Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this report.

This Quarterly Report on Form 10-Q, including the documents incorporated by reference herein, contain forward-looking statements within the meaning of the federal securities laws, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we are including this statement for purposes of complying with those safe harbor provisions, in each case, to the extent applicable. The forward-looking statements are contained principally, but not only, under the captions *“*Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” We caution investors that forward-looking statements are based on current beliefs, expectations of future events and assumptions made by, and information currently available to, our management. When used, the words “anticipate,” “believe,” “budget,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “project,” “should,” “will,” and similar expressions that do not relate solely to historical matters are intended to identify forward-looking statements. These statements are subject to risks, uncertainties and assumptions and are not guarantees of future performance or occurrences, which may be affected by known and unknown risks, trends, uncertainties and factors that are, in some cases, beyond our control. If one or more of these known or unknown risks or uncertainties materialize, or if underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements. We caution you that, while forward-looking statements reflect our good-faith beliefs when we make them, they are not guarantees of future performance or occurrences and are impacted by actual events when they occur after we make such statements. Accordingly, investors should use caution in relying on forward-looking statements, which are based on results, trends and assumptions at the time they are made, to anticipate future results or trends.

Some of the risks and uncertainties that may cause actual results to differ materially from those expressed or implied by the forward-looking statements include the following risks and uncertainties, among others:

volatile or adverse economic, capital markets and political conditions, including continued inflation, elevated interest rates, supply chain disruptions, policy changes related to tariffs and prolonged government shutdowns or disruptions, which may directly or indirectly impact us, our current clients and our prospective clients, including their demand for office space, and the costs and availability of construction materials and the economic returns on our construction and development activities;
volatile or adverse geopolitical conflicts and dislocations in the credit markets could adversely affect economic conditions and/or restrict our access to cost-effective capital, which could have a material adverse effect on our business opportunities, results of operations and financial condition;
risks associated with the availability and terms of financing, the use of debt to fund acquisitions and developments or refinance existing indebtedness, including the impact of higher interest rates on the cost and/or availability of financing and the use of forward interest rate contracts and derivatives and the effectiveness of such arrangements;
general risks affecting the real estate industry (including, without limitation, the inability to enter into or renew leases on attractive terms, sustained changes in client preferences and space utilization, dependence on clients’ financial condition, and competition from other developers, owners and operators of real estate);
failure to integrate acquisitions and developments successfully;
risks and uncertainties affecting property development and construction;
the ability of our joint venture partners to satisfy their obligations;
risks associated with actual or threatened terrorist attacks;
costs of compliance with the Americans with Disabilities Act and other similar laws;
potential liability for uninsured losses and environmental contamination;
risks associated with climate change and severe weather events, as well as the regulatory efforts intended to reduce the effects of climate change;

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risks associated with our use of AI and cyber security breaches, incidents and compromises, as well as other significant disruptions of our information technology (IT) networks and related systems, which support our operations and our buildings;
risks associated with legal proceedings and other claims that could result in substantial monetary damages and other costs;
risks associated with BXP’s potential failure to qualify as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”);
possible adverse changes in tax and environmental laws;
the impact of newly adopted accounting principles on our accounting policies and on period-to-period comparisons of financial results;
risks associated with possible state and local tax audits; and
risks associated with our dependence on key personnel whose continued service is not guaranteed.

Investors are also urged to carefully review the disclosures we make concerning these risks and other factors

that may affect our business and operating results, including the risks and uncertainties described in (i) our Annual

Report on Form 10-K for the fiscal year ended December 31, 2025 including those described under the caption

“Risk Factors,” (ii) our subsequent filings under the Exchange Act and (iii) the risk factors set forth in this Quarterly Report on Form 10-Q in Part II, Item 1A, if any.

Other sections of this report may include additional factors that could adversely affect our business and financial performance. Moreover, we operate in a very competitive and rapidly changing environment. New risk factors emerge from time to time and it is not possible for management to predict all risk factors, nor can we assess the impact of all risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not unduly rely on forward-looking statements as a prediction of actual results. Investors should also refer to our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q for future periods and Current Reports on Form 8-K as we file them with the SEC, and to other materials we may furnish to the public from time to time through Current Reports on Form 8-K or otherwise, for a discussion of risks and uncertainties that may cause our actual results, performance or achievements to differ materially from those expressed or implied by forward-looking statements. We expressly disclaim any responsibility to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events, or otherwise, and you should not rely upon these forward-looking statements after the date of this report.

Overview

BXP is one of the largest publicly traded office REITs (based on total market capitalization as of March 31, 2026) in the United States that develops, owns, and manages primarily premier workplaces. Our properties are concentrated in six gateway markets in the U.S. - Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC.

We generate revenue and cash primarily by leasing premier workplaces to our clients. We consider premier workplaces to be well-located buildings that are modern structures or have been modernized to compete with newer buildings, are professionally managed and maintained, and offer a number and type of amenities that are in high demand by clients that are focused on the importance of the physical work environment in recruiting and retaining the best and brightest employees. As such, these properties attract creditworthy clients and command upper-tier rental rates in their markets. We do not consider the expression “premier workplaces” a classification of our properties in accordance with any standard listing criteria in the real estate industry. We therefore caution investors that our use and definition of “premier workplaces” may be different than the use and definition of similar expressions and traditional classifications that may be used by other companies.

When making leasing decisions, we consider, among other things, the creditworthiness of the client and the industry in which it conducts business, the length of the lease, the rental rate to be paid at inception and throughout the lease term, the amount of any security deposit or letter of credit posted by the client, the costs of tenant improvement allowances, free rent periods and other landlord concessions, anticipated operating expenses and real estate taxes, the date by which we expect to begin revenue recognition for the lease under GAAP, current and anticipated vacancy in our properties and the market overall (including sublease space), current and expected future demand for the space, the impact of other clients’ expansion rights and general economic factors.

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We believe our key competitive advantages are our commitments to the office asset class and to our clients as many competitors have divested from the sector, a strong balance sheet with access to capital in the secured and unsecured debt markets and the private and public equity markets, and the high quality of our portfolio of premier workplaces. Our core strategy has always been to develop, acquire and manage premier workplaces in gateway markets with high barriers-to-entry and attractive demand drivers and to focus on executing long-term leases with financially strong clients that are diverse across market sectors. We believe this strategy provides a competitive advantage as our clients are interested in leasing space in vibrant, amenitized and accessible premier workplaces. This interest has accelerated the flight to quality in the office market. Over the past several years, BXP’s experience and performance has diverged from the larger market and media sentiment, as premier workplaces have outperformed the broader office market consistently and substantially in both rental rates achieved and occupancy. We believe this divergence validates our strategy and differentiates BXP from other office companies.

Premier workplaces in our five traditional central business district (“CBD”) markets (Boston, New York, San Francisco, Seattle and Washington, DC) have consistently outperformed the broader office market in those CBDs on several key metrics, including occupancy, net absorption levels, rental rates and landlord concessions. This outperformance is evident in BXP’s portfolio where we derive approximately 90% of our share of annualized rental obligations from predominantly premier workplaces located in CBDs. We define annualized rental obligations as the monthly contractual base rent (excluding percentage rent and rent abatements) and budgeted reimbursements from clients under existing leases as of March 31, 2026, multiplied by twelve. Our share of annualized rental obligations is calculated as the consolidated amount, plus our share of the amount from our unconsolidated joint ventures (calculated based on our economic percentage ownership interest), less our partners’ share of the amount from our consolidated joint ventures (calculated based on the partners’ economic percentage ownership interest). As of March 31, 2026, our CBD assets were 89.9% occupied and 93.4% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

As of March 31, 2026, the weighted-average remaining lease term for (1) our in-place leases, based on square feet, including those signed by our unconsolidated joint ventures but excluding residential units, was approximately 7.6 years, and (2) our 20 largest clients, based on square feet, was approximately 9.1 years. Through year-end 2027, we have relatively low exposure to contractual lease expirations with approximately 6.3% of our share of the square footage of our in-service portfolio expiring.

During the first quarter of 2026, BXP continued to successfully execute on the multi-year strategic action plan introduced at our September 2025 Investor Day. The action plan focuses on earnings growth, which we expect will be achieved through a combination of increased occupancy and development deliveries, and reducing leverage through asset sales and retention of cash flow. Our progress reflects steady advancement across these key priorities.

Growth in Funds from Operations (“FFO”) per share depends in large part on the success of our leasing activity. Leasing momentum remained strong during the first quarter of 2026, as we signed leases for more than 1.1 million square feet.

