)			Level 1
Related party note receivable			Level 3
Notes receivable			Level 3
Sales-type lease receivable			Level 3
Mortgage notes payable			Level 3
Unsecured line of credit			Level 3
Unsecured term loans			Level 3

(1)If trading volume for the period is low, the valuation could be categorized as Level 2.

Because the Company’s valuations of its financial instruments are based on the above Levels and involve the use of estimates, the actual fair values of its financial instruments may differ materially from those estimates. In addition, the Company’s estimated fair values for these instruments as of the end of the applicable reporting period are not projections of, nor necessarily indicative of, estimated or actual fair values in future reporting periods.

At March 31, 2025 and December 31, 2024, the Company had $500.0 million outstanding under its unsecured commercial paper program (See Note 6). Due to their short-term maturity and stated interest rates at approximate current market rates, the fair value of outstanding commercial paper borrowings approximates the Company's carrying amount at March 31, 2025 and December 31, 2024.

The Company’s non-real estate investments are shown within Prepaid and Other Assets on the Consolidated Balance Sheets and were approximately $7.7 million and $7.1 million at March 31, 2025 and December 31, 2024, respectively. The non-real estate investments utilize net asset value as the practical expedient.

Non-Recurring Fair Value

The following table presents the aggregate carrying value of the Company’s non-recurring fair value financial instruments and the Company’s corresponding estimate of fair value as of March 31, 2025 and December 31, 2024 (in thousands):


	March 31, 2025				December 31, 2024
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value


Related party notes receivable, net	$	88,816	$	87,815	$	88,779	$	89,213
Note receivable, net	5,535		5,249		4,947		6,187
Sales-type lease receivable, net	14,958		13,757		14,657		13,632
Total	$	109,309	$	106,821	$	108,383	$	109,032

Mortgage notes payable, net	$	4,277,710	$	3,868,743	$	4,276,609	$	3,808,095
Unsecured senior notes, net	9,797,824		9,265,592		10,645,077		10,005,606
Unsecured line of credit	300,000		298,007		—		—
Unsecured term loans, net	796,158		801,420		798,813		799,580
Unsecured commercial paper	500,000		500,000		500,000		500,000
Total	$	15,671,692	$	14,733,762	$	16,220,499	$	15,113,281

Recurring Fair Value

Derivatives

In addition to the financial instruments noted above, the Company uses interest rate swap agreements to manage its interest rate risk (See Notes 7 and 14). The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses

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observable market-based inputs, including interest rate curves. To comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. The Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments were not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The following table presents the aggregate fair value of the Company’s interest rate swaps as of March 31, 2025 and December 31, 2024 (in thousands):


Fair value						March 31, 2025						December 31, 2024
Interest rate swaps						$	(4,079)					$	5,252

Investments

The Company accounts for investments in equity securities at fair value, with gains or losses resulting from changes in fair value recognized currently in earnings. The Company maintains deferred compensation plans that are designed to allow officers and non-employee directors of BXP to defer a portion of the officer’s current income or the non-employee director’s current compensation on a pre-tax basis and receive a tax-deferred return on these amounts deferred based on the performance of specific investments selected by the officer or non-employee director. The Company’s obligation under the plans is that of an unsecured promise to pay the deferred compensation to the plan participants in the future. At March 31, 2025 and December 31, 2024, the Company had maintained approximately $38.1 million and $39.4 million, respectively, in separate accounts, which are not restricted as to their use. The Company recognized gains (losses) of approximately $(0.4) million and $2.3 million on its investments in the accounts associated with the Company’s deferred compensation plans during the three months ended March 31, 2025 and March 31, 2024, respectively, primarily due to the observable change in fair value.

3. Real Estate

BXP

Real estate consisted of the following at March 31, 2025 and December 31, 2024 (in thousands):


	March 31, 2025		December 31, 2024
Land	$	5,319,140	$	5,318,724
Right of use assets - finance leases	372,845		372,922
Right of use assets - operating leases	330,129		334,767
Land held for future development (1)	730,944		714,050
Buildings and improvements	17,198,604		17,149,702
Tenant improvements	3,902,214		3,866,371
Furniture, fixtures and equipment	56,532		57,136
Construction in progress	907,989		764,640
Total	28,818,397		28,578,312
Less: Accumulated depreciation	(7,699,234)		(7,528,057)
	$	21,119,163	$	21,050,255

(1)Includes pre-development costs.

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BPLP

Real estate consisted of the following at March 31, 2025 and December 31, 2024 (in thousands):


	March 31, 2025		December 31, 2024
Land	$	5,224,431	$	5,224,015
Right of use assets - finance leases	372,845		372,922
Right of use assets - operating leases	330,129		334,767
Land held for future development (1)	730,944		714,050
Buildings and improvements	16,927,048		16,878,146
Tenant improvements	3,902,214		3,866,371
Furniture, fixtures and equipment	56,532		57,136
Construction in progress	907,989		764,640
Total	28,452,132		28,212,047
Less: Accumulated depreciation	(7,567,356)		(7,397,882)
	$	20,884,776	$	20,814,165

(1)Includes pre-development costs.

Development

On January 16, 2025, the Company partially placed in-service Reston Next Retail, a retail project with approximately 33,000 net rentable square feet located in Reston, Virginia.

On March 31, 2025, the Company commenced the redevelopment of 1050 Winter Street in Waltham, Massachusetts. 1050 Winter Street is a redevelopment of an approximately 162,000 net rentable square foot office property. The project is fully pre-leased (See Note 14).

4. Leases

Lessor

The following table summarizes the components of lease revenue recognized under the Company’s operating and sales-type leases for the three months ended March 31, 2025 and 2024 and included within the Company's Consolidated Statements of Operations (in thousands):


	Three months ended March 31,
Lease Revenue	2025		2024
Fixed contractual payments	$	666,235	$	648,890
Variable lease payments	144,560		139,458
Sales-type lease revenue	307		242
	$	811,102	$	788,590

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5. Investments in Unconsolidated Joint Ventures

The investments in unconsolidated joint ventures consist of the following at March 31, 2025 and December 31, 2024:


