A Dark Vector Cognition product

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)
June 30, 2025December 31, 2024
ASSETS
Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $7,917,248 and $7,797,430 at June 30, 2025 and December 31, 2024, respectively)$28,428,074$27,870,623
Right of use assets - finance leases (amounts related to VIEs of $21,000 and $21,000 at June 30, 2025 and December 31, 2024, respectively)372,839372,922
Right of use assets - operating leases (amounts related to VIEs of $131,751 and $140,558 at June 30, 2025 and December 31, 2024, respectively)325,670334,767
Less: accumulated depreciation (amounts related to VIEs of $(1,698,752) and $(1,628,274) at June 30, 2025 and December 31, 2024, respectively)(7,863,743)(7,528,057)
Total real estate21,262,84021,050,255
Cash and cash equivalents (amounts related to VIEs of $319,475 and $373,737 at June 30, 2025 and December 31, 2024, respectively)446,9531,254,882
Cash held in escrows (amounts related to VIEs of $4,997 and $4,979 at June 30, 2025 and December 31, 2024, respectively)80,88880,314
Investments in securities41,06239,706
Tenant and other receivables, net (amounts related to VIEs of $31,572 and $20,435 at June 30, 2025 and December 31, 2024, respectively)109,683107,453
Note receivable, net6,7114,947
Related party notes receivable, net88,82588,779
Sales-type lease receivable, net15,18814,657
Accrued rental income, net (amounts related to VIEs of $452,950 and $435,110 at June 30, 2025 and December 31, 2024, respectively)1,509,3471,466,220
Deferred charges, net (amounts related to VIEs of $208,365 and $211,726 at June 30, 2025 and December 31, 2024, respectively)809,033813,345
Prepaid expenses and other assets (amounts related to VIEs of $18,569 and $15,036 at June 30, 2025 and December 31, 2024, respectively)89,62470,839
Investments in unconsolidated joint ventures1,161,0361,093,583
Total assets$25,621,190$26,084,980
LIABILITIES AND EQUITY
Liabilities:
Mortgage notes payable, net (amounts related to VIEs of $3,284,449 and $3,282,027 at June 30, 2025 and December 31, 2024, respectively)$4,278,788$4,276,609
Unsecured senior notes, net9,800,57710,645,077
Unsecured line of credit185,000—
Unsecured term loans, net796,640798,813
Unsecured commercial paper750,000500,000
Lease liabilities - finance leases (amounts related to VIEs of $21,010 and $20,931 at June 30, 2025 and December 31, 2024, respectively)365,897370,885
Lease liabilities - operating leases (amounts related to VIEs of $163,981 and $157,691 at June 30, 2025 and December 31, 2024, respectively)399,174392,686
Accounts payable and accrued expenses (amounts related to VIEs of $144,822 and $115,808 at June 30, 2025 and December 31, 2024, respectively)480,158401,874
Dividends and distributions payable172,732172,486
Accrued interest payable120,975128,098
Other liabilities (amounts related to VIEs of $93,554 and $126,202 at June 30, 2025 and December 31, 2024, respectively)416,838450,796
Total liabilities17,766,77918,137,324
BXP, INC. CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for share and par value amounts)
June 30, 2025December 31, 2024
Commitments and contingencies (See Note 8)
Redeemable deferred stock units— 103,473 and 128,227 units outstanding at redemption value at June 30, 2025 and December 31, 2024, respectively6,9819,535
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, 158,445,177 and 158,253,895 issued and 158,366,277 and 158,174,995 outstanding at June 30, 2025 and December 31, 2024, respectively1,5841,582
Additional paid-in capital6,854,7536,836,093
Dividends in excess of earnings(1,579,770)(1,419,575)
Treasury common stock at cost, 78,900 shares at June 30, 2025 and December 31, 2024(2,722)(2,722)
Accumulated other comprehensive loss(15,059)(2,072)
Total stockholders’ equity attributable to BXP, Inc.5,258,7865,413,306
Noncontrolling interests:
Common units of Boston Properties Limited Partnership584,651591,270
Property partnerships2,003,9931,933,545
Total equity7,847,4307,938,121
Total liabilities and equity$25,621,190$26,084,980

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

BXP, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

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

Three months ended June 30,Six months ended June 30,
2025202420252024
Revenue
Lease$805,935$790,555$1,617,037$1,579,145
Parking and other34,79934,61565,04166,831
Hotel14,77314,81224,37022,998
Development and management services8,8466,35218,62112,506
Direct reimbursements of payroll and related costs from management services contracts4,1044,1488,6038,441
Total revenue868,457850,4821,733,6721,689,921
Expenses
Operating
Rental332,062321,426663,640635,583
Hotel9,3659,83916,93015,854
General and administrative42,51644,10994,80094,127
Payroll and related costs from management services contracts4,1044,1488,6038,441
Transaction costs3571891,125702
Depreciation and amortization223,819219,542443,926438,258
Total expenses612,223599,2531,229,0241,192,965
Other income (expense)
Income (loss) from unconsolidated joint ventures(3,324)(5,799)(5,463)13,387
Gain on sale of real estate18,390—18,390—
Loss on sales-type lease——(2,490)—
Interest and other income (loss)8,06310,78815,81325,317
Gains from investments in securities2,6003152,2352,587
Unrealized gain (loss) on non-real estate investments(39)58(522)454
Impairment loss———(13,615)
Loss from early extinguishment of debt——(338)—
Interest expense(162,783)(149,642)(326,227)(311,533)
Net income119,141106,949206,046213,553
Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships(20,100)(17,825)(38,849)(35,046)
Noncontrolling interest—common units of the Operating Partnership(10,064)(9,509)(17,036)(19,009)
Net income attributable to BXP, Inc.$88,977$79,615$150,161$159,498
Basic earnings per common share attributable to BXP, Inc.
Net income$0.56$0.51$0.95$1.02
Weighted average number of common shares outstanding158,312157,039158,257157,011
Diluted earnings per common share attributable to BXP, Inc.
Net income$0.56$0.51$0.95$1.01
Weighted average number of common and common equivalent shares outstanding158,795157,291158,713157,210

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

BXP, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited and in thousands)

Three months ended June 30,Six months ended June 30,
2025202420252024
Net income$119,141$106,949$206,046$213,553
Other comprehensive income (loss):
Effective portion of interest rate contracts(5,636)936(18,912)17,287
Amortization of interest rate contracts (1)1,6923,0814,7736,441
Other comprehensive income (loss)(3,944)4,017(14,139)23,728
Comprehensive income115,197110,966191,907237,281
Net income attributable to noncontrolling interests(30,164)(27,334)(55,885)(54,055)
Other comprehensive (income) loss attributable to noncontrolling interests264(552)1,152(2,736)
Comprehensive income attributable to BXP, Inc.$85,297$83,080$137,174$180,490

(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.