Consistent with the strategic asset sales plan outlined at our September 2025 Investor Day, BXP has generated approximately $1.2 billion of aggregate net proceeds from completed asset sales through May 1, 2026, including approximately $358.1 million in 2026, further enhancing balance sheet flexibility and supporting our capital needs and strategic priorities.

During the first quarter, we completed the sales of North First Business Park in San Jose, CA, a land parcel in Rockville, MD, The Lofts at Atlantic Wharf in Boston, MA, and BXP’s ownership interest in each of Gateway Commons in South San Francisco, CA and 7750 Wisconsin Avenue in Bethesda, MD. The aggregate gross sales price of these residential, land and non-strategic office sales totaled approximately $495.7 million, resulting in net proceeds of approximately $339.0 million and gains on sales of real estate and our investment in joint ventures of approximately $54.7 million, in each case based on BXP’s share.

Outlook

Leasing conditions across BXP’s portfolio remain constructive, supported by continued client demand in premier office locations and tangible progress in leasing execution. Leasing activity has been increasingly concentrated in our highest‑quality, well‑located CBD assets, including Midtown Manhattan, the Back Bay of Boston, Reston Town Center, and select submarkets in San Francisco, where tightening availability and improving demand dynamics are translating into meaningful leasing momentum. Demand has also broadened in certain West Coast markets, particularly within South of Market San Francisco and Santa Monica, reflecting renewed interest from expanding and relocating clients.

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Looking ahead, leasing for vacant space in our in-service buildings and coverage of near‑term lease expirations are expected to be the primary drivers of occupancy and same‑store revenue growth. We have a manageable level of remaining 2026 expirations, a growing pipeline of active negotiations, and a meaningful volume of executed leases scheduled to commence this year. Together, these factors provide increased visibility into continued occupancy improvement and support our expectation of achieving year‑end 2026 occupancy targets consistent with those outlined at our September 2025 Investor Day.

On the supply side, new office construction has effectively slowed to a halt across most of our markets, which we expect will result in improved long‑term supply‑demand fundamentals and reinforcement of the relative competitiveness of institutional, well‑amenitized assets. Capital markets sentiment toward the office sector has continued to improve, as reflected in increasing private market transaction activity and greater availability of both debt and equity capital at more attractive pricing. This backdrop is expected to support our leasing momentum, facilitate orderly execution of strategic asset sales, and enable continued capital recycling initiatives throughout 2026.

Leasing Activity and Occupancy

Although all of the markets in which we operate still need consistent incremental absorption to constitute a macro recovery, we continue to see pockets of strength where low availability is driving constructive client behavior. As clients choose financially sound premier workplaces with building owners that are committed to their properties for the long term and are operated by the best property management teams, we expect to continue to be successful in gaining market share.

In the first quarter of 2026, we executed 68 leases totaling more than 1.1 million square feet with a weighted-average lease term of approximately 8.7 years.

At March 31, 2026, BXP’s total in-service portfolio occupancy was 87.4%, an increase of 70 basis points from the fourth quarter of 2025. Total portfolio leased percentage was 90.9% (including vacant space for which we have signed leases that have not yet commenced revenue recognition in accordance with GAAP), an increase of 150 basis points from the fourth quarter of 2025. The spread between leased and occupied square footage has grown to 350 basis points, representing approximately 1.6 million square feet of leases yet to commence, of which approximately 91% is expected to commence throughout 2026, consistent with the trajectory outlined at our Investor Day in September 2025.

An overview of the leasing activity in each of our regions for the three months ended March 31, 2026 is set forth in the table below. Amounts shown are in square feet, except for percentages, and include 100% of the unconsolidated joint venture properties.


	Leases executed (1)
Region	Total	Second generation space vacant < 2 Year (2)	Change in second generation cash rents, net (3)		Occupancy		Leased (4)
Boston	282,070	219,261	(2.13)	%	92.4	%	94.3	%
Los Angeles	17,709	17,709	(47.58)	%	87.2	%	88.5	%
New York	353,759	212,085	(9.49)	%	84.4	%	91.1	%
San Francisco	181,642	152,812	15.43	%	79.7	%	82.9	%
Seattle	39,703	28,798	2.05	%	80.7	%	82.3	%
Washington, DC	274,009	209,585	(7.63)	%	90.6	%	92.7	%
Total / Weighted Average	1,148,892	840,250	(3.18)	%	87.4	%	90.9	%


1st generation leases (5)						194,751
2nd generation leases with new clients (2)						954,141
Leases executed during the period, in square feet (1)						1,148,892
Second generation leasing information: (2)
Weighted Average Lease Term						96 Months
Weighted Average Free Rent Period						187 Days
Total Transaction Costs Per Square Foot (6)						$114.11
Lease costs per year of term						$14.26

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(1)Represents leases executed during the three months ended March 31, 2026 for which we either (1) commenced lease revenue recognition in such quarter or (2) will commence lease revenue recognition in subsequent quarters, in accordance with GAAP, and includes leases at properties currently under development.

(2)Second generation leases are defined as leases for in-service spaces that have previously been leased.

(3)Represents the increase (decrease) in net rent (gross rent less operating expenses) under the new leases versus expired leases on the 840,250 square feet of second generation leases that had been occupied within the 24 months preceding the execution of the new leases; excludes leases that management considers temporary because the client is not expected to occupy the space on a long-term basis. The calculation for the increase (decrease) of gross rent is based on current quarter expenses.

(4)Represents signed leases for which lease revenue recognition has commenced in accordance with GAAP and signed leases for vacant space with future commencement dates.

(5)First generation leases are defined as leases for development and redevelopment space that have not previously been leased.

(6)Total transaction costs include tenant improvements and leasing commissions but exclude free rent concessions and other inducements in accordance with GAAP.

The table below details the vacancy activity in our portfolio, including 100% of the unconsolidated joint ventures, that commenced revenue recognition during the three months ended March 31, 2026:


						Three months ended March 31, 2026
						(Square Feet)
Vacant space available at the beginning of the period						6,342,127
Vacant space from property dispositions/properties taken out of service (1)						(389,363)

Vacant space from properties placed (and partially placed) in-service (2)						30,284
Leases expiring or terminated during the period						2,190,499
Total space available for lease						8,173,547
1st generation leases (3)						120,757
2nd generation leases with new clients (4)						794,173
2nd generation lease renewals (4)						1,501,848
Total leases commenced during the period (5)						2,416,778
Vacant space available for lease at the end of the period						5,756,769

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(1)Total square feet from property dispositions during the three months ended March 31, 2026 consists of 260,762 square feet at Gateway Commons and 79,382 square feet at North First Business Park. Total square feet from properties taken out of service during the three months ended March 31, 2026 consists of 49,219 square feet at Santa Monica Business Park.

(2)Total square feet from properties placed in service during the three months ended March 31, 2026 consists of 30,284 square feet at Reston Next Retail.

(3)First generation leases are defined as leases for development and redevelopment spaces that have not previously been leased.

(4)Second generation leases are defined as leases for in-service spaces that have previously been leased.

(5)Leases for 302,194 square feet were signed during the three months ended March 31, 2026.

Investment Activity

In 2025, BXP commenced vertical construction on 343 Madison Avenue in New York City, New York. 343 Madison Avenue will be a highly amenitized, sustainably designed, 46-story, 930,000 square foot premier workplace located on one of the most desirable office development sites in Manhattan with direct access to Grand Central Station. BXP is currently in active negotiations for additional leases, that, if executed, are expected to increase pre-leasing at the property to approximately 56%. As of May 1, 2026, the project was 29% pre-leased.

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BXP anticipates placing 290 Binney Street, a 573,000 square foot, state-of-the-art life sciences building located in Cambridge, Massachusetts within the Kendall Square submarket, into service in the second quarter of 2026. The property is 100% pre-leased to AstraZeneca.

Critical Accounting Estimates

Management’s Discussion and Analysis of Financial Condition and Results of Operations discuss our Consolidated Financial Statements, which have been prepared in accordance with GAAP. The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates and assumptions.

Our Annual Report on Form 10-K for the year ended December 31, 2025 contains a discussion of our critical accounting estimates. There have been no significant changes in our critical accounting estimates since the year ended December 31, 2025.