					Carrying Value of Investment (1)
Entity	Properties	Nominal % Ownership			March 31, 2025		December 31, 2024
					(in thousands)
Square 407 Limited Partnership	Market Square North	50.00	%		$	(23,756)	$	(11,924)
WP Project Developer LLC	Wisconsin Place Land and Infrastructure	33.33	%	(2)	29,668		29,775
500 North Capitol Venture LLC	500 North Capitol Street, NW	30.00	%		(11,952)		(11,696)
501 K Street LLC	1001 6th Street	50.00	%		45,903		45,903
Podium Developer LLC	The Hub on Causeway - Podium	50.00	%		41,153		42,310
Residential Tower Developer LLC	Hub50House	50.00	%		40,492		42,493
Hotel Tower Developer LLC	The Hub on Causeway - Hotel Air Rights	50.00	%		14,464		14,271
Office Tower Developer LLC	100 Causeway Street	50.00	%		55,821		55,810
1265 Main Office JV LLC	1265 Main Street	50.00	%		3,461		3,476
BNY Tower Holdings LLC	Dock 72	50.00	%	(3)	(12,477)		(9,889)
CA-Colorado Center, LLC	Colorado Center	50.00	%		68,235		65,000
7750 Wisconsin Avenue LLC	7750 Wisconsin Avenue	50.00	%		48,183		48,423
BP-M 3HB Venture LLC	3 Hudson Boulevard	25.00	%		111,865		112,771
Platform 16 Holdings LP	Platform 16	55.00	%		57,775		56,265
Gateway Portfolio Holdings LLC	Gateway Commons	50.00	%		272,872		272,000
Rosecrans-Sepulveda Partners 4, LLC	Beach Cities Media Campus	50.00	%		27,060		27,051
Safeco Plaza REIT LLC	Safeco Plaza	33.67	%	(4)	132		—
360 PAS Holdco LLC	360 Park Avenue South	71.11	%	(5)	79,883		74,592
PR II/BXP Reston Gateway LLC	Skymark - Reston Next Residential	20.00	%		14,691		14,844
751 Gateway Holdings LLC	751 Gateway	49.00	%		121,058		99,701
200 Fifth Avenue JV LLC	200 Fifth Avenue	26.69	%		67,165		70,673
ABXP Worldgate Investments LLC	13100 and 13150 Worldgate Drive	50.00	%		18,487		18,225
CAB 290 Coles Venture LLC	290 Coles Street - Common Equity	19.46	%	(6)	19,364		N/A
CAB 290 Coles Holdco LLC	290 Coles Street - Preferred Equity	—	%	(6)(7)	—		N/A
					$	1,089,547	$	1,060,074

(1)Investments with deficit balances aggregating approximately $48.2 million and $33.5 million at March 31, 2025 and December 31, 2024, respectively, are included within Other Liabilities in the Company’s Consolidated Balance Sheets.

(2)The Company’s wholly-owned subsidiary that owns Wisconsin Place Office also owns a 33.33% interest in the joint venture entity that owns the land, parking garage and infrastructure of the project.

(3)This property includes net equity balances from the amenity joint venture.

(4)The Company’s ownership includes (1) a 33.0% direct interest in the joint venture, and (2) an additional 1.0% interest in each of the two entities through which each partner owns its interest in the joint venture.

(5)The Company’s ownership includes (1) a 35.79% direct interest in the joint venture, (2) an additional 35.02% indirect ownership in the joint venture, and (3) an additional 1.0% interest in the entity through which the partner owns its interest in the joint venture.

(6)This entity is a VIE (See Note 2).

(7)The Company agreed to fund up to $65.0 million of the required capital through its preferred equity investment. The Company’s preferred equity investment is expected to earn a 13.0% internal rate of return (“IRR”) and is to be redeemed, in full, upon the earlier of two years after stabilization of the property or March 5, 2030.

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Certain of the Company’s unconsolidated joint venture agreements include provisions whereby, at certain specified times, each partner has the right to initiate a purchase or sale of its interest in the joint venture. Under certain of the Company’s joint venture agreements, if certain return thresholds are achieved, one or more partners could be entitled to an additional promoted interest or payments.

The combined summarized balance sheets of the Company’s unconsolidated joint ventures are as follows:


	March 31, 2025		December 31, 2024
	(in thousands)
ASSETS
Real estate and development in process, net (1)	$	5,820,435	$	5,748,198
Other assets (2)	700,641		703,096
Total assets	$	6,521,076	$	6,451,294
LIABILITIES AND MEMBERS’/PARTNERS’ EQUITY
Mortgage and notes payable, net	$	3,213,566	$	3,206,723
Other liabilities (3)	251,826		292,125
Members’/Partners’ equity	3,055,684		2,952,446
Total liabilities and members’/partners’ equity	$	6,521,076	$	6,451,294
Company’s share of equity	$	1,371,939	$	1,344,543
Basis differentials (4)	(282,392)		(284,469)
Carrying value of the Company’s investments in unconsolidated joint ventures (5)	$	1,089,547	$	1,060,074

(1)At March 31, 2025 and December 31, 2024, this amount included right of use assets - operating leases totaling approximately $18.7 million and $19.0 million, respectively.

(2)At March 31, 2025 and December 31, 2024, this amount included sales-type lease receivable, net totaling approximately $14.2 million and $14.1 million, respectively.

(3)At March 31, 2025 and December 31, 2024, this amount included lease liabilities - operating leases totaling approximately $30.5 million.

(4)This amount represents the aggregate difference between the Company’s historical cost basis and the basis reflected at the joint venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials result from impairments of investments, acquisitions through joint ventures with no change in control and upon the transfer of assets that were previously owned by the Company into a joint venture. During the year ended December 31, 2024, the Company recognized an other-than-temporary impairment loss on its investments in Colorado Center, Gateway Commons and Safeco Plaza of approximately $168.4 million, $126.1 million, and $46.8 million, respectively. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the joint venture level. The Company’s basis differences include:


	March 31, 2025		December 31, 2024
Property	(in thousands)
Colorado Center	$	128,562	$	127,632
200 Fifth Avenue	48,017		49,656
Gateway Commons	(73,693)		(74,500)
Safeco Plaza	(74,822)		(75,576)
Dock 72	(91,159)		(92,054)
360 Park Avenue South	(112,372)		(113,265)
Platform 16	(142,683)		(142,698)

These basis differentials (excluding land) will be amortized over the remaining lives of the related assets and liabilities. An additional $35.8 million and $36.3 million of other basis differentials are not included above at March 31, 2025 and December 31, 2024, respectively.

(5)Investments with deficit balances aggregating approximately $48.2 million and $33.5 million at March 31, 2025 and December 31, 2024, respectively, are reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.

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The combined summarized statements of operations of the Company’s unconsolidated joint ventures are as follows:


	Three months ended March 31,
	2025		2024
	(in thousands)
Total revenue (1)	$	130,687	$	130,392
Expenses
Operating	53,729		49,194
Transaction costs	170		2
Depreciation and amortization	42,379		39,424
Total expenses	96,278		88,620
Other income (expense)
Loss from early extinguishment of debt	(62)		—
Interest expense	(44,432)		(43,563)
Unrealized gain (loss) on derivative instruments	(8,325)		10,112


Net income (loss)	$	(18,410)	$	8,321

Company’s share of net income (loss)	$	(5,796)	$	2,960


Gain on sale / consolidation	—		21,696

Basis differential (2)	3,657		(5,470)
Income (loss) from unconsolidated joint ventures	$	(2,139)	$	19,186

(1)Includes straight-line rent adjustments of approximately $3.4 million and $7.7 million for the three months ended March 31, 2025 and 2024, respectively.

(2)Includes depreciation and amortization of approximately $(1.4) million and $2.9 million for the three months ended March 31, 2025 and 2024, respectively. Includes unrealized gain (loss) on derivative instruments of approximately $(2.2) million and $2.7 million for the three months ended March 31, 2025 and 2024, respectively.