BXP, INC. CONSOLIDATED STATEMENTS OF EQUITY (unaudited and in thousands)
Common StockAdditional Paid-in CapitalDividends in Excess of EarningsTreasury Stock, at costAccumulated Other Comprehensive LossNoncontrolling Interests - Common UnitsNoncontrolling Interests - Property PartnershipsTotal
SharesAmount
Equity, March 31, 2025158,323$1,583$6,846,015$(1,513,555)$(2,722)$(11,379)$591,555$1,938,344$7,849,841
Redemption of operating partnership units to common stock41124———(125)——
Allocated net income for the period———88,984——10,05720,100119,141
Dividends/distributions declared———(155,199)——(18,158)—(173,357)
Shares issued pursuant to stock purchase plan——(62)—————(62)
Net activity from stock option and incentive plan39—3,111———10,736—13,847
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——(3,441)————63,88260,441
Distributions to noncontrolling interests in property partnerships———————(18,477)(18,477)
Effective portion of interest rate contracts—————(5,075)(561)—(5,636)
Amortization of interest rate contracts—————1,3951531441,692
Reallocation of noncontrolling interest——9,006———(9,006)——
Equity, June 30, 2025158,366$1,584$6,854,753$(1,579,770)$(2,722)$(15,059)$584,651$2,003,993$7,847,430
Equity, March 31, 2024157,049$1,570$6,752,648$(890,177)$(2,722)$(3,620)$684,969$1,734,904$8,277,572
Redemption of operating partnership units to common stock4111,450———(1,451)——
Allocated net income for the period———79,615——9,50917,825106,949
Dividends/distributions declared———(153,956)——(18,842)—(172,798)
Net activity from stock option and incentive plan8—2,499———14,041—16,540
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——1,244————66,23767,481
Distributions to noncontrolling interests in property partnerships———————(17,434)(17,434)
Effective portion of interest rate contracts—————835101—936
Amortization of interest rate contracts—————2,6303071443,081
Reallocation of noncontrolling interest——10,845———(10,845)——
Equity, June 30, 2024157,098$1,571$6,768,686$(964,518)$(2,722)$(155)$677,789$1,801,676$8,282,327
BXP, INC. CONSOLIDATED STATEMENTS OF EQUITY (unaudited and in thousands)
Common StockAdditional Paid-in CapitalDividends in Excess of EarningsTreasury Stock, at costAccumulated Other Comprehensive LossNoncontrolling Interests - Common UnitsNoncontrolling Interests - Property PartnershipsTotal
SharesAmount
Equity, December 31, 2024158,175$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 stock11623,799———(3,801)——
Allocated net income for the period———150,161——17,03638,849206,046
Dividends/distributions declared———(310,356)——(36,307)—(346,663)
Shares issued pursuant to stock purchase plan6—408—————408
Net activity from stock option and incentive plan69—4,343———31,725—36,068
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——(3,722)————69,31365,591
Distributions to noncontrolling interests in property partnerships———————(38,002)(38,002)
Effective portion of interest rate contracts—————(17,025)(1,887)—(18,912)
Amortization of interest rate contracts—————4,0384472884,773
Reallocation of noncontrolling interest——13,832———(13,832)——
Equity, June 30, 2025158,366$1,584$6,854,753$(1,579,770)$(2,722)$(15,059)$584,651$2,003,993$7,847,430
Equity, December 31, 2023156,941$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 stock7722,752———(2,754)——
Allocated net income for the period———159,498——19,00935,046213,553
Dividends/distributions declared———(307,864)——(37,706)—(345,570)
Shares issued pursuant to stock purchase plan8—600—————600
Net activity from stock option and incentive plan72—4,761———28,310—33,071
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——47,326————163,097210,423
Distributions to noncontrolling interests in property partnerships———————(37,459)(37,459)
Effective portion of interest rate contracts—————15,4811,806—17,287
Amortization of interest rate contracts—————5,5116422886,441
Reallocation of noncontrolling interest——(1,902)———1,902——
Equity, June 30, 2024157,098$1,571$6,768,686$(964,518)$(2,722)$(155)$677,789$1,801,676$8,282,327

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

BXP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
Six months ended June 30,
20252024
Cash flows from operating activities:
Net income$206,046$213,553
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization443,926438,258
Impairment loss—13,615
Amortization of right of use assets - operating leases2891,785
Amortization of sales type lease(513)(488)
Non-cash compensation expense34,86035,187
Loss (Income) from unconsolidated joint ventures5,463(13,387)
Distributions of net cash flow from operations of unconsolidated joint ventures25,85721,153
Gains from investments in securities(2,235)(2,587)
Allowance for current expected credit losses(6)36
Non-cash portion of interest expense16,92614,172
Loss from early extinguishments of debt338—
Gain on sale of real estate(18,390)—
Loss on sales-type lease2,490—
Unrealized (gain) loss on non-real estate investments522(454)
Change in assets and liabilities:
Tenant and other receivables, net4,33639,743
Accrued rental income, net(51,222)(52,590)
Prepaid expenses and other assets(22,275)(14,685)
Right of use assets - operating lease—(750)
Lease liabilities - operating leases199(997)
Accounts payable and accrued expenses12,133(24,650)
Accrued interest payable(7,116)(21,637)
Other liabilities(41,586)(38,169)
Tenant leasing costs(46,861)(42,449)
Total adjustments357,135351,106
Net cash provided by operating activities563,181564,659
Cash flows from investing activities:
Construction in progress(278,667)(313,602)
Building, pre-development and other capital improvements(129,031)(66,799)
Tenant improvements(139,748)(117,848)
Proceeds from sale of real estate21,840—
Acquisition of real estate upon consolidation of unconsolidated joint ventures (net of cash)—6,086
Capital contributions to unconsolidated joint ventures(84,432)(60,461)
Investment in non-real estate investments(1,430)(625)
Issuance of note receivables (including related party)(1,800)(1,423)
Investments in securities, net8641,168
Net cash used in investing activities(612,404)(553,504)
BXP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
Six months ended June 30,
20252024
Cash flows from financing activities:
Repayments of mortgage notes payable(2,152)(2,019)
Repayment / redemption of unsecured senior notes(850,000)(700,000)
Borrowings on unsecured line of credit520,000—
Repayments of unsecured line of credit(335,000)—
Borrowings on unsecured term loans700,000—
Repayment of unsecured term loans(700,000)(500,000)
Payments on finance lease obligations(6,735)(5,999)
Borrowings on commercial paper program3,997,3651,859,075
Repayments on commercial paper program(3,747,365)(1,359,075)
Deferred financing costs(14,478)(2,633)
Net activity from equity transactions(938)(2,136)
Dividends and distributions(346,418)(344,574)
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships65,591208,599
Distributions to noncontrolling interests in property partnerships(38,002)(37,459)
Net cash used in financing activities(758,132)(886,221)
Net decrease in cash and cash equivalents and cash held in escrows(807,355)(875,066)
Cash and cash equivalents and cash held in escrows, beginning of period1,335,1961,612,567
Cash and cash equivalents and cash held in escrows, end of period$527,841$737,501
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 period80,31481,090
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$446,953$685,376
Cash held in escrows, end of period80,88852,125
Cash and cash equivalents and cash held in escrows, end of period$527,841$737,501
Supplemental disclosures:
Cash paid for interest (net of amounts capitalized)$342,936$342,409
Interest capitalized$22,465$19,717
Non-cash investing and financing activities:
Write-off of fully depreciated real estate$(48,037)$(57,999)
Change in real estate included in accounts payable and accrued expenses$64,135$(48,896)
Right of use assets obtained in exchange for lease liabilities - operating lease$—$30,631
Lease liability - finance lease reversal for re-assessment event$—$(38,491)
Right of use asset - finance lease reversal for re-assessment event$—$(28,962)
Non-cash contributions from noncontrolling interests in property partnerships, net$(2,393)$60,410
Capitalized operating lease costs$15,096$15,098
Investment in unconsolidated joint ventures eliminated upon consolidation$—$(11,834)
Mortgage note payable recorded upon consolidation$—$207,093
BXP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
Six months ended June 30,
20252024
Real estate and intangibles recorded upon consolidation$—$(220,015)
Real estate contributed in exchange for investment in unconsolidated joint venture$(5,595)$—
Investment in unconsolidated joint ventures funded by real estate contributed$5,595$—
Dividends and distributions declared but not paid$172,732$172,172
Conversions of noncontrolling interests to stockholders’ equity$3,801$2,754
Issuance of restricted securities to employees and non-employee directors$43,658$43,366