Results of Operations

At March 31, 2026 and 2025, we owned or had joint venture interests in a portfolio of 164 and 185 commercial real estate properties, respectively (in each case, the “Total Property Portfolio”). As a result of changes within our Total Property Portfolio, the financial data presented below shows significant changes in revenue and expenses from period-to-period. Accordingly, we do not believe that our period-to-period financial data with respect to the Total Property Portfolio provides a complete understanding of our operating results. Therefore, the comparison of operating results for the three months ended March 31, 2026 and 2025 shows separately the changes attributable to the properties that were owned by us and in-service throughout each period compared (the “Same Property Portfolio”) and the changes attributable to the properties included in the Acquired, Placed In-Service, In or Held for Development or Redevelopment or Sold Portfolios.

In our analysis of operating results, particularly to make comparisons of Net Operating Income (“NOI”) between periods more meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented. We refer to properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by us and in-service through the end of the latest period presented as our Same Property Portfolio. The Same Property Portfolio therefore excludes properties acquired, placed in-service or in or held for development or redevelopment after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented.

NOI is a non-GAAP financial measure equal to net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership, as applicable, the most directly comparable GAAP financial measures, plus (1) net income attributable to noncontrolling interests, interest expense, loss from early extinguishment of debt, losses from investments in securities, loss on sales-type lease, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts and corporate general and administrative expense less (2) unrealized gain (loss) on non-real estate investments, interest and other income (loss), gains on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue. We use NOI internally as a performance measure and believe it provides useful information to investors regarding our 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. For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred at the corporate level as opposed to the property level. Similarly, interest expense may be incurred at the property level even though the financing proceeds may be used at the corporate level (e.g., used for other investment activity). In addition, depreciation and amortization expense, because of historical cost accounting and useful life estimates, may distort operating performance measures at the property level. NOI presented by us may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.

We believe that in order to understand our operating results, NOI should be examined in conjunction with net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership as presented in our Consolidated Financial Statements. NOI should not be considered as a substitute for net income attributable to BXP, Inc. or net income attributable to Boston Properties Limited Partnership (determined in accordance with

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GAAP) or any other GAAP financial measures and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.

Gains on sales of real estate, impairment losses and depreciation expense may differ between BXP and BPLP as a result of previously applied acquisition accounting by BXP for the issuance of common stock in connection with non-sponsor redemptions of common units of limited partnership interest of BPLP (“OP Units”). This accounting resulted in a step-up of the real estate assets at BXP that was allocated to certain properties. The difference between the real estate assets of BXP as compared to BPLP for certain properties having an allocation of the real estate step-up will result in a corresponding difference in gains on sales of real estate, impairment losses and depreciation expense upon the sale of these properties. For additional information see the Explanatory Note that immediately follows the cover page of this Quarterly Report on Form 10-Q.

Results of Operations for the Three Months Ended March 31, 2026 and 2025

Net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership increased approximately $40.4 million and $44.9 million, respectively, for the three months ended March 31, 2026 compared to 2025, as detailed in the following tables and for the reasons discussed below under the heading “Comparison of the three months ended March 31, 2026 to the three months ended March 31, 2025” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

The following are reconciliations of (1) Net Income Attributable to BXP, Inc. to NOI and (2) Net Income Attributable to Boston Properties Limited Partnership to NOI for the three months ended March 31, 2026 and 2025. For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 41.

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BXP


	Three months ended March 31,
	2026		2025		Increase/ (Decrease)		% Change
	(in thousands)
Net Income Attributable to BXP, Inc.	$	101,576	$	61,177	$	40,399	66.04	%
Net Income Attributable to Noncontrolling Interests:
Noncontrolling interest—common units of the Operating Partnership	11,561		6,979		4,582		65.65	%
Noncontrolling interests in property partnerships	19,869		18,749		1,120		5.97	%
Net Income	133,006		86,905		46,101		53.05	%
Other Expenses:
Add:
Interest expense	152,093		163,444		(11,351)		(6.94)	%
Loss from early extinguishment of debt	—		338		(338)		(100.00)	%
Losses from investments in securities	566		365		201		55.07	%
Loss on sales-type lease	—		2,490		(2,490)		(100.00)	%
Other Income:
Less:
Unrealized gain (loss) on non-real estate investments	188		(483)		671		138.92	%
Interest and other income (loss)	8,885		7,750		1,135		14.65	%
Gains on sales of real estate	13,402		—		13,402		100.00	%
Income (loss) from unconsolidated joint ventures	35,413		(2,139)		37,552		1,755.59	%
Other Expenses:
Add:
Depreciation and amortization expense	227,967		220,107		7,860		3.57	%
Transaction costs	129		768		(639)		(83.20)	%
Payroll and related costs from management services contracts	4,870		4,499		371		8.25	%
General and administrative expense	59,341		52,284		7,057		13.50	%
Other Revenue:
Less:
Direct reimbursements of payroll and related costs from management services contracts	4,870		4,499		371		8.25	%
Development and management services revenue	9,207		9,775		(568)		(5.81)	%
Net Operating Income (“NOI”)	$	506,007	$	511,798	$	(5,791)	(1.13)	%

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BPLP


	Three months ended March 31,
	2026		2025		Increase/ (Decrease)		% Change
	(in thousands)
Net Income Attributable to Boston Properties Limited Partnership	$	114,799	$	69,859	$	44,940	64.33	%
Net Income Attributable to Noncontrolling Interests:
Noncontrolling interests in property partnerships	19,869		18,749		1,120		5.97	%
Net Income	134,668		88,608		46,060		51.98	%
Other Expenses:
Add:
Interest expense	152,093		163,444		(11,351)		(6.94)	%
Loss from early extinguishment of debt	—		338		(338)		(100.00)	%
Losses from investments in securities	566		365		201		55.07	%
Loss on sales-type lease	—		2,490		(2,490)		(100.00)	%
Other Income:
Less:
Unrealized gain (loss) on non-real estate investments	188		(483)		671		138.92	%
Interest and other income (loss)	8,885		7,750		1,135		14.65	%
Gains on sales of real estate	13,402		—		13,402		100.00	%
Income (loss) from unconsolidated joint ventures	35,413		(2,139)		37,552		1,755.59	%
Other Expenses:
Add:
Depreciation and amortization expense	226,305		218,404		7,901		3.62	%
Transaction costs	129		768		(639)		(83.20)	%
Payroll and related costs from management services contracts	4,870		4,499		371		8.25	%
General and administrative expense	59,341		52,284		7,057		13.50	%
Other Revenue:
Less:
Direct reimbursements of payroll and related costs from management services contracts	4,870		4,499		371		8.25	%
Development and management services revenue	9,207		9,775		(568)		(5.81)	%
Net Operating Income (“NOI”)	$	506,007	$	511,798	$	(5,791)	(1.13)	%

Comparison of the three months ended March 31, 2026 to the three months ended March 31, 2025

The table below shows selected operating information for the Same Property Portfolio and the Total Property Portfolio. The Same Property Portfolio consists of 139 properties totaling approximately 40.8 million net rentable square feet, excluding unconsolidated joint ventures. The Same Property Portfolio includes properties acquired or placed in-service on or prior to January 1, 2025 and owned and in-service through March 31, 2026. The Total Property Portfolio includes the effects of the other properties either acquired, placed in-service, in or held for development or redevelopment after January 1, 2025 or disposed of on or prior to March 31, 2026. This table includes a reconciliation from the Same Property Portfolio to the Total Property Portfolio by also providing information for the three months ended March 31, 2026 and 2025 with respect to the properties that were acquired, placed in-service, in or held for development or redevelopment, or sold. We did not acquire any properties during the three months ended March 31, 2026 and 2025.