On February 27, 2025, a joint venture in which the Company has a 50% ownership interest, entered into a $252.0 million mortgage loan secured by 7750 Wisconsin Avenue in Bethesda, Maryland. The loan is scheduled to mature on March 1, 2035, bears interest at a fixed rate of 5.49% per annum, and requires monthly principal and interest payments. The proceeds from the loan were used to repay the existing $252.0 million construction loan collateralized by the property. The repayment resulted in the joint venture recognizing a loss from early extinguishment of debt of approximately $0.1 million related to unamortized finance costs during the three months ended March 31, 2025. 7750 Wisconsin Avenue is an office property with approximately 736,000 net rentable square feet.

On March 5, 2025, the Company acquired a 19.46% interest in a joint venture that is developing 290 Coles Street located in Jersey City, New Jersey for a gross purchase price of approximately $20.0 million. Additionally, the Company agreed to fund up to $65.0 million of the required capital through a preferred equity investment. The Company’s preferred equity investment is expected to earn a 13.0% IRR and is to be redeemed, in full, upon the earlier of two years after stabilization of the property or March 5, 2030. On March 5, 2025, the joint venture entered into a $225.0 million construction loan, which will fund construction costs after the funding of all common and preferred equity investments required by the construction loan agreement. The loan bears interest at a variable rate equal to Term SOFR plus 2.50% per annum and is scheduled to mature on March 5, 2029 with an additional one-year extension option, subject to certain conditions. When completed, 290 Coles Street is expected to be a 670-unit residential property with retail space aggregating approximately 560,000 net rentable square feet.

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6. Debt

Unsecured Senior Notes

The following summarizes the unsecured senior notes outstanding as of March 31, 2025 (dollars in thousands):


	Coupon/Stated Rate		Effective Rate(1)		Principal Amount		Maturity Date(2)
10 Year Unsecured Senior Notes	3.650	%	3.766	%	$	1,000,000	February 1, 2026
10 Year Unsecured Senior Notes	2.750	%	3.495	%	1,000,000		October 1, 2026
5 Year Unsecured Senior Notes	6.750	%	6.924	%	750,000		December 1, 2027
10 Year Unsecured Senior Notes	4.500	%	4.628	%	1,000,000		December 1, 2028
10 Year Unsecured Senior Notes	3.400	%	3.505	%	850,000		June 21, 2029
10.5 Year Unsecured Senior Notes	2.900	%	2.984	%	700,000		March 15, 2030
10.75 Year Unsecured Senior Notes	3.250	%	3.343	%	1,250,000		January 30, 2031
11 Year Unsecured Senior Notes	2.550	%	2.671	%	850,000		April 1, 2032
12 Year Unsecured Senior Notes	2.450	%	2.524	%	850,000		October 1, 2033
10.7 Year Unsecured Senior Notes	6.500	%	6.619	%	750,000		January 15, 2034
10 Year Unsecured Senior Notes	5.750	%	5.842	%	850,000		January 15, 2035
Total principal					9,850,000
Less:
Net unamortized discount					10,265
Deferred financing costs, net					41,911
Total					$	9,797,824

(1)Yield on issuance date including the effects of discounts on the notes, settlements of interest rate contracts and the amortization of financing costs.

(2)No principal amounts are due prior to maturity.

On January 15, 2025, BPLP repaid $850.0 million in aggregate principal amount of its 3.200% senior notes due January 15, 2025. The repayment was completed with available cash and the proceeds from BPLP’s August 2024 offering of 5.750% unsecured senior notes due 2035. The repayment price was approximately $863.6 million, which was equal to the stated principal plus approximately $13.6 million of accrued and unpaid interest to, but not including, the repayment date.

Unsecured Credit Facility and Unsecured Term Loans

On March 28, 2025, BPLP amended and restated its revolving credit agreement (as amended and restated, the “2025 Credit Facility”). The 2025 Credit Facility provides for aggregate borrowings of up to $2.950 billion through an unsecured revolving credit facility and an unsecured term loan facility, subject to customary conditions. Among other things, the amendment and restatement (1) increased the total commitment of the revolving line of credit (the “Revolving Facility”) from $2.0 billion to $2.250 billion, (2) extended the maturity date of the Revolving Facility from June 15, 2026 to March 29, 2030, and (3) added a $700.0 million unsecured term loan facility (the “Term Loan Facility”) with an initial maturity date of March 30, 2029, with two, six-month extension options, each subject to customary conditions. In addition, BPLP may increase the total commitment under the 2025 Credit Facility to a maximum commitment amount of up to $3.5 billion through increase(s) in the Revolving Facility and/or by incurring one or more term loans, in each case, subject to syndication of the increase(s) and other customary conditions. In connection with the amendment and restatement, the Company recognized a loss from early extinguishment of debt of approximately $0.3 million related to unamortized origination costs during the three months ended March 31, 2025.

At BPLP’s option, loans under the 2025 Credit Facility that are advanced in U.S. dollars will bear interest at a rate per annum equal to Term SOFR, Daily Simple SOFR or a Base Rate (each as defined in the Tenth Amended and Restated Credit Agreement, which governs the 2025 Credit Facility (the “Credit Agreement”)), in each case, plus a margin based on BPLP’s credit rating ranging from (i) for Term SOFR and Daily Simple SOFR loans, (a) under the Revolving Facility, 70.0 to 140.0 basis points, or (b) under the Term Loan Facility, 75.0 to 160.0 basis

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points (plus a SOFR conversion adjustment of 10 basis points) (See Note 14), and (ii) for Base Rate loans, (a) under the Revolving Facility, 0 to 40.0 basis points, or (b) under the Term Loan Facility, 0 to 60.0 basis points. At BPLP’s option, loans under the Revolving Facility can also be denominated in Euros, Sterling or Canadian Dollars and such loans will bear interest at a rate per annum equal to (1) in the case of loans denominated in Euro, EURIBOR, (2) in the case of loans denominated in Canadian Dollars, Term CORRA (as adjusted), and (3) in the case of loans denominated in Sterling, SONIA (as adjusted), plus, in each case, a margin based on BPLP’s credit rating as described above for loans under the Revolving Facility.

Pursuant to the 2025 Credit Facility, BPLP is obligated to pay (1) in quarterly installments a facility fee on the total commitment under the Revolving Facility at a rate per annum ranging from 0.10% to 0.30% based on BPLP’s credit rating and (2) an annual fee on the undrawn amount of each letter of credit ranging from 0.70% to 1.40% based on BPLP’s credit rating.

Based on BPLP’s March 31, 2025 credit rating, (1) for SOFR-based loans under the Revolving Facility, the per annum interest rate margin is 0.850%, (2) for SOFR-based loans under the Term Loan Facility, the per annum interest rate margin is 1.05% (as adjusted) (See Note 14), (3) for Base Rate-based loans under both the Revolving Facility and Term Loan Facility, the margin is zero basis points and (4) the facility fee for commitments under the Revolving Facility is 0.20% per annum.

The 2025 Credit Facility contains customary representations and warranties, affirmative and negative covenants, and events of default provisions, including the failure to pay indebtedness, breaches of covenants and bankruptcy and other insolvency events, which could result in the acceleration of the obligation to repay all outstanding amounts and the cancellation of all commitments outstanding under the Credit Agreement. Among other covenants, the 2025 Credit Facility requires that BPLP maintain: (1) a leverage ratio not to exceed 60%, however, the leverage ratio may increase to no greater than 65% provided that it is reduced back to 60% within one year, (2) a secured debt leverage ratio not to exceed 55%, (3) a fixed charge coverage ratio of at least 1.40, (4) an unsecured debt leverage ratio not to exceed 60%, however, the unsecured debt leverage ratio may increase to no greater than 65% provided that it is reduced to 60% within one year, (5) an unsecured debt interest coverage ratio of at least 1.75 and (6) limitations on permitted investments. At March 31, 2025, BPLP was in compliance with each of these financial restrictions and requirements.