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

BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for unit amounts)
June 30, 2025December 31, 2024
ASSETS
Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $7,917,248 and $7,797,430 at June 30, 2025 and December 31, 2024, respectively)$28,061,966$27,504,358
Right of use assets - finance leases (amounts related to VIEs of $21,000 and $21,000 at June 30, 2025 and December 31, 2024, respectively)372,839372,922
Right of use assets - operating leases (amounts related to VIEs of $131,751 and $140,558 at June 30, 2025 and December 31, 2024, respectively)325,670334,767
Less: accumulated depreciation (amounts related to VIEs of $(1,698,752) and $(1,628,274) at June 30, 2025 and December 31, 2024, respectively)(7,730,220)(7,397,882)
Total real estate21,030,25520,814,165
Cash and cash equivalents (amounts related to VIEs of $319,475 and $373,737 at June 30, 2025 and December 31, 2024, respectively)446,9531,254,882
Cash held in escrows (amounts related to VIEs of $4,997 and $4,979 at June 30, 2025 and December 31, 2024, respectively)80,88880,314
Investments in securities41,06239,706
Tenant and other receivables, net (amounts related to VIEs of $31,572 and $20,435 at June 30, 2025 and December 31, 2024, respectively)109,683107,453
Note receivable, net6,7114,947
Related party notes receivables, net88,82588,779
Sales-type lease receivable, net15,18814,657
Accrued rental income, net (amounts related to VIEs of $452,950 and $435,110 at June 30, 2025 and December 31, 2024, respectively)1,509,3471,466,220
Deferred charges, net (amounts related to VIEs of $208,365 and $211,726 at June 30, 2025 and December 31, 2024, respectively)809,033813,345
Prepaid expenses and other assets (amounts related to VIEs of $18,569 and $15,036 at June 30, 2025 and December 31, 2024, respectively)89,62470,839
Investments in unconsolidated joint ventures1,161,0361,093,583
Total assets$25,388,605$25,848,890
LIABILITIES AND CAPITAL
Liabilities:
Mortgage notes payable, net (amounts related to VIEs of $3,284,449 and $3,282,027 at June 30, 2025 and December 31, 2024, respectively)$4,278,788$4,276,609
Unsecured senior notes, net9,800,57710,645,077
Unsecured line of credit185,000—
Unsecured term loans, net796,640798,813
Unsecured commercial paper750,000500,000
Lease liabilities - finance leases (amounts related to VIEs of $21,010 and $20,931 at June 30, 2025 and December 31, 2024, respectively)365,897370,885
Lease liabilities - operating leases (amounts related to VIEs of $163,981 and $157,691 at June 30, 2025 and December 31, 2024, respectively)399,174392,686
Accounts payable and accrued expenses (amounts related to VIEs of $144,822 and $115,808 at June 30, 2025 and December 31, 2024, respectively)480,158401,874
Dividends and distributions payable172,732172,486
Accrued interest payable120,975128,098
Other liabilities (amounts related to VIEs of $93,554 and $126,202 at June 30, 2025 and December 31, 2024, respectively)416,838450,796
Total liabilities17,766,77918,137,324
BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED BALANCE SHEETS (unaudited and in thousands, except for unit amounts)
June 30, 2025December 31, 2024
Commitments and contingencies (See Note 8)
Redeemable deferred stock units— 103,473 and 128,227 units outstanding at redemption value at June 30, 2025 and December 31, 2024, respectively6,9819,535
Noncontrolling interests:
Redeemable partnership units— 15,707,557 and 15,730,882 common units and 2,720,300 and 2,335,229 long term incentive units outstanding at redemption value at June 30, 2025 and December 31, 2024, respectively1,285,0611,378,573
Capital:
Boston Properties Limited Partnership partners’ capital— 1,767,941 and 1,762,411 general partner units and 156,598,336 and 156,412,584 limited partner units outstanding at June 30, 2025 and December 31, 2024, respectively4,340,8504,391,985
Accumulated other comprehensive loss(15,059)(2,072)
Total partners’ capital4,325,7914,389,913
Noncontrolling interests in property partnerships2,003,9931,933,545
Total capital6,329,7846,323,458
Total liabilities and capital$25,388,605$25,848,890

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

BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF OPERATIONS

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

Three months ended June 30,Six months ended June 30,
2025202420252024
Revenue
Lease$805,935$790,555$1,617,037$1,579,145
Parking and other34,79934,61565,04166,831
Hotel14,77314,81224,37022,998
Development and management services8,8466,35218,62112,506
Direct reimbursements of payroll and related costs from management services contracts4,1044,1488,6038,441
Total revenue868,457850,4821,733,6721,689,921
Expenses
Operating
Rental332,062321,426663,640635,583
Hotel9,3659,83916,93015,854
General and administrative42,51644,10994,80094,127
Payroll and related costs from management services contracts4,1044,1488,6038,441
Transaction costs3571891,125702
Depreciation and amortization222,116217,839440,520434,858
Total expenses610,520597,5501,225,6181,189,565
Other income (expense)
Income (loss) from unconsolidated joint ventures(3,324)(5,799)(5,463)13,387
Gain on sale of real estate18,489—18,489—
Loss on sales-type lease——(2,490)—
Interest and other income (loss)8,06310,78815,81325,317
Gains from investments in securities2,6003152,2352,587
Unrealized gain (loss) on non-real estate investments(39)58(522)454
Impairment loss———(13,615)
Loss from early extinguishment of debt——(338)—
Interest expense(162,783)(149,642)(326,227)(311,533)
Net income120,943108,652209,551216,953
Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships(20,100)(17,825)(38,849)(35,046)
Net income attributable to Boston Properties Limited Partnership$100,843$90,827$170,702$181,907
Basic earnings per common unit attributable to Boston Properties Limited Partnership
Net income$0.57$0.52$0.97$1.04
Weighted average number of common units outstanding175,871175,408175,812175,332
Diluted earnings per common unit attributable to Boston Properties Limited Partnership
Net income$0.57$0.52$0.97$1.04
Weighted average number of common and common equivalent units outstanding176,354175,660176,268175,531

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

BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited and in thousands)

Three months ended June 30,Six months ended June 30,
2025202420252024
Net income$120,943$108,652$209,551$216,953
Other comprehensive income (loss):
Effective portion of interest rate contracts(5,636)936(18,912)17,287
Amortization of interest rate contracts (1)1,6923,0814,7736,441
Other comprehensive income (loss)(3,944)4,017(14,139)23,728
Comprehensive income116,999112,669195,412240,681
Comprehensive income attributable to noncontrolling interests(20,244)(17,969)(39,137)(35,334)
Comprehensive income attributable to Boston Properties Limited Partnership$96,755$94,700$156,275$205,347

(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.

BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CAPITAL AND NONCONTROLLING INTERESTS (unaudited and in thousands)
UnitsCapital
General PartnerLimited PartnerPartners’ Capital (General and Limited Partners)Accumulated Other Comprehensive LossNoncontrolling Interests - Property PartnershipsTotal CapitalNoncontrolling Interests - Redeemable Partnership Units
Equity, March 31, 20251,767156,556$4,408,383$(11,379)$1,938,344$6,335,348$1,280,106
Net activity from contributions and unearned compensation1383,049——3,04910,736
Allocated net income for the period——90,786—20,100110,88610,057
Distributions——(155,199)——(155,199)(18,158)
Conversion of redeemable partnership units—4125——125(125)
Adjustment to reflect redeemable partnership units at redemption value——(2,853)——(2,853)2,853
Effective portion of interest rate contracts———(5,075)—(5,075)(561)
Amortization of interest rate contracts———1,3951441,539153
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——(3,441)—63,88260,441—
Distributions to noncontrolling interests in property partnerships————(18,477)(18,477)—
Equity, June 30, 20251,768156,598$4,340,850$(15,059)$2,003,993$6,329,784$1,285,061
Equity, March 31, 20241,762155,287$5,004,678$(3,620)$1,734,904$6,735,962$1,300,409
Net activity from contributions and unearned compensation—82,499——2,49914,041
Allocated net income for the period——81,318—17,82599,1439,509
Distributions——(153,956)——(153,956)(18,842)
Conversion of redeemable partnership units—411,451——1,451(1,451)
Adjustment to reflect redeemable partnership units at redemption value——73,226——73,226(73,226)
Effective portion of interest rate contracts———835—835101
Amortization of interest rate contracts———2,6301442,774307
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——1,244—66,23767,481—
Distributions to noncontrolling interests in property partnerships————(17,434)(17,434)—
Equity, June 30, 20241,762155,336$5,010,460$(155)$1,801,676$6,811,981$1,230,848
BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CAPITAL AND NONCONTROLLING INTERESTS (unaudited and in thousands)
UnitsCapital
General PartnerLimited PartnerPartners’ Capital (General and Limited Partners)Accumulated Other Comprehensive LossNoncontrolling Interests - Property PartnershipsTotal CapitalNoncontrolling Interests - Redeemable Partnership Units
Equity, December 31, 20241,762156,413$4,391,985$(2,072)$1,933,545$6,323,458$1,378,573
Net activity from contributions and unearned compensation2734,751——4,75131,725
Allocated net income for the period——153,666—38,849192,51517,036
Distributions——(310,356)——(310,356)(36,307)
Conversion of redeemable partnership units41123,801——3,801(3,801)
Adjustment to reflect redeemable partnership units at redemption value——100,725——100,725(100,725)
Effective portion of interest rate contracts———(17,025)—(17,025)(1,887)
Amortization of interest rate contracts———4,0382884,326447
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——(3,722)—69,31365,591—
Distributions to noncontrolling interests in property partnerships————(38,002)(38,002)—
Equity, June 30, 20251,768156,598$4,340,850$(15,059)$2,003,993$6,329,784$1,285,061
Equity, December 31, 20231,755155,185$4,973,951$(21,147)$1,640,704$6,593,508$1,347,575
Net activity from contributions and unearned compensation5765,361——5,36128,310
Allocated net income for the period——162,898—35,046197,94419,009
Distributions——(307,864)——(307,864)(37,706)
Conversion of redeemable partnership units2752,754——2,754(2,754)
Adjustment to reflect redeemable partnership units at redemption value——126,034——126,034(126,034)
Effective portion of interest rate contracts———15,481—15,4811,806
Amortization of interest rate contracts———5,5112885,799642
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships——47,326—163,097210,423—
Distributions to noncontrolling interests in property partnerships————(37,459)(37,459)—
Equity, June 30, 20241,762155,336$5,010,460$(155)$1,801,676$6,811,981$1,230,848

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

BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
Six months ended June 30,
20252024
Cash flows from operating activities:
Net income$209,551$216,953
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization440,520434,858
Impairment loss—13,615
Amortization of right of use assets - operating leases2891,785
Amortization of sales type lease(513)(488)
Non-cash compensation expense34,86035,187
Loss (Income) from unconsolidated joint ventures5,463(13,387)
Distributions of net cash flow from operations of unconsolidated joint ventures25,85721,153
Gains from investments in securities(2,235)(2,587)
Allowance for current expected credit losses(6)36
Non-cash portion of interest expense16,92614,172
Loss from early extinguishments of debt338—
Gain on sale of real estate(18,489)—
Loss on sales-type lease2,490—
Unrealized (gain) loss on non-real estate investments522(454)
Change in assets and liabilities:
Tenant and other receivables, net4,33639,743
Accrued rental income, net(51,222)(52,590)
Prepaid expenses and other assets(22,275)(14,685)
Right of use assets - operating lease—(750)
Lease liabilities - operating leases199(997)
Accounts payable and accrued expenses12,133(24,650)
Accrued interest payable(7,116)(21,637)
Other liabilities(41,586)(38,169)
Tenant leasing costs(46,861)(42,449)
Total adjustments353,630347,706
Net cash provided by operating activities563,181564,659
Cash flows from investing activities:
Construction in progress(278,667)(313,602)
Building, pre-development and other capital improvements(129,031)(66,799)
Tenant improvements(139,748)(117,848)
Proceeds from sale of real estate21,840—
Acquisition of real estate upon consolidation of unconsolidated joint ventures (net of cash)—6,086
Capital contributions to unconsolidated joint ventures(84,432)(60,461)
Investment in non-real estate investments(1,430)(625)
Issuance of note receivables (including related party)(1,800)(1,423)
Investments in securities, net8641,168
Net cash used in investing activities(612,404)(553,504)
BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
Six months ended June 30,
20252024
Cash flows from financing activities:
Repayments of mortgage notes payable(2,152)(2,019)
Repayment / redemption of unsecured senior notes(850,000)(700,000)
Borrowings on unsecured line of credit520,000—
Repayments of unsecured line of credit(335,000)—
Borrowings on unsecured term loan700,000—
Repayment of unsecured term loan(700,000)(500,000)
Payments on finance lease obligations(6,735)(5,999)
Borrowings on commercial paper program3,997,3651,859,075
Repayments on commercial paper program(3,747,365)(1,359,075)
Deferred financing costs(14,478)(2,633)
Net activity from equity transactions(938)(2,136)
Distributions(346,418)(344,574)
Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships65,591208,599
Distributions to noncontrolling interests in property partnerships(38,002)(37,459)
Net cash used in financing activities(758,132)(886,221)
Net decrease in cash and cash equivalents and cash held in escrows(807,355)(875,066)
Cash and cash equivalents and cash held in escrows, beginning of period1,335,1961,612,567
Cash and cash equivalents and cash held in escrows, end of period$527,841$737,501
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 period80,31481,090
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$446,953$685,376
Cash held in escrows, end of period80,88852,125
Cash and cash equivalents and cash held in escrows, end of period$527,841$737,501
Supplemental disclosures:
Cash paid for interest (net of amounts capitalized)$342,936$342,409
Interest capitalized$22,465$19,717
Non-cash investing and financing activities:
Write-off of fully depreciated real estate$(48,037)$(57,999)
Change in real estate included in accounts payable and accrued expenses$64,135$(48,896)
Right of use assets obtained in exchange for lease liabilities - operating lease$—$30,631
Lease liability - finance lease reversal for re-assessment event$—$(38,491)
Right of use asset - finance lease reversal for re-assessment event$—$(28,962)
Non-cash contributions from noncontrolling interests in property partnerships, net$(2,393)$60,410
Capitalized operating lease costs$15,096$15,098
Investment in unconsolidated joint ventures eliminated upon consolidation$—$(11,834)
Mortgage notes payable recorded upon consolidation$—$207,093
BOSTON PROPERTIES LIMITED PARTNERSHIP CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited and in thousands)
Six months ended June 30,
20252024
Real estate and intangibles recorded upon consolidation$—$(220,015)
Real estate contributed in exchange for investment in unconsolidated joint venture$(5,595)$—
Investment in unconsolidated joint ventures funded by real estate contributed$5,595$—
Distributions declared but not paid$172,732$172,172
Conversions of redeemable partnership units to partners’ capital$3,801$2,754
Issuance of restricted securities to employees and non-employee directors$43,658$43,366

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

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 June 30, 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 June 30, 2025, the Company owned or had joint venture interests in a portfolio of 186 commercial real estate properties (the “Properties”) aggregating approximately 53.7 million net rentable square feet of primarily office properties, including ten properties under construction/redevelopment totaling approximately 3.3 million net rentable square feet (See Note 14). At June 30, 2025, the Properties consisted of:

  • 162 office properties (including six properties under construction/redevelopment);

  • 14 retail properties (including one property under construction);

  • nine residential properties (including three 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.