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	Same Property Portfolio								Properties Placed In-Service Portfolio			Properties in or Held for Development or Redevelopment Portfolio				Properties Sold Portfolio				Total Property Portfolio
	2026		2025		Increase/ (Decrease)		% Change			2026		2025		2026		2025		2026		2025		2026		2025		Increase/ (Decrease)		% Change
	(dollars in thousands)
Rental Revenue: (1)
Lease Revenue (Excluding Termination Income)	$	796,523	$	784,099	$	12,424	1.58	%		$	1,555	$	88	$	2,899	$	8,631	$	77	$	5,982	$	801,054	$	798,800	$	2,254	0.28	%
Termination Income	12,828		246		12,582		5,114.63	%		—		—		—		—		—		—		12,828		246		12,582		5,114.63	%
Lease Revenue	809,351		784,345		25,006		3.19	%		1,555		88		2,899		8,631		77		5,982		813,882		799,046		14,836		1.86	%
Parking and Other Revenue	30,498		29,285		1,213		4.14	%		—		—		138		576		—		89		30,636		29,950		686		2.29	%
Total Rental Revenue (1)	839,849		813,630		26,219		3.22	%		1,555		88		3,037		9,207		77		6,071		844,518		828,996		15,522		1.87	%
Real Estate Operating Expenses	335,016		316,171		18,845		5.96	%		990		457		5,806		5,973		60		3,080		341,872		325,681		16,191		4.97	%
Net Operating Income (Loss), Excluding Residential and Hotel	504,833		497,459		7,374		1.48	%		565		(369)		(2,769)		3,234		17		2,991		502,646		503,315		(669)		(0.13)	%
Residential Net Operating Income (2)	1,922		1,363		559		41.01	%		—		—		—		—		320		5,088		2,242		6,451		(4,209)		(65.25)	%
Hotel Net Operating Income (2)	1,119		2,032		(913)		(44.93)	%		—		—		—		—		—		—		1,119		2,032		(913)		(44.93)	%
Net Operating Income (Loss)	$	507,874	$	500,854	$	7,020	1.40	%		$	565	$	(369)	$	(2,769)	$	3,234	$	337	$	8,079	$	506,007	$	511,798	$	(5,791)	(1.13)	%

(1)Rental Revenue is equal to Revenue less Development and Management Services Revenue and Direct Reimbursements of Payroll and Related Costs from Management Services Revenue per the Consolidated Statements of Operations, excluding the residential and hotel revenue that is noted below. We use Rental Revenue internally as a performance measure and in calculating other non-GAAP financial measures (e.g., NOI), which provide investors with information regarding our performance that is not immediately apparent from the most directly comparable GAAP measures and allows investors to compare operating performance between periods.

(2)For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 41. Residential Net Operating Income for the three months ended March 31, 2026 and 2025 is comprised of Residential Revenue of $4,452 and $12,348 less Residential Expenses of $2,210 and $5,897, respectively. Hotel Net Operating Income for the three months ended March 31, 2026 and 2025 is comprised of Hotel Revenue of $9,101 and $9,597 less Hotel Expenses of $7,982 and $7,565, respectively, per the Consolidated Statements of Operations.

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Same Property Portfolio

Lease Revenue (Excluding Termination Income)

Lease revenue (excluding termination income) from the Same Property Portfolio increased by approximately $12.4 million for the three months ended March 31, 2026 compared to 2025. The increase resulted from our average revenue per square foot increasing by approximately $0.86, contributing approximately $7.7 million, and our average occupancy increasing from 88.3% to 88.9%, contributing approximately $4.7 million.

Termination Income

Termination income increased by approximately $12.6 million for the three months ended March 31, 2026 compared to 2025.

Termination income for the three months ended March 31, 2026 and 2025 related to seven and two clients, respectively, across the Same Property Portfolio and totaled approximately $12.8 million and $0.2 million, respectively.

Parking and Other Revenue

Parking and other revenue increased by approximately $1.2 million for the three months ended March 31, 2026 compared to 2025. Parking revenue increased by approximately $1.3 million, partially offset by a decrease in other revenue of approximately $0.1 million. The increase in parking revenue was primarily due to an increase in transient parking.

Real Estate Operating Expenses

Real estate operating expenses from the Same Property Portfolio increased by approximately $18.8 million, or 6.0%, for the three months ended March 31, 2026 compared to 2025, primarily due to increases in (1) utilities and roads/grounds/security expenses of approximately $9.7 million, or 14.7%, and (2) real estate operating expenses of approximately $9.1 million, or 3.7%. The increase in utilities and roads/grounds/security expenses was primarily attributable to colder temperatures and increased snow removal during the three months ended March 31, 2026 compared to 2025.

Properties Placed In-Service Portfolio

The table below lists the properties that were placed in-service or partially placed in-service between January 1, 2025 and March 31, 2026.


	Quarter Initially Placed In-Service	Quarter Fully Placed In-Service		Rental Revenue						Real Estate Operating Expenses
Name		Square Feet	2026	2025		Change		2026		2025		Change
				(dollars in thousands)
Reston Next Office Phase II	Third Quarter, 2024	Third Quarter, 2025	86,629	$	420	$	57	$	363	$	220	$	53	$	167
Reston Next Retail	First Quarter, 2025	First Quarter, 2026	30,284	—		—		—		56		13		43
1050 Winter Street	Second Quarter, 2025	Third Quarter, 2025	162,274	1,135		31		1,104		714		391		323
			279,187	$	1,555	$	88	$	1,467	$	990	$	457	$	533

Properties In or Held for Development or Redevelopment Portfolio

The table below lists the properties that were in or held for development or redevelopment between January 1, 2025 and March 31, 2026.

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	Date Commenced Held for Development / Redevelopment				Rental Revenue									Real Estate Operating Expenses
Name (1)		Square Feet		2026			2025			Change			2026			2025			Change
					(dollars in thousands)
Lexington Office Park	March 31, 2023		167,000		$	299		$	211		$	88		$	682		$	569		$	113
1000 & 1100 Winter Street	December 31, 2025		567,000		1,365			3,870			(2,505)			2,469			2,263			206
Kingstowne One	September 30, 2024		154,000		590			412			178			319			391			(72)
Reservoir Place (2)	March 31, 2025		361,000		43			1,875			(1,832)			991			1,244			(253)
Santa Monica Business Park (3)	March 31, 2026		260,000		740			2,839			(2,099)			1,345			1,506			(161)
			1,509,000		$	3,037		$	9,207		$	(6,170)		$	5,806		$	5,973		$	(167)

(1)These properties are no longer considered “in-service” because each property’s occupied percentage is less than 50% and we anticipate a future development/redevelopment of the property. A property will be considered held for development or redevelopment until the last client has vacated the property and the property is no longer revenue producing.

(2)Reservoir Place is an approximately 526,000 square foot office building, of which approximately 165,000 square feet remains in-service.

(3)This portion of Santa Monica Business Park is comprised of two buildings, 2850 Ocean Park and 2800 28th Street.

Properties Sold Portfolio

The table below lists the properties we sold between January 1, 2025 and March 31, 2026.


			Rental Revenue						Real Estate Operating Expenses
Name	Date Sold	Square Feet	2026		2025		Change		2026		2025		Change
			(dollars in thousands)
Land
17 Hartwell Avenue	June 27, 2025	30,000	$	—	$	(4)	$	4	$	—	$	117	$	(117)
Almaden Boulevard	October 17, 2025	N/A	—		90		(90)		—		124		(124)
Land Parcels at Broad Run	December 1, 2025	N/A	—		—		—		—		13		(13)
3625 Peterson Way	December 11, 2025	N/A	—		614		(614)		—		283		(283)
North First Business Park	January 14, 2026	191,000	77		663		(586)		61		486		(425)
Shady Grove Parcel 1	February 5, 2026	N/A	—		—		—		(1)		82		(83)
Total Land		221,000	77		1,363		(1,286)		60		1,105		(1,045)

Residential
Proto Kendall Square	December 18, 2025	166,700	—		3,005		(3,005)		—		1,143		(1,143)
Signature at Reston Town Center	December 19, 2025	517,800	—		4,716		(4,716)		—		1,949		(1,949)
The Lofts at Atlantic Wharf	February 25, 2026	87,000	863		1,124		(261)		543		665		(122)
Total Residential		771,500	863		8,845		(7,982)		543		3,757		(3,214)

Non-Strategic Office:
140 Kendrick Street	December 17, 2025	409,200	—		4,708		(4,708)		—		1,975		(1,975)
Total Non-Strategic Office		409,200	—		4,708		(4,708)		—		1,975		(1,975)
		1,401,700	$	940	$	14,916	$	(13,976)	$	603	$	6,837	$	(6,234)

Residential Net Operating Income

Net operating income for our residential same property increased by approximately $0.6 million for the three months ended March 31, 2026 compared to 2025.

The following reflects our occupancy and rate information for our residential same property for the three months ended March 31, 2026 and 2025.

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	Average Monthly Rental Rate (1)						Average Rental Rate Per Occupied Square Foot						Average Physical Occupancy (2)						Average Economic Occupancy (3)
Region	2026		2025		Change (%)		2026		2025		Change (%)		2026		2025		Change (%)		2026		2025		Change (%)
San Francisco	$	3,086	$	3,115	(0.9)	%	$	3.92	$	3.93	(0.3)	%	91.7	%	90.6	%	1.2	%	90.1	%	89.2	%	1.0	%

(1)Average Monthly Rental Rate is calculated as the average of the quotients obtained by dividing (A) rental revenue as determined in accordance with GAAP, by (B) the number of occupied units, for each month within the applicable fiscal period.