At closing on March 28, 2025, BPLP drew the full $700.0 million of the Term Loan Facility under the 2025 Credit Facility, the proceeds of which were used to fully repay the remaining $700.0 million of borrowings outstanding under it’s $1.2 billion unsecured term loan facility (the “2023 Unsecured Term Loan”). The 2023 Unsecured Term Loan was scheduled to mature on May 16, 2025. There was no prepayment penalty associated with the repayment of the 2023 Unsecured Term Loan.

At March 31, 2025, BPLP had $300.0 million and $700.0 million outstanding under the Revolving Facility and Term Loan Facility, respectively. The 2025 Credit Facility is used as a backstop for BPLP’s $750.0 million unsecured commercial paper program (the “Commercial Paper Program”) (See “Unsecured Commercial Paper” below). As such, BPLP intends to maintain, at a minimum, availability under the 2025 Credit Facility in an amount equal to the amount of unsecured commercial paper notes outstanding.

Unsecured Commercial Paper

On March 28, 2025, BPLP increased the amount by which it may issue unsecured commercial paper notes under the Commercial Paper Program from $500.0 million to $750.0 million. Other than the increase in the program’s maximum capacity, all other terms of the Commercial Paper Program remain unchanged. Under the terms of the program, BPLP may issue, from time to time, unsecured commercial paper notes up to a maximum aggregate amount outstanding at any one time of $750.0 million with varying maturities of up to one year. Amounts available under the Commercial Paper Program may be borrowed, repaid, and re-borrowed from time to time. The notes are sold in private placements and rank pari passu with all of BPLP’s other unsecured senior indebtedness, including its outstanding senior notes. The Commercial Paper Program is backstopped by available capacity under the 2025 Credit Facility. At March 31, 2025, BPLP had an aggregate of $500.0 million of unsecured commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 4.66% per annum and had a weighted-average maturity of 48 days from the issuance date.

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7. Derivative Instruments and Hedging Activities

BPLP’s agreements with derivative counterparties contain provisions whereby if BPLP defaults on the underlying indebtedness, including defaults where repayment of the indebtedness has not been accelerated by the lender, then BPLP could also be declared in default of the swap derivative obligation. As of March 31, 2025, the Company had not posted any collateral related to the agreements.

Effective Hedge Instruments

BPLP assesses the effectiveness of its derivatives both at inception and on an ongoing basis. If the hedges are deemed to be effective, the fair value is recorded in “Accumulated other comprehensive loss” in the Company’s Consolidated Balance Sheets and is subsequently reclassified into “Interest expense” in the Company’s Consolidated Statements of Operations in the period that the hedged forecasted transactions affect earnings. BPLP’s derivative financial instruments are cash flow hedges that are designated as effective hedges, and they are carried at their estimated fair value on a recurring basis (See Note 2). The Company did not incur any ineffectiveness during the three months ended March 31, 2025.

BPLP’s and SMBP LLC’s derivative contracts consisted of the following at March 31, 2025 (dollars in thousands) (See Note 14):


Derivative Instrument	Aggregate Notional Amount				Strike Rate Range						Balance Sheet Location
	Effective Date		Maturity Date	Low	High					Fair Value
BPLP:
Interest Rate Swaps	$	600,000	December 15, 2023	October 26, 2028	3.790	%	—	3.798	%		Other liabilities	$	(4,079)
Interest Rate Swaps	100,000		September 27, 2024	April 1, 2025	2.688	%	—	2.688	%		N/A	—
	700,000											(4,079)
SMBP LLC (1)
Interest Rate Swaps	200,000		December 14, 2023	April 1, 2025	2.661	%	—	2.688	%		N/A	—
	$	900,000										$	(4,079)

(1)A consolidated subsidiary of the Company that is the borrower under the mortgage loan collateralized by its Santa Monica Business Park property.

The following table presents the location in the financial statements of the gains or (losses) recognized as a result of the Company’s cash flow hedges for the three months ended March 31, 2025 and 2024 (in thousands):


	Three months ended March 31,
	2025		2024
Amount of gain (loss) related to the effective portion recognized in other comprehensive income (loss) (1)	$	(13,276)	$	16,351
Amount of gain (loss) related to the effective portion subsequently reclassified to earnings (2)	$	3,081	$	3,360
Amount of gain (loss) related to the ineffective portion and amount excluded from effectiveness testing	$	—	$	—

(1)Includes the Company’s share of gain (loss) related to the effective portion of derivatives outstanding at its unconsolidated joint venture properties.

(2)Includes amounts from previous interest rate programs.

BPLP has formally documented all of its relationships between hedge instruments and hedging items, as well as its risk-management objectives and strategy for undertaking various hedge transactions. While management believes its judgments are reasonable, a change in a derivative's effectiveness as a hedge could materially affect expenses, net income (loss) and equity.

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8. Commitments and Contingencies

General

In the normal course of business, the Company guarantees its performance of services or indemnifies third parties against its negligence. In addition, in the normal course of business, the Company guarantees to certain tenants the obligations of the Company’s subsidiaries to complete construction of the building, to pay tenant improvement allowances and brokerage commissions in connection with their leases and limited costs arising from delays in delivery of their premises.

The Company had letter of credit and performance obligations related to lender and development requirements that total approximately $20.3 million at March 31, 2025.

Certain of the Company’s joint venture agreements include provisions whereby, at certain specified times, each partner has the right to initiate a purchase or sale of its interest in the joint venture. From time to time, under certain of the Company’s joint venture agreements, if certain return thresholds are achieved, either the Company or its partners may be entitled to receive an additional promoted interest or payments.

From time to time, the Company (or ventures in which the Company has an ownership interest) has agreed, and may in the future agree, to (1) guarantee portions of the principal, interest and other amounts in connection with their borrowings, (2) provide customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) in connection with their borrowings and (3) provide guarantees to lenders, tenants and other third parties for the completion of development projects. The Company has agreements with its third-party joint venture partners whereby the partners agree to reimburse the joint venture for their share of any payments made under the guarantee. In some cases, the Company earns a fee from the applicable joint venture for providing the guarantee.

In connection with the sale of Metropolitan Square, an approximately 657,000 square foot office building in Washington, DC in which the Company had a 20% equity interest, the Company agreed to become a co-lender of up to $20.0 million under a mezzanine loan. The mezzanine loan has a maximum principal amount of $100.0 million, and it is subordinate only to an existing senior loan. The mezzanine loan may be drawn upon for future lease-up, operating and other costs on an as-needed basis, and amounts borrowed will bear interest at a per annum rate of 12%, compounded monthly. As of March 31, 2025, the Company has funded approximately $5.5 million under the mezzanine loan.