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 12 entities that are VIEs as of June 30, 2025 and has determined that it is the primary beneficiary for nine of these entities as of June 30, 2025.

Consolidated Variable Interest Entities

As of June 30, 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 (See Note 14) 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 June 30, 2025, BXP has identified three unconsolidated joint venture entities that are classified as VIEs. The CAB 290 Coles Venture LLC, CAB 290 Coles Holdco LLC, and 17 Hartwell JV LLC joint ventures are VIEs because they do not have sufficient equity at risk. In addition, 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 June 30, 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”).

Financial InstrumentLevel
Unsecured commercial paperLevel 1
Investment in securitiesLevel 1
Unsecured senior notes (1)Level 1
Related party notes receivableLevel 3
Notes receivableLevel 3
Sales-type lease receivableLevel 3
Mortgage notes payableLevel 3
Unsecured line of creditLevel 3
Unsecured term loansLevel 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 June 30, 2025 and December 31, 2024, the Company had $750.0 million and $500.0 million, respectively, outstanding under its unsecured commercial paper program (See Note 6). Due to their short-term maturity and stated interest rates that approximate current market rates, the fair value of outstanding commercial paper borrowings approximates the Company's carrying amount at June 30, 2025 and December 31, 2024.

The Company’s non-real estate investments are shown within Prepaid Expenses and Other Assets on the Consolidated Balance Sheets and were approximately $8.6 million and $7.1 million at June 30, 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 June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025December 31, 2024
Carrying AmountEstimated Fair ValueCarrying AmountEstimated Fair Value
Related party notes receivable, net$88,825$87,082$88,779$89,213
Note receivable, net6,7116,3934,9476,187
Sales-type lease receivable, net15,18813,81214,65713,632
Total$110,724$107,287$108,383$109,032
Mortgage notes payable, net$4,278,788$3,921,571$4,276,609$3,808,095
Unsecured senior notes, net9,800,5779,385,44810,645,07710,005,606
Unsecured line of credit185,000182,598——
Unsecured term loans, net796,640797,470798,813799,580
Unsecured commercial paper750,000750,000500,000500,000
Total$15,811,005$15,037,087$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 Note 7). 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 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 June 30, 2025 and December 31, 2024 (in thousands):

Fair valueJune 30, 2025December 31, 2024
Interest rate swaps$(7,782)$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 June 30, 2025 and December 31, 2024, the Company had maintained approximately $40.9 million and $39.4 million, respectively, in separate accounts, which are not restricted as to their use. The Company recognized gains of approximately $2.6 million and $0.3 million on its investments in the accounts associated with the Company’s deferred compensation plans during the three months ended June 30, 2025 and June 30, 2024, respectively, and approximately $2.2 million and $2.6 million during the six months ended June 30, 2025 and June 30, 2024, respectively, primarily due to the observable change in fair value.

Reclassification

Certain prior year amounts have been reclassified to conform to the current year presentation.

3. Real Estate

BXP

Real estate consisted of the following at June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025December 31, 2024
Land$5,319,076$5,318,724
Right of use assets - finance leases372,839372,922
Right of use assets - operating leases325,670334,767
Land held for future development (1)748,198714,050
Buildings and improvements17,244,25617,149,702
Tenant improvements4,008,3713,866,371
Furniture, fixtures and equipment60,48657,136
Construction in progress1,047,687764,640
Total29,126,58328,578,312
Less: Accumulated depreciation(7,863,743)(7,528,057)
$21,262,840$21,050,255

(1)Includes pre-development costs.

BPLP

Real estate consisted of the following at June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025December 31, 2024
Land$5,224,406$5,224,015
Right of use assets - finance leases372,839372,922
Right of use assets - operating leases325,670334,767
Land held for future development (1)748,198714,050
Buildings and improvements16,972,81816,878,146
Tenant improvements4,008,3713,866,371
Furniture, fixtures and equipment60,48657,136
Construction in progress1,047,687764,640
Total28,760,47528,212,047
Less: Accumulated depreciation(7,730,220)(7,397,882)
$21,030,255$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 30,000 net rentable square feet located in Reston, Virginia.

On March 31, 2025, the Company commenced the redevelopment of 1050 Winter Street, an approximately 162,000 net rentable square foot office property located in Waltham, Massachusetts. On April 5, 2025, 1050 Winter Street was partially placed in-service (See Note 14). The project is fully pre-leased.

Disposition

On June 27, 2025, the Company entered into a joint venture with a third party to redevelop, own and operate 17 Hartwell Avenue in Lexington, Massachusetts. The Company sold the land at 17 Hartwell Avenue to the joint venture for approximately $21.8 million in cash. Upon formation of the joint venture, the Company ceased accounting for the property on a consolidated basis and is accounting for the joint venture on an unconsolidated basis using the equity method of accounting, as it does not have a controlling financial or operating interest in the joint venture (See Note 5). The Company recognized a gain upon sale of the real estate of approximately $18.4 million for BXP and $18.5 million for BPLP during the three and six months ended June 30, 2025, within Gain on Sale of Real Estate on the respective Consolidated Statement of Operations, as the fair value of the real estate exceeded its carrying value. 17 Hartwell Avenue contributed approximately $0.1 million and $0.3 million of net loss to the Company for the period from April 1, 2025 through June 26, 2025 and January 1, 2025 through June 26, 2025, respectively, and contributed approximately $23,000 and $0.3 million of net income to the Company for the three and six months ended June 30, 2024, respectively. 17 Hartwell Avenue was an approximately 30,000 net rentable square feet office property, that was taken out of service during the three months ended June 30, 2024, and was held for future redevelopment. The Company commenced demolition of the building during the three months ended June 30, 2025.

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 and six months ended June 30, 2025 and 2024 and included within the Company's Consolidated Statements of Operations (in thousands):

Three months ended June 30,Six months ended June 30,
Lease Revenue2025202420252024
Fixed contractual payments$661,275$651,730$1,327,510$1,300,620
Variable lease payments144,397138,579288,957278,037
Sales-type lease revenue263246570488
$805,935$790,555$1,617,037$1,579,145

5. Investments in Unconsolidated Joint Ventures

The investments in unconsolidated joint ventures consist of the following at June 30, 2025 and December 31, 2024:

Carrying Value of Investment (1)
EntityPropertiesNominal % OwnershipJune 30, 2025December 31, 2024
(in thousands)
Square 407 Limited PartnershipMarket Square North50.00%$(23,685)$(11,924)
WP Project Developer LLCWisconsin Place Land and Infrastructure33.33%(2)29,53429,775
500 North Capitol Venture LLC500 North Capitol Street, NW30.00%(12,486)(11,696)
501 K Street LLC1001 6th Street50.00%45,83745,903
Podium Developer LLCThe Hub on Causeway - Podium50.00%40,49242,310
Residential Tower Developer LLCHub50House50.00%39,49842,493
Hotel Tower Developer LLCThe Hub on Causeway - Hotel Air Rights50.00%14,66214,271
Office Tower Developer LLC100 Causeway Street50.00%55,85255,810
1265 Main Office JV LLC1265 Main Street50.00%3,3403,476
BNY Tower Holdings LLCDock 7250.00%(3)(11,961)(9,889)
CA-Colorado Center, LLCColorado Center50.00%70,22265,000
7750 Wisconsin Avenue LLC7750 Wisconsin Avenue50.00%48,07248,423
BP-M 3HB Venture LLC3 Hudson Boulevard25.00%111,471112,771
Platform 16 Holdings LPPlatform 1655.00%57,80556,265
Gateway Portfolio Holdings LLCGateway Commons50.00%271,454272,000
Rosecrans-Sepulveda Partners 4, LLCBeach Cities Media Campus50.00%27,06827,051
Safeco Plaza REIT LLCSafeco Plaza33.67%(4)43—
360 PAS Holdco LLC360 Park Avenue South71.11%(5)89,76974,592
PR II/BXP Reston Gateway LLCSkymark - Reston Next Residential20.00%14,90014,844
751 Gateway Holdings LLC751 Gateway49.00%119,63499,701
200 Fifth Avenue JV LLC200 Fifth Avenue26.69%74,44670,673
ABXP Worldgate Investments LLC13100 and 13150 Worldgate Drive50.00%19,63218,225
CAB 290 Coles Venture LLC290 Coles Street - Common Equity19.46%(6)19,625N/A
CAB 290 Coles Holdco LLC290 Coles Street - Preferred Equity—%(6)(7)1,615N/A
17 Hartwell Avenue JV LLC17 Hartwell Avenue20.00%(6)6,065N/A
$1,112,904$1,060,074

(1)Investments with deficit balances aggregating approximately $48.1 million and $33.5 million at June 30, 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 will 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.