(2)Average Physical Occupancy is defined as (1) the average number of occupied units divided by (2) the total number of units, expressed as a percentage.

(3)Average Economic Occupancy is defined as (1) total possible revenue less vacancy loss divided by (2) total possible revenue, expressed as a percentage. Total possible revenue is determined by valuing average occupied units at contract rates and average vacant units at Market Rents. Vacancy loss is determined by valuing vacant units at current Market Rents. By measuring vacant units at their Market Rents, Average Economic Occupancy takes into account the fact that units of different sizes and locations within a residential property have different economic impacts on a residential property’s total possible gross revenue. “Market Rents” used by us in calculating Average Economic Occupancy are based on the current market rates set by the managers of our residential properties based on their experience in renting their residential property’s units and publicly available market data. Actual market rents and trends in such rents for a region as reported by others may vary materially from Market Rents used by us. Market Rents for a period are based on the average Market Rents during that period and do not reflect any impact for cash concessions.

Hotel Net Operating Income

The Boston Marriott Cambridge hotel had Net Operating Income of approximately $1.1 million for the three months ended March 31, 2026, representing a decrease of approximately $0.9 million compared to the three months ended March 31, 2025.

The following reflects our occupancy and rate information for the Boston Marriott Cambridge hotel for the three months ended March 31, 2026 and 2025.


	2026			2025			Change (%)
Occupancy	73.7		%	74.9		%	(1.6)	%
Average daily rate	$	259.22		$	258.17		0.4	%
REVPAR	$	191.02		$	193.36		(1.2)	%

Other Operating Revenue and Expense Items

Development and Management Services Revenue

Development and management services revenue decreased by approximately $0.6 million for the three months ended March 31, 2026 compared to 2025. Management services revenue decreased by approximately $1.1 million, partially offset by development services revenue increasing by approximately $0.5 million. The decrease in management services revenue primarily related to a leasing commission earned from an unconsolidated joint venture in New York City in 2025 that did not recur in 2026. The increase in development services revenue was primarily related to an increase in fees associated with tenant improvement projects.

General and Administrative Expense

General and administrative expense increased by approximately $7.1 million for the three months ended March 31, 2026 compared to 2025 primarily due to increases in compensation expense of approximately $6.1 million and approximately $1.0 million increase in other general and administrative expenses. The increase in compensation expense includes an approximately $2.9 million non-cash increase related to the December 2025 issuance of the 2025 Outperformance Plan Awards (“2025 OPP Units”) offset by an approximately $0.2 million decrease in the value of our deferred compensation plan. The increase in other general and administrative expenses is primarily due to an increase in state and local taxes.

Wages directly related to the development of rental properties are capitalized and included in real estate assets on our Consolidated Balance Sheets and amortized over the useful lives of the applicable asset or lease term. Capitalized wages for the three months ended March 31, 2026 and 2025 were approximately $4.1 million and $4.4 million, respectively. These costs are not included in the general and administrative expenses discussed above.

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Transaction Costs

Transaction costs decreased by approximately $0.6 million for the three months ended March 31, 2026 compared to 2025. In general, transaction costs relating to the formation of new joint ventures and the pursuit of other transactions are expensed as incurred.

Depreciation and Amortization Expense

Depreciation and amortization expense increased by approximately $7.9 million for the three months ended March 31, 2026 compared to 2025, for BXP and BPLP, as detailed below (in thousands).


Portfolio	BXP						BPLP
2026	2025		Change		2026		2025		Change

Same Property Portfolio	$	224,576	$	212,994	$	11,582	$	222,914	$	211,291	$	11,623

Properties Placed In-Service Portfolio	595		223		372		595		223		372
Properties in or Held for Development or Redevelopment Portfolio	2,556		2,649		(93)		2,556		2,649		(93)
Properties Sold Portfolio	240		4,241		(4,001)		240		4,241		(4,001)
	$	227,967	$	220,107	$	7,860	$	226,305	$	218,404	$	7,901

Direct Reimbursements of Payroll and Related Costs From Management Services Contracts and Payroll and Related Costs From Management Service Contracts

We have determined that amounts reimbursed for payroll and related costs received from third parties in connection with management services contracts should be reflected on a gross basis instead of on a net basis as we have determined that we are the principal under these arrangements. We anticipate that these two financial statement line items will generally offset each other.

Other Income and Expense Items

Income (Loss) from Unconsolidated Joint Ventures

For the three months ended March 31, 2026 compared to 2025, income (loss) from unconsolidated joint ventures increased by approximately $37.6 million primarily due to the approximately $41.2 million gain on sales of investments realized in connection with the sales of 7750 Wisconsin Avenue and Gateway Commons during the three months ended March 31, 2026 (See Note 5 to the Consolidated Financial Statements).

Gains on Sales of Real Estate

The following table represents the assets that were sold during the three months ended March 31, 2026 and the gains (losses) on sales of real estate recognized by each of BXP and BPLP (dollars in thousands). During the three months ended March 31, 2025, there were no assets sold. For additional information on these sales, refer to Note 3 to the Consolidated Financial Statements.


					Gain (Loss) on Sale (1)
Property	Location	Date Disposed	Square Feet	BXP	BPLP
Land:
North First Business Park (2)	San Jose, CA	January 14, 2026	191,000		$	(229)	$	(229)
Shady Grove Parcel 1 (2)	Rockville, MD	February 5, 2026	N/A		(744)		(744)
			191,000		(973)		(973)
Residential:
The Lofts at Atlantic Wharf (3)	Boston, MA	February 25, 2026	87,000		14,765		14,765
			87,000		14,765		14,765



Total Dispositions			278,000		$	13,792	$	13,792

(1)Excludes approximately $0.3 million of loss in connection with the sale of our entire 50% ownership interest in the joint venture entity that owned Gateway Commons as a result of our outstanding receivable balance for development and construction management fees that were forfeited (see Note 5 to the Consolidated Financial Statements), and $0.1 million of loss related to sales that occurred in prior periods.

(2)We had previously recognized impairment losses for these properties.

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(3)The fair value of the real estate disposed exceeded the carrying value.

Interest and Other Income (Loss)

Interest and other income (loss) increased by approximately $1.1 million for the three months ended March 31, 2026 compared to 2025, due primarily to a reserve related to the unpaid default interest on one of our related party notes receivable during the three months ended March 31, 2025 of approximately $3.0 million, partially offset by a decrease in our outstanding cash balances and corresponding lower interest income.

Losses from Investments in Securities

Losses from investments in securities for the three months ended March 31, 2026 and 2025 related to investments that we have made to reduce our market risk relating to deferred compensation plans that we maintain for BXP’s officers and former non-employee directors. Under their respective deferred compensation plans, eligible officers and non-employee directors are permitted to defer a portion of their current compensation on a pre-tax basis and receive a tax-deferred return on the amounts deferred based on the performance of specific investments selected by participating officers and non-employee directors. In order to reduce our market risk relating to these plans, we typically acquire, in a separate account that is not restricted as to its use, similar or identical investments as those selected by each officer or non-employee director. This enables us to generally match our liabilities to participants under our deferred compensation plans with equivalent assets and thereby limit our market risk. The performance of these investments is recorded as gains from investments in securities. During the three months ended March 31, 2026 and 2025, we recognized losses of approximately $0.6 million and $0.4 million, respectively, on these investments. By comparison, our general and administrative expense decreased by approximately $0.6 million and $0.4 million during the three months ended March 31, 2026 and 2025, respectively, as a result of decreases in our liability under our deferred compensation plans that was associated with the performance of the specific investments selected by participating officers and former non-employee directors of BXP.

Unrealized Gain (Loss) on Non-Real Estate Investments

We invest in non-real estate investments, which primarily consist of environmentally-focused investment funds. During the three months ended March 31, 2026 and 2025, we recognized an unrealized gain (loss) of approximately $0.2 million and $(0.5) million, respectively, due to the observable changes in the fair value of the investments.

Loss on Sales-Type Lease

During the three months ended March 31, 2025, we recognized approximately $2.5 million in additional costs, which had previously been contingent, related to a ground lease for land at our Reston Next property located in Reston, Virginia. We entered into the ground lease in 2020 with a third-party hotel developer and amended it in 2022. The amendment resulted in the derecognition of the assets related to the ground lease and the classification of the ground lease as a sales-type lease resulting in the recognition of a gain on sales-type lease of approximately $10.1 million.