Legal Matters

The Company is subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance. Management believes that the final outcome of such matters will not have a material adverse effect on the financial position, results of operations or liquidity of the Company.

In connection with the acquisition of an office property in New York City in 2010, the Company entered into an agreement with the seller pursuant to which the seller could earn various fees (i.e., Fixed, Additional and Final Fees) based on the future leasing performance of the property. The Company initially accrued approximately $1.5 million as an estimate of the fees it would owe the seller. In 2020, the seller filed suit against the Company in the Supreme Court of the State of New York, County of New York, claiming that consideration significantly in excess of the initial reserve amount is owed under the agreement. The disagreement between the Company and the seller involves material issues of contract interpretation and, more importantly, the method of calculating fees, including various inputs (both facts and assumptions) that drive the calculations.

On January 25, 2024, the New York Supreme Court granted in part the seller’s motion for summary judgment finding that the Company owes the seller an “Additional Fee” and a “Final Fee” under the terms of the parties’ purchase agreement. The court issued a follow-on order on February 8, 2024, confirming its earlier order that the seller is entitled to the fees described in the parties’ agreement. Other than the “Fixed Fee,” which the Company agreed to pay and for which it had established a reserve of approximately $2.2 million (including interest), the amount of the fees (if any) that are due to the seller has not been determined. On December 9, 2024, the court issued a judgment awarding the seller the Fixed Fee (including interest) of approximately $2.7 million and the Company paid this fee following the judgment. For the Additional Fee and Final Fee, the seller submitted a request for the appointment of a Special Referee on January 7, 2025. Separately, the Company filed a notice of appeal on January 15, 2025 to preserve the Company’s ability to appeal the grant of summary judgment on the question of whether the Company is liable for payment of the Additional Fee and Final Fee. The Company has until July 15, 2025 (six months from the notice of appeal) to perfect the appeal.

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The issue of an award of damages for the Additional Fee and the Final Fee remains outstanding with the court pending a determination by the Special Referee, which the court appointed on February 18, 2025. The Company disputes the seller’s calculations and intends to continue defending itself vigorously. However, there can be no assurance that the Company will prevail in the lawsuit. If the court ultimately agrees with the seller’s calculations, then amounts due to the seller could theoretically be as high as the additional $31 million claimed in the seller’s complaint, plus interest. Although the Company disputes those calculations, there can be no assurance that the Company’s ultimate liability will not be material.

On April 26, 2024, Brammer Bio MA, LLC (“Brammer”), a subsidiary of Thermo Fisher Scientific Inc. and an abutter to the Company’s 290 Binney Street development project located in Cambridge, Massachusetts, filed a complaint in Superior Court in Suffolk County, Massachusetts against the Company relating to certain ongoing construction activities.

In the first quarter of 2023, the Company commenced development of 290 Binney Street, an approximately 573,000 net rentable square foot laboratory/life sciences property that is 100% pre-leased to AstraZeneca Pharmaceuticals (“AstraZeneca”). The Company has a 55% interest in the joint venture that owns 290 Binney Street. Brammer subleases the premises at 250 Binney Street, the Company’s approximately 67,000 net rentable square foot life sciences property that is adjacent to 290 Binney Street.

Brammer alleged that, as a result of the Company’s construction of 290 Binney Street, it is threatened with irreparable harm due to intrusion onto the 250 Binney Street premises and the loss of its property rights. Brammer also alleged that the 290 Binney Street development project has caused and is causing major disruption to its manufacturing operations, and that it has suffered and will continue to suffer damages in the form of losses to its clients and customers. Brammer brought the action for quiet title, breach of contract, trespass and nuisance, and it is seeking declaratory and injunctive relief and specific performance purportedly to protect its property interests in the premises located at 250 Binney Street.

On May 16, 2024, Brammer’s motion for a preliminary injunction was denied by the trial court. Brammer subsequently appealed that decision, electing pursuant to Massachusetts civil procedure rules to petition for appeals to both a single justice of the Massachusetts Appeals Court and to a full appellate panel. On July 16, 2024, the single justice assigned to the appeal issued an order declining to rule on the substance of the appeal petition. Brammer still has the right to pursue the full panel hearing, although no date has been set for any such hearing. In the meantime, the remainder of the case is proceeding on the standard litigation timeline.

The Company believes it has meritorious defenses against Brammer’s claims and intends to defend against them vigorously. However, there can be no assurance the Company will prevail in the litigation. If the Company is enjoined from further construction activities, it could suffer delays in construction that could result in its failure to deliver a completed building on the schedule contemplated by the Company’s lease with AstraZeneca or at all, and this could result in owing financial penalties to AstraZeneca and other third parties. Although the Company is unable to estimate a range of loss for all related matters for which losses are reasonably possible, if the court grants injunctive relief or awards monetary damages to Brammer, it could have a material adverse effect on the Company’s results of operations and financial condition.

The Company is a named defendant in an alleged collective and class action wage and hour lawsuit filed on behalf of certain individuals who provided off-duty, uniformed security services at the Company’s buildings in New York City pursuant to the New York Police Department’s Paid Detail Program. In addition to the Company, the plaintiffs also named as defendants more than ninety (90) other entities and institutions in the city. The plaintiffs filed the lawsuit in the United States District Court for the Southern District of New York on January 24, 2025, and brought the claims under the Fair Labor Standards Act, the New York Labor Law and the Freelance Isn’t Free Act. The plaintiffs subsequently amended the complaint on February 7, 2025 and on February 24, 2025. Each of the complaints alleges that the plaintiffs were not paid certain wages owed to them or were not paid in a timely manner and that the plaintiffs did not receive certain wage payment notices required by law. The Company has not yet filed a responsive pleading and discovery has not yet commenced. As a result, the Company is unable to estimate a range of loss for which losses are reasonably possible. Although the Company believes it has meritorious defenses to the claims and intends to defend against them vigorously, there can be no assurance that the Company will prevail in the lawsuit.

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9. Noncontrolling Interests

Noncontrolling interests relate to the interests in BPLP not owned by BXP and interests in consolidated property partnerships not wholly-owned by the Company. As of March 31, 2025, the noncontrolling interests in BPLP consisted of the following:


OP Units						LTIP Units (1)						2023 MYLTIP Units						2024 MYLTIP Units						2025 MYLTIP Units
15,624,856						2,794,004						322,053						330,479						354,940

(1)Includes 688,027 LTIP Units earned by employees under the Company’s multi-year long-term incentive awards granted between 2012 and 2022 (i.e., 2012 OPP and 2013 - 2022 MYLTIP awards).

Noncontrolling Interest—Common Units

During the three months ended March 31, 2025, 112,308 OP Units were presented by the holders for redemption (including an aggregate of 9,425 OP Units issued upon conversion of LTIP Units, 2012 OPP Units and MYLTIP Units) and were redeemed by BXP in exchange for an equal number of shares of Common Stock.