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 receive an additional promoted interest or payments.

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

June 30, 2025December 31, 2024
(in thousands)
ASSETS
Real estate and development in process, net (1)$5,838,787$5,748,198
Other assets (2)726,052703,096
Total assets$6,564,839$6,451,294
LIABILITIES AND MEMBERS’/PARTNERS’ EQUITY
Mortgage and notes payable, net$3,214,062$3,206,723
Other liabilities (3)244,381292,125
Members’/Partners’ equity3,106,3962,952,446
Total liabilities and members’/partners’ equity$6,564,839$6,451,294
Company’s share of equity$1,388,350$1,344,543
Basis differentials (4)(275,446)(284,469)
Carrying value of the Company’s investments in unconsolidated joint ventures (5)$1,112,904$1,060,074

(1)At June 30, 2025 and December 31, 2024, this amount included right of use assets - operating leases totaling approximately $18.4 million and $19.0 million, respectively.

(2)At June 30, 2025 and December 31, 2024, this amount included sales-type lease receivable, net totaling approximately $14.3 million and $14.1 million, respectively.

(3)At June 30, 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:

June 30, 2025December 31, 2024
Property(in thousands)
Colorado Center$129,524$127,632
200 Fifth Avenue49,45949,656
Gateway Commons(72,366)(74,500)
Safeco Plaza(74,043)(75,576)
Dock 72(90,263)(92,054)
360 Park Avenue South(111,530)(113,265)
Platform 16(142,676)(142,698)
Other basis differentials36,44936,336
Total basis differentials(275,446)(284,469)

These basis differentials (excluding land) will be amortized over the remaining lives of the related assets and liabilities.

(5)Investments with deficit balances aggregating approximately $48.1 million and $33.5 million at June 30, 2025 and December 31, 2024, respectively, are reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.

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

Three months ended June 30,Six months ended June 30,
2025202420252024
(in thousands)
Total revenue (1)$125,432$120,152$256,119$250,546
Expenses
Operating55,19046,453108,91995,649
Transaction costs151718
Depreciation and amortization44,15238,39686,53177,819
Total expenses99,34384,854195,621173,476
Other income (expense)
Loss from early extinguishment of debt——(62)—
Interest expense(45,103)(43,299)(89,535)(86,862)
Unrealized gain (loss) on derivative instruments(4,904)848(13,229)10,960
Net income (loss)$(23,918)$(7,153)$(42,328)$1,168
Company’s share of net income (loss)$(7,690)$(2,744)$(13,486)$214
Gain on sale / consolidation———21,696
Basis differential (2)4,366(3,055)8,023(8,523)
Income (loss) from unconsolidated joint ventures$(3,324)$(5,799)$(5,463)$13,387

(1)Includes straight-line rent adjustments of approximately $4.5 million and $6.2 million for the three months ended June 30, 2025 and 2024, respectively, and approximately $7.9 million and $13.8 million for the six months ended June 30, 2025 and 2024, respectively.

(2)Includes depreciation and amortization of approximately $(3.0) million and $3.0 million for the three months ended June 30, 2025 and 2024, respectively, and approximately $(4.4) million and $5.9 million for the six months ended June 30, 2025 and 2024, respectively. Includes unrealized gain (loss) on derivative instruments of approximately $(1.3) million and $0.2 million for the three months ended June 30, 2025 and 2024, respectively, and approximately $(3.5) million and $2.9 million for the six months ended June 30, 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 six months ended June 30, 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 will 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. As of June 30, 2025, the Company has funded approximately $1.6 million of the required capital through the preferred equity investment. 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.

On June 27, 2025, the Company entered into a joint venture to redevelop, own, and operate 17 Hartwell Avenue in Lexington, Massachusetts. The third party partner contributed approximately $23.0 million of cash, which was used by the joint venture to purchase the land at 17 Hartwell Avenue from the Company for approximately $21.8 million in cash. The Company contributed development costs of approximately $5.6 million for its 20% ownership interest in the joint venture. Additionally, on June 27, 2025, the joint venture entered into a $98.7 million construction loan. The loan bears interest at a fixed rate of 6.75% per annum and is scheduled to mature on July 10, 2030. When completed, 17 Hartwell Avenue is expected to be a 312-unit residential property with garage and retail space (See Note 3).

6. Debt

Unsecured Senior Notes

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 six months ended June 30, 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

points (plus a SOFR conversion adjustment of 10 basis points), 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. On April 22, 2025, BPLP amended the 2025 Credit Facility to remove the SOFR conversion adjustment of 10 basis points (as described in clause (i)(b) above), which is no longer applicable to the Term Loan Facility. Other than the foregoing, the material terms of the 2025 Credit Facility remained unchanged.

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 June 30, 2025 credit rating, (1) for SOFR-based loans under the Revolving Facility, the per annum interest rate margin is 0.85%, (2) for SOFR-based loans under the Term Loan Facility, the per annum interest rate margin is 0.95%, (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 June 30, 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 June 30, 2025, BPLP had $185.0 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 June 30, 2025, BPLP had an aggregate of $750.0 million of unsecured commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 4.73% per annum and had a weighted-average maturity of 49 days from the issuance date.

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 June 30, 2025, the Company had not posted any collateral related to the agreements.

Effective Hedge Instruments

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 thus continuing to reduce its exposure to the variability in future cash flows attributable to changes in the interest rates associated with its $100.0 million unsecured term loan facility (the “2024 Unsecured Term Loan”) and the $200.0 million mortgage secured by the Company’s Santa Monica Business Park properties, located in Santa Monica, California. The interest rate swap was entered into to fix Daily Simple SOFR, the reference rate for the 2024 Unsecured Term Loan and mortgage, at a fixed interest rate of 3.6775% per annum for the period commencing on April 7, 2025, the effective date, and ending on April 6, 2026. For the period from April 7, 2025 through June 30, 2025, the Company recognized approximately $(0.5) million of interest expense related to this interest rate swap contract.

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 have any undesignated hedges during the three and six months ended June 30, 2025.

BPLP’s derivative contracts consisted of the following at June 30, 2025 (dollars in thousands):

Derivative InstrumentAggregate Notional AmountStrike Rate RangeBalance Sheet Location
Effective DateMaturity DateLowHighFair Value
Interest Rate Swaps$600,000December 15, 2023October 26, 20283.790%—3.798%Other liabilities$(8,411)
Interest Rate Swaps300,000April 7, 2025April 6, 20263.678%—3.678%Prepaid expenses and other assets629
$900,000$(7,782)

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 and six months ended June 30, 2025 and 2024 (in thousands):

Three months ended June 30,Six months ended June 30,
2025202420252024
Amount of gain (loss) related to the effective portion recognized in other comprehensive income (loss) (1)$(5,636)$936$(18,912)$17,287
Amount of gain (loss) related to the effective portion subsequently reclassified to earnings (2)$1,692$3,081$4,773$6,441
Amount of gain (loss) related to the ineffective portion and amount excluded from effectiveness testing$—$—$—$—

(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.