Loss From Early Extinguishment of Debt

On March 28, 2025, BPLP amended and restated its revolving credit agreement (“2025 Credit Facility”). As a result of the amendment and restatement, during the three months ended March 31, 2025, we recognized a loss from early extinguishment of debt of approximately $0.3 million related to unamortized origination costs.

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Interest Expense

Interest expense decreased by approximately $11.4 million for the three months ended March 31, 2026 compared to 2025, as detailed below.


Component	Change in interest expense for the three months ended March 31, 2026 compared to March 31, 2025
	(in thousands)
Increases to interest expense due to:
Issuance of $1.0 billion in aggregate principal of 2.000% exchangeable senior notes due 2030 on September 29, 2025	$	5,000
Unsecured commercial paper	1,696
Amortization expense of financing fees	1,023
Other interest expense (excluding senior notes)	63
Total increases to interest expense	7,782
Decreases to interest expense due to:
Increase in capitalized interest related to development projects	(6,174)
Repayment of $1.0 billion in aggregate principal of 3.650% senior notes due 2026 on February 2, 2026	(6,138)
Decrease in interest associated with unsecured term loans and the unsecured credit facility, net (1)	(3,884)
Mortgage loan financings (1)	(1,685)
Repayment of $850 million in aggregate principal of 3.200% senior notes due 2025 on January 15, 2025	(1,058)
Decrease in interest due to finance leases	(194)
Total decreases to interest expense	(19,133)
Total change in interest expense	$	(11,351)

(1)Includes, if applicable, fair value and swap adjustments (See Note 7 to the Consolidated Financial Statements).

Interest expense directly related to the development of rental properties is capitalized and included in real estate assets on our Consolidated Balance Sheets and amortized over the useful lives of the real estate or lease term. As portions of properties are placed in-service, we cease capitalizing interest on that portion and interest is then expensed. Interest capitalized for the three months ended March 31, 2026 and 2025 was approximately $16.5 million and $10.3 million, respectively. These costs are not included in the interest expense referenced above.

At March 31, 2026, our variable rate debt consisted of (1) BPLP’s $2.95 billion 2025 Credit Facility and (2) BPLP’s $750.0 million unsecured commercial paper program (“Commercial Paper Program”). The 2025 Credit Facility consists of (1) a revolving line of credit (the “Revolving Facility”) of $2.25 billion and (2) an unsecured term loan facility (the “Term Loan Facility”) of $700.0 million. As of March 31, 2026, there were $700.0 million and $750.0 million outstanding under the 2025 Credit Facility and Commercial Paper Program, respectively.

In addition, we have the $100.0 million 2024 Unsecured Term Loan and $800.0 million of mortgage notes collateralized by Santa Monica Business Park and 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known as Kendall Center Green Garage) properties that bear interest at variable rates, which have all been hedged with interest rate swaps to fix SOFR for all or a portion of the applicable debt term.

For a summary of our consolidated debt as of March 31, 2026 refer to the heading “Liquidity and Capital Resources—Debt” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Noncontrolling Interests in Property Partnerships

Noncontrolling interests in property partnerships increased by approximately $1.1 million for the three months ended March 31, 2026 compared to 2025, as detailed below.

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Property	Noncontrolling Interests in Property Partnerships for the three months ended March 31,
2026	2025		Change
	(in thousands)
767 Fifth Avenue (the General Motors Building)	$	3,108	$	2,583	$	525
7 Times Square	3,115		3,102		13
601 Lexington Avenue	2,622		2,582		40
100 Federal Street	3,088		2,761		327
Atlantic Wharf Office Building	4,248		3,840		408
343 Madison Avenue (1)	—		(4)		4
300 Binney Street	3,571		3,522		49
290 Binney Street (2)	117		363		(246)
	$	19,869	$	18,749	$	1,120

(1)On August 27, 2025, we acquired our partner’s 45% ownership interest.

(2)Property is currently in development.

Noncontrolling Interest—Common Units of the Operating Partnership

For BXP, noncontrolling interest—common units of the Operating Partnership increased by approximately $4.6 million for the three months ended March 31, 2026 compared to 2025 primarily due to an increase in allocable income, which was the result of recognizing greater gains on sales of real estate during 2026. Due to our ownership structure, there is no corresponding line item on BPLP’s financial statements.

Liquidity and Capital Resources

General

Our principal liquidity needs for the next twelve months and beyond are to:

fund normal recurring expenses;
meet debt service and principal repayment obligations on maturing debt, including:
$100.0 million of principal outstanding on the 2024 Unsecured Term Loan due September 26, 2026, for which we have two, one-year extension options, subject to customary conditions;
$1.0 billion of 2.750% unsecured senior notes due October 1, 2026; and
amounts that become due under the Commercial Paper Program;
fund capital calls from our unconsolidated joint venture investments to fund development costs, capital improvements, leasing costs and debt principal repayment;
fund mezzanine debt obligations;
fund development and redevelopment costs;
fund capital expenditures, including major renovations, tenant improvements and leasing costs;
fund possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests; and
make the minimum distribution required to enable BXP to maintain its REIT qualification under the Code.

We expect to satisfy these needs using one or more of the following:

cash flow from operations;
distributions of cash flows from joint ventures;
cash and cash equivalent balances;
borrowings under BPLP’s Revolving Facility, unsecured term loans, short-term bridge facilities and construction loans (which may require guarantees by BPLP);
proceeds from the sales of real estate and interests in joint ventures owning real estate, including proceeds generated from BXP’s asset sales program;

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long-term secured and unsecured indebtedness (including unsecured exchangeable indebtedness);
private equity sources, including institutional investors;
third-party fees generated by our property management, leasing, development and construction businesses; and
issuances of BXP equity securities and/or preferred or common units of partnership interests in BPLP.

We draw on multiple financing sources to fund our long-term capital needs. We use BPLP’s Revolving Facility primarily as a bridge facility to fund acquisition opportunities, refinance outstanding indebtedness, fund short-term development costs and for working capital. We also use BPLP’s Revolving Facility to backstop the Commercial Paper Program. Although we may seek to fund our development projects with construction loans, which may require guarantees by BPLP, the source of financing for each particular project ultimately depends on several factors, including, among others, the project’s size and duration, whether the project is funded and owned by a joint venture, the extent of pre-leasing, our available cash and access to cost effective capital at the given time.

We seek to maximize income from our existing properties by maintaining quality standards for our properties that promote high occupancy rates and permit increases in rental rates while reducing client turnover and controlling operating expenses. Our sources of revenue also include third-party fees generated by our property management, leasing, development and construction businesses, interest earned on cash deposits and, from time to time, the sale of assets. We believe these capital sources will continue to meet our short-term liquidity needs. A material adverse change in one or more sources of capital may adversely affect our net cash flows and our ability to repay or refinance existing indebtedness as it matures.

Balance Sheet & Financing Activity

As of May 1, 2026, we had available cash of approximately $464.0 million (of which approximately $120.2 million was attributable to our consolidated joint venture partners). Our liquidity and capital resources depend on a wide range of factors, and we believe that our access to capital and our strong liquidity, including the approximately $1.5 billion available under BPLP’s Revolving Facility (after deducting the $750.0 million being used as a backstop for the Commercial Paper Program) as of May 1, 2026, and our available cash are sufficient to fund our near-term capital needs on existing development and redevelopment projects, repay our maturing indebtedness when due (if not refinanced or extended), satisfy our REIT distribution requirements (see “REIT Tax Distribution Considerations” below) and still allow us to act opportunistically on attractive investment opportunities.

From January 1, 2025 through May 1, 2026, we completed 17 sales transactions of which our share of the aggregate gross sales price was approximately $1.5 billion and our share of the net proceeds was approximately $1.2 billion.

We may seek to enhance our liquidity to fund our current and future development activity, pursue attractive investment opportunities and refinance or repay indebtedness. Depending on then-current interest rates, the overall conditions in the public and private debt and equity markets, and our existing and expected leverage at the time, we may decide to access one or more of these capital sources. Doing so may result in greater cash and cash equivalents pending our use of the proceeds.

On March 6, 2026, BXP renewed and increased the size of its “at the market” (“ATM”) stock offering program to $1.0 billion (See Note 10 to the Consolidated Financial Statements). We have not sold any shares under the ATM equity offering program.