At March 31, 2025, BPLP had outstanding the 2023 - 2025 MYLTIP Units. Prior to the end of the respective three-year performance period for each plan, holders of MYLTIP Units are entitled to receive per unit distributions equal to one-tenth (10%) of the regular quarterly distributions payable on an OP Unit, but will not be entitled to receive any special distributions. After the three-year performance period for each plan has ended, (1) the number of MYLTIP Units, both vested and unvested, that MYLTIP award recipients have earned, if any, based on the establishment of a performance pool, will be entitled to receive distributions in an amount per unit equal to distributions, both regular and special, payable on an OP Unit and (2) with respect to the 2023 - 2025 MYLTIP Units, the Company will make a “catch-up” cash payment on the MYLTIP Units that are ultimately earned in an amount equal to the regular and special dividends, if any, declared during the performance period on a number of shares of Common Stock equal to the number of 2023 - 2025 MYLTIP Units that are earned, less the distributions actually paid during the performance period on all of the awarded 2023 - 2025 MYLTIP Units.

On January 31, 2025, the three-year measurement period for the Company’s 2022 MYLTIP awards ended and, based on BXP’s absolute and relative TSR performance, the final payout was determined to be 59% of target, or an aggregate of approximately $5.4 million (after giving effect to employee separations). As a result, an aggregate of 177,919 2022 MYLTIP Units that had been previously granted were automatically forfeited.

The following table presents BPLP’s distributions on the OP Units and LTIP Units and MYLTIP Units paid or declared in 2025 and during the three months ended March 31, 2024:


Record Date	Payment Date	Distributions per OP Unit and LTIP Unit	Distributions per MYLTIP Unit
March 31, 2025	April 30, 2025	$0.98	$0.098
December 31, 2024	January 30, 2025	$0.98	$0.098


March 28, 2024	April 30, 2024	$0.98	$0.098
December 29, 2023	January 30, 2024	$0.98	$0.098

A holder of an OP Unit may present the OP Unit to BPLP for redemption at any time (subject to covenants agreed upon at the time of issuance of OP Units to particular holders that may restrict such redemption right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, BPLP must redeem the OP Unit for cash equal to the then value of a share of Common Stock of BXP. BXP may, in its sole discretion, elect to assume and satisfy the redemption obligation by paying either cash or issuing one share of Common Stock. Based on the last reported price of a share of Common Stock on the New York Stock Exchange of $67.19 per share on March 31, 2025, the value of the OP Units (other than OP Units owned by BXP), and LTIP Units (including the 2012 OPP Units and 2013 - 2022 MYLTIP Units), assuming in each case that all conditions had been met for the conversion thereof, had all of such units been redeemed at March 31, 2025 was approximately $1.3 billion.

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Noncontrolling Interests—Property Partnerships

The noncontrolling interests in property partnerships consist of the outside equity interests in ventures that are consolidated with the financial results of the Company because the Company exercises control over the entities that own the properties. The equity interests in these ventures that are not owned by the Company, totaling approximately $1.9 billion at March 31, 2025 and December 31, 2024, are included in Noncontrolling Interests—Property Partnerships on the accompanying Consolidated Balance Sheets.

10. Stockholders’ Equity / Partners’ Capital

As of March 31, 2025, BXP had 158,323,327 shares of Common Stock outstanding.

As of March 31, 2025, BXP owned 1,767,422 general partnership units and 156,555,905 limited partnership units in BPLP.

On May 17, 2023, BXP renewed its “at the market” (“ATM”) stock offering program through which it may sell from time to time up to an aggregate of $600.0 million of its Common Stock through sales agents over a three-year period. Under the ATM stock offering program, BXP may also engage in forward sale transactions with affiliates of certain sales agents for the sale of its Common Stock on a forward basis. This program replaced BXP’s prior $600.0 million ATM stock offering program that was scheduled to expire on May 22, 2023. BXP intends to use the net proceeds from any offering for general business purposes, which may include investment opportunities and debt reduction. No shares of Common Stock have been issued under this ATM stock offering program.

During the three months ended March 31, 2025, BXP issued 112,308 shares of Common Stock in connection with the redemption of an equal number of redeemable OP Units from limited partners.

The following table presents BXP’s dividends per share and BPLP’s distributions per OP Unit and LTIP Unit paid or declared in 2025 and during the three months ended March 31, 2024:


Record Date	Payment Date	Dividend (Per Share)	Distribution (Per Unit)
March 31, 2025	April 30, 2025	$0.98	$0.98
December 31, 2024	January 30, 2025	$0.98	$0.98


March 28, 2024	April 30, 2024	$0.98	$0.98
December 29, 2023	January 30, 2024	$0.98	$0.98

11. Segment Information

Operating segments are defined as components of an enterprise that engage in business activities from which they may earn revenues and incur expenses and about which discrete financial information is available that is evaluated regularly by the Chief Operating Decision Makers (“CODM”). The CODM decides how resources should be allocated and assesses performance on a recurring basis, at least quarterly. The Company’s CODMs are its Chief Executive Officer and President. The CODMs review operating performance and financial reports by geographic area and property type. In addition, given the size of the Company’s joint venture portfolio, the CODMs utilize the Company’s share of net operating income (“NOI”), which includes the Company’s share of NOI from consolidated and unconsolidated joint ventures, as its profit or loss measure in assessing each segment’s performance and deciding how to allocate resources.

The Company’s share of NOI is used by the CODMs to evaluate the profitability and performance of each geographic area on a consistent and comparable basis, supporting decisions on capital resource allocation, including in connection with development, redevelopment, acquisition and disposition activities in each segment. Additionally, the Company believes its share of NOI is useful as a profit or loss measure and believes it provides useful information regarding its results of operations and financial condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership.

Asset information by segment is not reported because the Company and the CODMs are not provided with the segment asset information and therefore do not use this measure to assess performance or allocate resources. Asset values for the Company’s properties are reported in the Consolidated Balance Sheets at historical cost, which may not reflect current market values. Therefore, depreciation and amortization expense is not allocated among

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segments. The following are not included in the Company’s share of NOI as they are not necessarily linked to the operating performance of a real estate asset and are often incurred at the corporate level as opposed to the property level: development and management services revenue, direct reimbursements of payroll and related costs from management services contracts, income (loss) from unconsolidated joint ventures, interest and other income (loss), gains (losses) from investments in securities, unrealized gain (loss) on non-real estate investments, corporate general and administrative expense, payroll and related costs from management services contracts, transaction costs, depreciation and amortization expense, loss on sales-type lease, impairment loss, loss from early extinguishment of debt, interest expense and net income attributable to noncontrolling interests. The Company’s share of NOI presented may not be comparable to what is reported by other REITs or real estate companies that define NOI differently.

The Company’s segments by geographic area are Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC. The Company also presents information for each segment by property type, including Office (which includes office, life sciences and retail), Residential and Hotel. The Company shows the different property types as the revenue from each type is derived from non-comparable lease structures.

The following tables present reconciliations of Company’s share of NOI to Net Income Attributable to BXP, Inc. and Net Income Attributable to Boston Properties Limited Partnership for the three months ended March 31, 2025 and 2024.