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 totaled approximately $20.3 million at June 30, 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, one or more partners could be entitled to 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 June 30, 2025, the Company has funded approximately $6.7 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 subsequently

entered into a stipulation that extended the deadline to perfect the appeal from July 15, 2025 (six months from the notice of appeal) to September 13, 2025.

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.

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 June 30, 2025, the noncontrolling interests in BPLP consisted of the following:

OP UnitsLTIP Units (1)2023 MYLTIP Units2024 MYLTIP Units2025 MYLTIP Units
15,707,5572,720,300322,053330,479354,940

(1)Includes 655,534 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 six months ended June 30, 2025, 116,204 OP Units were presented by the holders for redemption (including an aggregate of 13,038 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 June 30, 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 six months ended June 30, 2024:

Record DatePayment DateDistributions per OP Unit and LTIP UnitDistributions per MYLTIP Unit
June 30, 2025July 31, 2025$0.98$0.098
March 31, 2025April 30, 2025$0.98$0.098
December 31, 2024January 30, 2025$0.98$0.098
June 28, 2024July 31, 2024$0.98$0.098
March 28, 2024April 30, 2024$0.98$0.098
December 29, 2023January 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 $67.47 per share on June 30, 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 June 30, 2025 was approximately $1.3 billion.

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 $2.0 billion and $1.9 billion at June 30, 2025 and December 31, 2024, respectively, are included in Noncontrolling Interests—Property Partnerships on the accompanying Consolidated Balance Sheets (See Note 14).

10. Stockholders’ Equity / Partners’ Capital

As of June 30, 2025, BXP had 158,366,277 shares of Common Stock outstanding.

As of June 30, 2025, BXP owned 1,767,941 general partnership units and 156,598,336 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 six months ended June 30, 2025, BXP issued 116,204 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 six months ended June 30, 2024:

Record DatePayment DateDividend (Per Share)Distribution (Per Unit)
June 30, 2025July 31, 2025$0.98$0.98
March 31, 2025April 30, 2025$0.98$0.98
December 31, 2024January 30, 2025$0.98$0.98
June 28, 2024July 31, 2024$0.98$0.98
March 28, 2024April 30, 2024$0.98$0.98
December 29, 2023January 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 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, gain on sale of real estate, interest and other income (loss), gains 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 and six months ended June 30, 2025 and 2024.

BXP

Three months ended June 30,Six months ended June 30,
2025202420252024
(in thousands)
Company’s share of NOI$493,547$492,913$988,325$990,593
Add:
Development and management services revenue8,8466,35218,62112,506
Direct reimbursements of payroll and related costs from management services contracts4,1044,1488,6038,441
Income (loss) from unconsolidated joint ventures(3,324)(5,799)(5,463)13,387
Gain on sale of real estate18,390—18,390—
Interest and other income (loss)8,06310,78815,81325,317
Gains from investments in securities2,6003152,2352,587
Unrealized gain (loss) on non-real estate investments(39)58(522)454
Net operating income attributable to noncontrolling interests in property partnerships51,56247,391101,26493,961
Less:
General and administrative expense42,51644,10994,80094,127
Payroll and related costs from management services contracts4,1044,1488,6038,441
Transaction costs3571891,125702
Depreciation and amortization expense223,819219,542443,926438,258
Loss on sales-type lease——2,490—
Net operating income from unconsolidated joint ventures31,02931,58763,71167,017
Impairment loss———13,615
Loss from early extinguishment of debt——338—
Interest expense162,783149,642326,227311,533
Net Income119,141106,949206,046213,553
Less:
Noncontrolling interests in property partnerships20,10017,82538,84935,046
Noncontrolling interest—common units of the Operating Partnership10,0649,50917,03619,009
Net income attributable to BXP, Inc.$88,977$79,615$150,161$159,498

BPLP

Three months ended June 30,Six months ended June 30,
2025202420252024
(in thousands)
Company’s share of NOI$493,547$492,913$988,325$990,593
Add:
Development and management services revenue8,8466,35218,62112,506
Direct reimbursements of payroll and related costs from management services contracts4,1044,1488,6038,441
Income (loss) from unconsolidated joint ventures(3,324)(5,799)(5,463)13,387
Gain on sale of real estate18,489—18,489—
Interest and other income (loss)8,06310,78815,81325,317
Gains from investments in securities2,6003152,2352,587
Unrealized gain (loss) on non-real estate investments(39)58(522)454
Net operating income attributable to noncontrolling interests in property partnerships51,56247,391101,26493,961
Less:
General and administrative expense42,51644,10994,80094,127
Payroll and related costs from management services contracts4,1044,1488,6038,441
Transaction costs3571891,125702
Depreciation and amortization expense222,116217,839440,520434,858
Loss on sales-type lease——2,490—
Net operating income from unconsolidated joint ventures31,02931,58763,71167,017
Impairment loss———13,615
Loss from early extinguishment of debt——338—
Interest expense162,783149,642326,227311,533
Net Income120,943108,652209,551216,953
Less:
Noncontrolling interests in property partnerships20,10017,82538,84935,046
Net income attributable to Boston Properties Limited Partnership$100,843$90,827$170,702$181,907

The following table presents a reconciliation of Revenue from the Consolidated Financial Statements to Rental Revenue for the three and six months ended June 30, 2025 and 2024.

Three months ended June 30,Six months ended June 30,
2025202420252024
(in thousands)
Revenue$868,457$850,482$1,733,672$1,689,921
Less:
Development and management services8,8466,35218,62112,506
Direct reimbursements of payroll and related costs from management services contracts4,1044,1488,6038,441
Total rental revenue$855,507$839,982$1,706,448$1,668,974

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 and six months ended June 30, 2025 and 2024 (dollars in thousands).

For the three months ended June 30, 2025:

BostonLos AngelesNew YorkSan FranciscoSeattleWashington, DCTotal
Rental Revenue:
Office$303,822$17,616$264,089$125,380$12,112$105,183$828,202
Residential4,400——3,355—4,77712,532
Hotel14,773—————14,773
Total322,99517,616264,089128,73512,112109,960855,507
% of Grand Totals37.75%2.06%30.87%15.05%1.42%12.85%100.00%
Rental Expenses:
Office111,2356,950114,67649,6322,98640,005325,484
Residential1,673——2,804—2,1016,578
Hotel9,365—————9,365
Total122,2736,950114,67652,4362,98642,106341,427
% of Grand Totals35.81%2.04%33.59%15.36%0.87%12.33%100.00%
Net operating income$200,722$10,666$149,413$76,299$9,126$67,854$514,080
% of Grand Totals39.05%2.07%29.06%14.84%1.78%13.20%100.00%
Less: Net operating income attributable to noncontrolling interests in property partnerships(15,728)—(35,834)———(51,562)
Add: Company’s share of net operating income from unconsolidated joint ventures9,0707,0531,5114,1982,2776,92031,029
Company’s share of net operating income$194,064$17,719$115,090$80,497$11,403$74,774$493,547
% of Grand Totals39.32%3.59%23.32%16.31%2.31%15.15%100.00%

For the three months ended June 30, 2024:

BostonLos AngelesNew YorkSan FranciscoSeattleWashington, DCTotal
Rental Revenue:
Office$285,352$18,472$261,805$131,709$10,520$105,086$812,944
Residential4,272——3,318—4,63612,226
Hotel14,812—————14,812
Total304,43618,472261,805135,02710,520109,722839,982
% of Grand Totals36.25%2.20%31.17%16.07%1.25%13.06%100.00%
Rental Expenses:
Office108,9086,767108,47648,6683,29039,578315,687
Residential1,543——2,169—2,0275,739
Hotel9,839—————9,839
Total120,2906,767108,47650,8373,29041,605331,265
% of Grand Totals36.31%2.04%32.75%15.35%0.99%12.56%100.00%
Net operating income$184,146$11,705$153,329$84,190$7,230$68,117$508,717
% of Grand Totals36.20%2.30%30.14%16.55%1.42%13.39%100.00%
Less: Net operating income attributable to noncontrolling interests in property partnerships(10,924)—(36,467)———(47,391)
Add: Company’s share of net operating income from unconsolidated joint ventures8,6917,0353,1584,4111,9386,35431,587
Company’s share of net operating income$181,913$18,740$120,020$88,601$9,168$74,471$492,913
% of Grand Totals36.91%3.80%24.35%17.97%1.86%15.11%100.00%

For the six months ended June 30, 2025:

BostonLos AngelesNew YorkSan FranciscoSeattleWashington, DCTotal
Rental Revenue:
Office$609,111$34,781$527,514$251,188$24,103$210,501$1,657,198
Residential8,529——6,858—9,49324,880
Hotel24,370—————24,370
Total642,01034,781527,514258,04624,103219,9941,706,448
% of Grand Totals37.63%2.04%30.91%15.12%1.41%12.89%100.00%
Rental Expenses:
Office228,12013,446224,63798,1845,98280,796651,165
Residential3,481——4,944—4,05012,475
Hotel16,930—————16,930
Total248,53113,446224,637103,1285,98284,846680,570
% of Grand Totals36.51%1.98%33.01%15.15%0.88%12.47%100.00%
Net operating income$393,479$21,335$302,877$154,918$18,121$135,148$1,025,878
% of Grand Totals38.36%2.08%29.52%15.10%1.77%13.17%100.00%
Less: Net operating income attributable to noncontrolling interests in property partnerships(31,029)—(70,235)———(101,264)
Add: Company’s share of net operating income from unconsolidated joint ventures17,52114,4055,0248,7794,53413,44863,711
Company’s share of net operating income$379,971$35,740$237,666$163,697$22,655$148,596$988,325
% of Grand Totals38.44%3.62%24.05%16.56%2.29%15.04%100.00%

For the six months ended June 30, 2024:

BostonLos AngelesNew YorkSan FranciscoSeattleWashington, DCTotal
Rental Revenue:
Office$565,818$38,873$522,614$264,323$21,430$208,008$1,621,066
Residential8,468——7,276—9,16624,910
Hotel22,998—————22,998
Total597,28438,873522,614271,59921,430217,1741,668,974
% of Grand Totals35.80%2.33%31.31%16.27%1.28%13.01%100.00%
Rental Expenses:
Office214,07913,334215,95795,6106,37178,807624,158
Residential3,136——4,387—3,90211,425
Hotel15,854—————15,854
Total233,06913,334215,95799,9976,37182,709651,437
% of Grand Totals35.77%2.05%33.15%15.35%0.98%12.70%100.00%
Net operating income$364,215$25,539$306,657$171,602$15,059$134,465$1,017,537
% of Grand Totals35.80%2.51%30.14%16.86%1.48%13.21%100.00%
Less: Net operating income attributable to noncontrolling interests in property partnerships(21,980)—(71,981)———(93,961)
Add: Company’s share of net operating income from unconsolidated joint ventures17,44814,2839,1429,5653,81412,76567,017
Company’s share of net operating income$359,683$39,822$243,818$181,167$18,873$147,230$990,593
% of Grand Totals36.31%4.02%24.61%18.29%1.91%14.86%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 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.

Three months ended June 30, 2025
Income (Numerator)Shares (Denominator)Per Share Amount
(in thousands, except for per share amounts)
Basic Earnings:
Net income attributable to BXP, Inc.$88,977158,312$0.56
Effect of Dilutive Securities:
Stock Based Compensation—483—
Diluted Earnings:
Net income attributable to BXP, Inc.$88,977158,795$0.56
Three months ended June 30, 2024
Income (Numerator)Shares (Denominator)Per Share Amount
(in thousands, except for per share amounts)
Basic Earnings:
Net income attributable to BXP, Inc.$79,615157,039$0.51
Effect of Dilutive Securities:
Stock Based Compensation—252—
Diluted Earnings:
Net income attributable to BXP, Inc.$79,615157,291$0.51
Six months ended June 30, 2025
Income (Numerator)Shares (Denominator)Per Share Amount
(in thousands, except for per share amounts)
Basic Earnings:
Net income attributable to BXP, Inc.$150,161158,257$0.95
Effect of Dilutive Securities:
Stock Based Compensation—456—
Diluted Earnings:
Net income attributable to BXP, Inc.$150,161158,713$0.95
Six months ended June 30, 2024
Income (Numerator)Shares (Denominator)Per Share Amount
(in thousands, except for per share amounts)
Basic Earnings:
Net income attributable to BXP, Inc.$159,498157,011$1.02
Effect of Dilutive Securities:
Stock Based Compensation—199(0.01)
Diluted Earnings:
Net income attributable to BXP, Inc.$159,498157,210$1.01

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 17,559,000 and 18,369,000 redeemable common units for the three months ended June 30, 2025 and 2024, respectively, and 17,555,000 and 18,321,000 redeemable common units for the six months ended June 30, 2025 and 2024, respectively.

Three months ended June 30, 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$100,843175,871$0.57
Effect of Dilutive Securities:
Stock Based Compensation—483—
Diluted Earnings:
Net income attributable to Boston Properties Limited Partnership$100,843176,354$0.57
Three months ended June 30, 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$90,827175,408$0.52
Effect of Dilutive Securities:
Stock Based Compensation—252—
Diluted Earnings:
Net income attributable to Boston Properties Limited Partnership$90,827175,660$0.52
Six months ended June 30, 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$170,702175,812$0.97
Effect of Dilutive Securities:
Stock Based Compensation—456—
Diluted Earnings:
Net income attributable to Boston Properties Limited Partnership$170,702176,268$0.97
Six months ended June 30, 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$181,907175,332$1.04
Effect of Dilutive Securities:
Stock Based Compensation—199—
Diluted Earnings:
Net income attributable to Boston Properties Limited Partnership$181,907175,531$1.04

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 “Compensation – Stock Compensation,” the 2025 MYLTIP awards have an aggregate value of approximately $12.7 million.

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.

During the six months ended June 30, 2025, BXP issued 55,571 shares of restricted common stock and BPLP issued 406,646 LTIP Units and 354,940 2025 MYLTIP Units to employees, the life sciences advisory board members and non-employee directors under the 2021 Plan. The grantees 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 granted during the six months ended June 30, 2025 were valued at approximately $4.0 million. The LTIP Units granted were valued at

approximately $27.0 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 $11.6 million and $16.0 million for the three months ended June 30, 2025 and 2024, respectively, and $34.6 million and $34.5 million for the six months ended June 30, 2025 and 2024, respectively. At June 30, 2025, there was (1) an aggregate of approximately $28.3 million of unrecognized compensation expense related to unvested restricted stock and LTIP Units and (2) an aggregate of approximately $0.8 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 2.6 years.

14. Subsequent Events

On July 1, 2025, the Company completed and fully placed in-service 1050 Winter Street, an approximately 162,000 net rentable square foot office property located in Waltham, Massachusetts (See Note 3).

On July 28, 2025, the Company sent notice to its partner that it has elected to acquire its partner’s 45% interest in the 343 Madison Avenue project at cost, or approximately $43.5 million, during the third quarter of 2025. In addition, on July 31, 2025, the Company elected to proceed with full vertical construction of 343 Madison Avenue in New York City, New York. 343 Madison Avenue will be a 46-story, 930,000 rentable square foot office development located in Manhattan with direct access to Grand Central Station.

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