Construction & Redevelopment Activities

As of March 31, 2026, we have six properties under development or redevelopment. Our share of the estimated total investment for these projects is approximately $3.7 billion, of which approximately $2.3 billion remained to be invested as of March 31, 2026. The commercial space in the pipeline, which excludes residential units, was approximately 61% pre-leased as of May 1, 2026.

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The following table presents information on properties under construction/redevelopment as of March 31, 2026 (dollars in thousands):


									Financings
Construction/Redevelopment Properties	Estimated Stabilization Date	Location	# of Buildings	Estimated Square Feet	Investment to Date (1)(2)(3)		Estimated Total Investment (1)(2)		Total Available (1)		Outstanding at March 31, 2026 (1)		Estimated Future Equity Requirement (1)(2)(4)		Percentage Leased (5)
Office
725 12th Street (Redevelopment)	Q4 2030	Washington, DC	1	320,000	$	97,519	$	349,600	$	—	$	—	$	252,081	87	%
343 Madison Avenue	Q2 2031	New York, NY	1	930,000	346,101		1,971,000		—		—		1,624,899		29	%
Total Office Properties under Construction/Redevelopment			2	1,250,000	443,620		2,320,600		—		—		1,876,980		44	%

Laboratory/Life Sciences
290 Binney Street (55% ownership)	Q2 2026	Cambridge, MA	1	573,000	379,970		508,000		—		—		128,030		100	%	(6)
Total Laboratory/Life Sciences Properties under Construction/Redevelopment			1	573,000	379,970		508,000		—		—		128,030		100	%

Residential (7)
17 Hartwell Avenue (312 units) (20% ownership)	Q2 2028	Lexington, MA	1	347,000	14,645		35,900		19,747		—		1,508		—	%
17 Hartwell Avenue - Retail			—	2,100	—		—		—		—		—		—	%
121 Broadway Street (439 units)	Q2 2029	Cambridge, MA	1	490,000	322,118		597,800		—		—		275,682		—	%
121 Broadway Street - Retail			—	1,550	—		—		—		—		—		—	%
290 Coles Street (670 Units) (19.46% ownership)	Q3 2029	Jersey City, NJ	1	693,000	20,906		88,700		56,400		—		11,394		—	%	(8)
290 Coles Street - Retail			—	13,000	—		—		—		—		—		—	%
Total Residential Properties under Construction			3	1,546,650	357,669		722,400		76,147		—		288,584		—	%

Total Properties under Construction/Redevelopment			6	3,369,650	$	1,181,259	$	3,551,000	$	76,147	$	—	$	2,293,594	61	%	(9)

(1)Represents our share.

(2)Each of Investment to Date, Estimated Total Investment and Estimated Future Equity Requirement represent our share of acquisition expenses, as applicable, and reflects our share of the estimated net revenue/expenses that we expect to incur prior to stabilization of the project, including any amounts actually received or paid through March 31, 2026.

(3)Includes approximately $102.4 million of unpaid but accrued construction costs and leasing commissions.

(4)Excludes approximately $102.4 million of unpaid but accrued construction costs and leasing commissions.

(5)Represents percentage leased as of May 1, 2026, including leases with future commencement dates.

(6)The Estimated Total Investment reflects our 55% share of joint venture costs related to 290 Binney Street. In addition, we have the sole obligation to construct an underground electrical vault for an estimated gross cost of $183.9 million. We have entered into a contract to sell the electrical vault to a third-party for a fixed price of $84.1 million upon completion. The net investment of $99.8 million will be included in our outside basis in 290 Binney Street. We have invested $133.1 million for the vault as of March 31, 2026.

(7)Residential Projects are shown in gross square feet beginning first quarter 2026.

(8)On March 5, 2025, we acquired a 19.46% interest in 290 Coles Street. The budget represents our 19.46% ownership of the project budget and financings which includes our share of preferred equity. We contributed $20.0 million of common equity at closing. In addition, we committed to provide up to $65.0 million in preferred equity accruing at a 13.0% internal rate of return. As of March 31, 2026, approximately $60.0 million of preferred equity has been contributed.

(9)Percentage leased excludes residential units.

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REIT Tax Distribution Considerations

Dividend

As a REIT, BXP is subject to a number of organizational and operational requirements, including a requirement that BXP currently distribute at least 90% of its annual taxable income (excluding capital gains and with certain other adjustments). Our policy is for BXP to distribute at least 100% of its taxable income, including capital gains, to avoid paying federal tax. BXP’s Board of Directors will continue to evaluate BXP’s dividend rate in light of our actual and projected taxable income (including gains on sales), liquidity requirements and other circumstances, and there can be no assurance that the future dividends declared by BXP’s Board of Directors will not differ materially from the current quarterly dividend amount.

Holders of common and LTIP units (other than unearned MYLTIP units) of limited partnership interest in BPLP receive the same distribution per unit that is paid per share of BXP common stock.

Sales

To the extent that we sell assets at a gain and cannot efficiently use the proceeds in a tax deferred manner for either our development activities or acquisitions, BXP would, at the appropriate time, decide whether it is better to declare a special dividend, adopt a stock repurchase program, reduce indebtedness or retain the cash for future investment opportunities. Such a decision will depend on many factors including, among others, the timing, availability and terms of development and acquisition opportunities, our then-current and anticipated leverage, the cost and availability of capital from other sources, the price of BXP’s common stock and REIT distribution requirements. At a minimum, we expect that BXP would distribute at least that amount of proceeds necessary for BXP to avoid paying corporate level tax on the applicable gains realized from any asset sales.

From time to time in select cases, whether due to a change in use, structuring issues to comply with applicable REIT regulations or other reasons, we may sell an asset that is held by a taxable REIT subsidiary (“TRS”). Such a sale by a TRS would be subject to federal and local taxes.

Cash Flow Summary

The following summary discussion of our cash flows is based on the Consolidated Statements of Cash Flows and is not meant to be an all-inclusive discussion of the changes in our cash flows for the periods presented below.

Cash and cash equivalents and cash held in escrows aggregated approximately $581.3 million and $479.2 million at March 31, 2026 and 2025, respectively, representing an increase of approximately $102.0 million. The following table sets forth changes in cash flows:


	Three months ended March 31,
2026			2025			Change
(in thousands)
Net cash provided by operating activities	$	156,466		$	210,036		$	(53,570)
Net cash provided by (used in) investing activities	5,827			(309,143)			314,970
Net cash used in financing activities	(1,138,305)			(756,882)			(381,423)

Our principal source of cash flow is related to the operation of our properties. The weighted-average term of our in-place leases, including leases signed by our unconsolidated joint ventures, excluding residential units, was approximately 7.6 years as of March 31, 2026, with occupancy rates historically in the range of approximately 86% to 92%. Generally, our properties generate a relatively consistent stream of cash flows that provides us with resources to pay operating expenses, debt service and fund regular quarterly dividend and distribution payment requirements. In addition, over the past several years, we have raised capital through the sale of some of our properties and through secured and unsecured borrowings.

Cash is used in investing activities to fund acquisitions, development, net investments in unconsolidated joint ventures and maintenance and repositioning capital expenditures. Cash is provided by investing activities from sales of real estate and sales of investments in unconsolidated joint ventures. Cash provided by (used in) investing activities for the three months ended March 31, 2026 and March 31, 2025 is detailed below:

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	Three months ended March 31,
	2026		2025
	(in thousands)

Construction in progress (1)	$	(190,438)	$	(138,796)
Building, pre-development and other capital improvements (2)	(30,765)		(57,395)
Tenant improvements	(67,095)		(60,338)
Proceeds from sales of real estate (3)	124,661		—

Capital contributions to unconsolidated joint ventures (4)	(43,167)		(52,611)
Capital distributions from unconsolidated joint ventures	183		—
Proceeds from sales of investments in unconsolidated joint ventures (5)	214,733		—
Investment in non-real estate investments	(412)		(434)
Issuance of note receivables (including related party)	(3,849)		(600)

Investments in securities, net	1,976		1,031
Net cash provided by (used in) investing activities	$	5,827	$	(309,143)

Cash provided by (used in) investing activities changed primarily due to the following:

(1)Construction in progress for the three months ended March 31, 2026 included ongoing expenditures associated with Reston Next Retail which was fully placed in-service during the three months ended March 31, 2026. In addition, we incurred costs associated with our continued development/redevelopment of 290 Binney Street, 121 Broadway Street, 725 12th Street and 343 Madison Avenue.