BXP


	Three months ended March 31,
	2025		2024
	(in thousands)
Company’s share of NOI	$	494,778	$	497,680
Add:
Development and management services revenue	9,775		6,154
Direct reimbursements of payroll and related costs from management services contracts	4,499		4,293
Income (loss) from unconsolidated joint ventures	(2,139)		19,186
Interest and other income (loss)	7,750		14,529
Gains (losses) from investments in securities	(365)		2,272
Unrealized gain (loss) on non-real estate investments	(483)		396
Net operating income attributable to noncontrolling interests in property partnerships	49,702		46,570
Less:
General and administrative expense	52,284		50,018
Payroll and related costs from management services contracts	4,499		4,293
Transaction costs	768		513
Depreciation and amortization expense	220,107		218,716
Loss on sales-type lease	2,490		—
Net operating income from unconsolidated joint ventures	32,682		35,430
Impairment loss	—		13,615
Loss from early extinguishment of debt	338		—
Interest expense	163,444		161,891
Net Income	86,905		106,604
Less:
Noncontrolling interests in property partnerships	18,749		17,221
Noncontrolling interest—common units of the Operating Partnership	6,979		9,500
Net income attributable to BXP, Inc.	$	61,177	$	79,883

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BPLP


	Three months ended March 31,
	2025		2024
	(in thousands)
Company’s share of NOI	$	494,778	$	497,680
Add:
Development and management services revenue	9,775		6,154
Direct reimbursements of payroll and related costs from management services contracts	4,499		4,293
Income (loss) from unconsolidated joint ventures	(2,139)		19,186
Interest and other income (loss)	7,750		14,529
Gains (losses) from investments in securities	(365)		2,272
Unrealized gain (loss) on non-real estate investments	(483)		396
Net operating income attributable to noncontrolling interests in property partnerships	49,702		46,570
Less:
General and administrative expense	52,284		50,018
Payroll and related costs from management services contracts	4,499		4,293
Transaction costs	768		513
Depreciation and amortization expense	218,404		217,019
Loss on sales-type lease	2,490		—
Net operating income from unconsolidated joint ventures	32,682		35,430
Impairment loss	—		13,615
Loss from early extinguishment of debt	338		—
Interest expense	163,444		161,891
Net Income	88,608		108,301
Less:
Noncontrolling interests in property partnerships	18,749		17,221
Net income attributable to Boston Properties Limited Partnership	$	69,859	$	91,080

The following table presents a reconciliation of Revenue from the Consolidated Financial Statements to Rental Revenue for the three months ended March 31, 2025 and 2024.


	Three months ended March 31,
	2025		2024
	(in thousands)
Revenue	$	865,215	$	839,439
Less:
Development and management services	9,775		6,154
Direct reimbursements of payroll and related costs from management services contracts	4,499		4,293
Total rental revenue	$	850,941	$	828,992

The following tables present the Company’s share of NOI for each geographic segment by property type, including Office (which includes office, life sciences and retail), Residential and Hotel for the three months ended March 31, 2025 and 2024 (dollars in thousands).

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For the three months ended March 31, 2025:


	Boston			Los Angeles			New York			San Francisco			Seattle			Washington, DC			Total
Rental Revenue:
Office	$	305,289		$	17,165		$	263,425		$	125,808		$	11,991		$	105,318		$	828,996
Residential	4,129			—			—			3,503			—			4,716			12,348
Hotel	9,597			—			—			—			—			—			9,597
Total	319,015			17,165			263,425			129,311			11,991			110,034			850,941
% of Grand Totals	37.48		%	2.02		%	30.96		%	15.20		%	1.41		%	12.93		%	100.00		%
Rental Expenses:
Office	116,885			6,496			109,961			48,552			2,996			40,791			325,681
Residential	1,808			—			—			2,140			—			1,949			5,897
Hotel	7,565			—			—			—			—			—			7,565
Total	126,258			6,496			109,961			50,692			2,996			42,740			339,143
% of Grand Totals	37.23		%	1.92		%	32.42		%	14.95		%	0.88		%	12.60		%	100.00		%
Net operating income	$	192,757		$	10,669		$	153,464		$	78,619		$	8,995		$	67,294		$	511,798
% of Grand Totals	37.66		%	2.08		%	29.99		%	15.36		%	1.76		%	13.15		%	100.00		%
Less: Net operating income attributable to noncontrolling interests in property partnerships	(15,301)			—			(34,401)			—			—			—			(49,702)
Add: Company’s share of net operating income from unconsolidated joint ventures	8,451			7,352			3,513			4,581			2,257			6,528			32,682
Company’s share of net operating income	$	185,907		$	18,021		$	122,576		$	83,200		$	11,252		$	73,822		$	494,778
% of Grand Totals	37.58		%	3.64		%	24.77		%	16.82		%	2.27		%	14.92		%	100.00		%

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For the three months ended March 31, 2024:


	Boston			Los Angeles			New York			San Francisco			Seattle			Washington, DC			Total
Rental Revenue:
Office	$	280,466		$	20,401		$	260,809		$	132,614		$	10,910		$	102,922		$	808,122
Residential	4,196			—			—			3,958			—			4,530			12,684
Hotel	8,186			—			—			—			—			—			8,186
Total	292,848			20,401			260,809			136,572			10,910			107,452			828,992
% of Grand Totals	35.33		%	2.46		%	31.46		%	16.47		%	1.32		%	12.96		%	100.00		%
Rental Expenses:
Office	105,171			6,567			107,481			46,942			3,081			39,229			308,471
Residential	1,593			—			—			2,218			—			1,875			5,686
Hotel	6,015			—			—			—			—			—			6,015
Total	112,779			6,567			107,481			49,160			3,081			41,104			320,172
% of Grand Totals	35.23		%	2.05		%	33.57		%	15.35		%	0.96		%	12.84		%	100.00		%
Net operating income	$	180,069		$	13,834		$	153,328		$	87,412		$	7,829		$	66,348		$	508,820
% of Grand Totals	35.39		%	2.72		%	30.13		%	17.18		%	1.54		%	13.04		%	100.00		%
Less: Net operating income attributable to noncontrolling interests in property partnerships	(11,056)			—			(35,514)			—			—			—			(46,570)
Add: Company’s share of net operating income from unconsolidated joint ventures	8,757			7,248			5,984			5,154			1,876			6,411			35,430
Company’s share of net operating income	$	177,770		$	21,082		$	123,798		$	92,566		$	9,705		$	72,759		$	497,680
% of Grand Totals	35.71		%	4.24		%	24.88		%	18.60		%	1.95		%	14.62		%	100.00		%

12. Earnings Per Share / Common Unit

BXP

The following table provides a reconciliation of both the net income attributable to BXP, Inc. and the number of common shares used in the computation of basic earnings per share (“EPS”), which is calculated by dividing net income attributable to BXP, Inc. by the weighted-average number of common shares outstanding during the period. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities. As such, unvested restricted common stock of BXP and BPLP’s LTIP Units, 2012 OPP Units and MYLTIP Units are considered participating securities. Participating securities are included in the computation of basic EPS of BXP using the two-class method. Participating securities are included in the computation of diluted EPS of BXP using the if-converted method if the impact is dilutive. Because the 2012 OPP Units and 2013 - 2022 MYLTIP Units required, and the 2023 - 2025 MYLTIP Units require, BXP to outperform certain performance thresholds, unless such thresholds have been met by the end of the applicable reporting period, BXP excludes such units from the diluted EPS calculation. Other potentially dilutive common shares, including stock options, restricted stock and other securities of BPLP that are exchangeable for BXP’s Common Stock, and the related impact on earnings, are considered when calculating diluted EPS.

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	Three months ended March 31, 2025
	Income (Numerator)		Shares (Denominator)	Per Share Amount
	(in thousands, except for per share amounts)
Basic Earnings:
Net income attributable to BXP, Inc.	$	61,177	158,202	$	0.39


Effect of Dilutive Securities:
Stock Based Compensation	—		430	—
Diluted Earnings:
Net income attributable to BXP, Inc.	$	61,177	158,632	$	0.39

	Three months ended March 31, 2024
	Income (Numerator)		Shares (Denominator)	Per Share Amount
	(in thousands, except for per share amounts)
Basic Earnings:
Net income attributable to BXP, Inc.	$	79,883	156,983	$	0.51


Effect of Dilutive Securities:
Stock Based Compensation	—		149	—
Diluted Earnings:
Net income attributable to BXP, Inc.	$	79,883	157,132	$	0.51

BPLP

The following table provides a reconciliation of both the net income attributable to Boston Properties Limited Partnership and the number of common units used in the computation of basic earnings per common unit, which is calculated by dividing net income attributable to Boston Properties Limited Partnership by the weighted-average number of common units outstanding during the period. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities. As such, unvested restricted common stock of BXP and BPLP’s LTIP Units, 2012 OPP Units and MYLTIP Units are considered participating securities. Participating securities are included in the computation of basic earnings per common unit using the two-class method. Participating securities are included in the computation of diluted earnings per common unit using the if-converted method if the impact is dilutive. Because the 2012 OPP Units and 2013 - 2022 MYLTIP Units required, and the 2023 - 2025 MYLTIP Units require, BXP to outperform certain performance thresholds, unless such thresholds have been met by the end of the applicable reporting period, BPLP excludes such units from the diluted earnings per common unit calculation. Other potentially dilutive common units and the related impact on earnings are considered when calculating diluted earnings per common unit. Included in the number of units (the denominator) below are approximately 17,550,000 and 18,272,000 redeemable common units for the three months ended March 31, 2025 and 2024, respectively.

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	Three months ended March 31, 2025
	Income (Numerator)		Units (Denominator)	Per Unit Amount
	(in thousands, except for per unit amounts)
Basic Earnings:
Net income attributable to Boston Properties Limited Partnership	$	69,859	175,752	$	0.40


Effect of Dilutive Securities:
Stock Based Compensation	—		430	—
Diluted Earnings:
Net income attributable to Boston Properties Limited Partnership	$	69,859	176,182	$	0.40

	Three months ended March 31, 2024
	Income (Numerator)		Units (Denominator)	Per Unit Amount
	(in thousands, except for per unit amounts)
Basic Earnings:
Net income attributable to Boston Properties Limited Partnership	$	91,080	175,255	$	0.52


Effect of Dilutive Securities:
Stock Based Compensation	—		149	—
Diluted Earnings:
Net income attributable to Boston Properties Limited Partnership	$	91,080	175,404	$	0.52

13. Stock Option and Incentive Plan

On January 22, 2025, BXP’s Compensation Committee approved the 2025 Multi-Year Long-Term Incentive Program (the “2025 MYLTIP”) awards under the BXP, Inc. 2021 Stock Incentive Plan (the “2021 Plan”) to certain executive officers of BXP. The 2025 MYLTIP awards consist of three components. Two of the components are each weighted 40% and utilize BXP’s TSR and BXP’s diluted Funds from Operations (“FFO”) per share growth, respectively, over a three-year measurement period as the performance metrics and the third component, weighted 20%, utilizes an average leverage ratio as the performance metric. Earned awards will range from zero to a maximum of 354,940 LTIP Units depending on BXP’s performance under the three components, with a target of approximately 177,470 LTIP Units. Under ASC 718, the 2025 MYLTIP awards have an aggregate value of approximately $12.7 million.

During the three months ended March 31, 2025, BXP issued 49,486 shares of restricted common stock and BPLP issued 390,825 LTIP Units and 354,940 2025 MYLTIP Units to employees and the life sciences advisory board members under the 2021 Plan. Employees and life sciences advisory board members paid $0.25 per LTIP Unit and 2025 MYLTIP Unit. When issued, LTIP Units are not economically equivalent in value to a share of Common Stock, but over time can increase in value to one-for-one parity with Common Stock if there is sufficient appreciation in the value of the Company’s assets. The aggregate value of the LTIP Units is included in noncontrolling interests in the Consolidated Balance Sheets of BXP and BPLP. A substantial majority of the grants of restricted common stock and LTIP Units to employees vest in four equal annual installments. Restricted common stock is measured at fair value on the date of grant based on the number of shares granted and the closing price of BXP’s Common Stock on the date of grant as quoted on the New York Stock Exchange. Such value is recognized as an expense ratably over the corresponding employee service period. The shares of restricted common stock

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granted during the three months ended March 31, 2025 were valued at approximately $3.6 million. The LTIP Units granted were valued at approximately $26.0 million using a Monte Carlo simulation method model. Because the 2012 OPP Units and 2013 - 2025 MYLTIP Units are subject to both a service condition and a market condition, the Company recognizes the related compensation expense under the graded vesting attribution method. Under the graded vesting attribution method, each portion of the award that vests at a different date is accounted for as a separate award and recognized over the period appropriate to that portion so that the compensation cost for each portion should be recognized in full by the time that portion vests. The Company recognizes forfeitures as they occur on its awards of stock-based compensation. Dividends paid on both vested and unvested shares of restricted stock are charged directly to Dividends in Excess of Earnings in BXP, Inc.’s Consolidated Balance Sheets and Partners’ Capital in Boston Properties Limited Partnership’s Consolidated Balance Sheets. Aggregate stock-based compensation expense associated with restricted stock, LTIP Units and MYLTIP Units was approximately $23.0 million and $18.5 million for the three months ended March 31, 2025 and 2024, respectively. At March 31, 2025, there was (1) an aggregate of approximately $36.7 million of unrecognized compensation expense related to unvested restricted stock and LTIP Units and (2) an aggregate of approximately $3.8 million of unrecognized compensation expense related to unvested 2023 - 2025 MYLTIP Units that is expected to be recognized over a weighted-average period of approximately 2.8 years.

14. Subsequent Events

On April 5, 2025, the Company partially placed in-service 1050 Winter Street in Waltham, Massachusetts. 1050 Winter Street is a redevelopment of an approximately 162,000 net rentable square foot office property. The project is fully pre-leased.

On April 8, 2025, BPLP entered into an interest rate swap contract with a notional amount of $300.0 million to replace $300.0 million of interest rate swap contracts that expired on April 1, 2025. The interest rate swap was entered into to fix Daily Simple SOFR at a fixed interest rate of 3.6775% per annum for the period commencing on April 7, 2025 and ending on April 6, 2026.

On April 22, 2025, BPLP amended the Credit Agreement governing its 2025 Credit Facility to remove the SOFR conversion adjustment of 10 basis points previously applicable to the Term Loan Facility. Other than the foregoing, the material terms of the Credit Agreement remained unchanged (See Note 6).

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