Construction in progress for the three months ended March 31, 2025 included ongoing expenditures associated with Reston Next Office Phase II and Reston Next Retail, which were partially placed in-service during the three months ended March 31, 2025. In addition, we incurred costs associated with our continued development/redevelopment of 290 Binney Street, 121 Broadway Street, 725 12th Street and 1050 Winter Street.

(2)Building, pre-development and other capital improvements for the three months ended March 31, 2025 included approximately $18.0 million of pre-development expenditures associated with the 343 Madison Avenue project. Beginning July 31, 2025, costs associated with the continued development of 343 Madison Avenue are included within construction in progress.

(3)Proceeds from sales of real estate for the three months ended March 31, 2026 was primarily from three transactions (See Note 3 to the Consolidated Financial Statements).

(4)Capital contributions to unconsolidated joint ventures for the three months ended March 31, 2026 consisted primarily of cash contributions of approximately $30.3 million and $6.1 million to our 290 Coles Street and 200 Fifth Avenue joint ventures, respectively.

Capital contributions to unconsolidated joint ventures for the three months ended March 31, 2025 consisted primarily of cash contributions of approximately $21.2 million, $20.0 million and $6.2 million to our 751 Gateway, 290 Coles Street and 360 Park Avenue South joint ventures, respectively. On March 5, 2025, we entered into a new joint venture for the development of 290 Coles Street.

(5)Proceeds from sales of investments in unconsolidated joint ventures for the three months ended March 31, 2026 was primarily from two transactions (See Note 5 to the Consolidated Financial Statements).

Cash used in financing activities for the three months ended March 31, 2026 totaled approximately $1.1 billion. This amount consisted primarily of the repayment of BPLP’s $1.0 billion in aggregate principal amount of its 3.650% unsecured senior notes due February 1, 2026 and the payment of our regular dividends and distributions to our shareholders and unitholders. Future debt payments are discussed below under the heading “Debt.”

Capitalization

The following table presents Consolidated Market Capitalization and BXP’s Share of Market Capitalization, as well as the corresponding ratios of Consolidated Debt to Consolidated Market Capitalization and BXP’s Share of Debt to BXP’s Share of Market Capitalization (in thousands, except for percentages):

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	March 31, 2026
	Shares / Units Outstanding	Common Stock Equivalent	Equivalent Value (1)
Common Stock	158,676	158,676	$	8,235,284
Common Operating Partnership Units	18,787	18,787	975,045			(2)
Total Equity		177,463	$	9,210,329

Consolidated Debt			$	15,614,009
Add:
BXP’s share of unconsolidated joint venture debt (3)			1,098,382
Subtract:
Partners’ share of Consolidated Debt (4)			1,364,858
BXP’s Share of Debt			$	15,347,533

Consolidated Market Capitalization			$	24,824,338
BXP’s Share of Market Capitalization			$	24,557,862
Consolidated Debt/Consolidated Market Capitalization			62.90		%
BXP’s Share of Debt/BXP’s Share of Market Capitalization			62.50		%

(1)Values are based on the closing price per share of BXP’s common stock on the New York Stock Exchange on March 31, 2026 of $51.90.

(2)Includes long-term incentive plan units (including 2012 OPP Units and 2013 - 2023 MYLTIP Units but excludes the 2024 - 2026 MYLTIP Units and 2025 OPP Units because the performance periods had not ended as of March 31, 2026).

(3)See page 62 for additional information.

(4)See page 60 for additional information.

Consolidated Debt to Consolidated Market Capitalization Ratio is a measure of leverage commonly used by analysts in the REIT sector. We present this measure as a percentage and it is calculated by dividing (A) our consolidated debt by (B) our consolidated market capitalization, which is the market value of our outstanding equity securities plus our consolidated debt. Consolidated market capitalization is the sum of:

(1) our consolidated debt; plus

(2) the product of (x) the closing price per share of BXP common stock on March 31, 2026, as reported by the New York Stock Exchange, multiplied by (y) the sum of:

(i) the number of outstanding shares of common stock of BXP,

(ii) the number of outstanding OP Units in BPLP (excluding OP Units held by BXP),

(iii) the number of OP Units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units, and

(iv) the number of OP Units issuable upon conversion of 2012 OPP Units, and 2013 - 2023 MYLTIP Units that were issued in the form of LTIP Units.

The calculation of consolidated market capitalization does not include LTIP Units issued in the form of 2012 and 2025 OPP Units or MYLTIP Units unless and until certain performance thresholds are achieved and they are earned. Because their performance periods have not yet ended, the 2024 - 2026 MYLTIP Units and 2025 OPP Units are not included in this calculation as of March 31, 2026.

We also present BXP’s Share of Market Capitalization and BXP’s Share of Debt/BXP’s Share of Market Capitalization, which are calculated in the same manner, except that BXP’s Share of Debt is utilized instead of our consolidated debt in both the numerator and the denominator. BXP’s Share of Debt is defined as our consolidated debt plus our share of debt from our unconsolidated joint ventures (calculated based upon our ownership percentage), minus our partners’ share of debt from our consolidated joint ventures (calculated based upon the partners’ percentage ownership interests adjusted for basis differentials). Management believes that BXP’s Share

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of Debt provides useful information to investors regarding our financial condition because it includes our share of debt from unconsolidated joint ventures and excludes our partners’ share of debt from consolidated joint ventures, in each case presented on the same basis. We have several significant joint ventures and presenting various measures of financial condition in this manner can help investors better understand our financial condition and/or results of operations after taking into account our economic interest in these joint ventures. We caution investors that the ownership percentages used in calculating BXP’s Share of Debt may not completely and accurately depict all of the legal and economic implications of holding an interest in a consolidated or unconsolidated joint venture. For example, in addition to partners’ interests in profits and capital, venture agreements vary in the allocation of rights regarding decision making (both for routine and major decisions), distributions, transferability of interests, financing and guarantees, liquidations and other matters. Moreover, in some cases we exercise significant influence over, but do not control, the joint venture in which case GAAP requires that we account for the joint venture entity using the equity method of accounting and we do not consolidate it for financial reporting purposes. In other cases, GAAP requires that we consolidate the venture even though our partner(s) own(s) a significant percentage interest. As a result, management believes that the presentation of BXP’s Share of a financial measure should not be considered a substitute for, and should only be considered with and as a supplement to our financial information presented in accordance with GAAP.

We present these supplemental ratios because our degree of leverage could affect our ability to obtain additional financing for working capital, capital expenditures, acquisitions, development or other general corporate purposes and because different investors and lenders consider one or both of these ratios. Investors should understand that these ratios are, in part, a function of the market price of the common stock of BXP and as such will fluctuate with changes in such price, and they do not necessarily reflect our capacity to incur additional debt to finance our activities or our ability to manage our existing debt obligations. However, for a company like BXP, whose assets are primarily income-producing real estate, these ratios may provide investors with an alternate indication of leverage, so long as they are evaluated along with the ratio of indebtedness to other measures of asset value used by financial analysts and other financial ratios, as well as the various components of our outstanding indebtedness.

For a discussion of our unconsolidated joint venture indebtedness, see “Liquidity and Capital Resources—Investment in Unconsolidated Joint Ventures - Secured Debt” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations” and for a discussion of our consolidated joint venture indebtedness see “Debt” below.

Debt

The following table summarizes certain information with respect to our indebtedness outstanding as of March 31, 2026 and 2025 (dollars in thousands).


	Interest Rate					Amount
	Stated		GAAP (1)		Maturity Date	3/31/2026		3/31/2025
Unsecured Senior Notes (2)
Unsecured Senior Notes (3)	3.650	%	3.766	%	February 1, 2026	N/A		$	1,000,000
Unsecured Senior Notes	2.750	%	3.495	%	October 1, 2026	$	1,000,000	1,000,000
Unsecured Senior Notes	6.750	%	6.924	%	December 1, 2027	750,000		750,000
Unsecured Senior Notes	4.500	%	4.628	%	December 1, 2028	1,000,000		1,000,000
Unsecured Senior Notes	3.400	%	3.505	%	June 21, 2029	850,000		850,000
Unsecured Senior Notes	2.900	%	2.984	%	March 15, 2030	700,000		700,000
Unsecured Senior Notes	3.250	%	3.343	%	January 30, 2031	1,250,000		1,250,000
Unsecured Senior Notes	2.550	%	2.671	%	April 1, 2032	850,000		850,000
Unsecured Senior Notes	2.450	%	2.524	%	October 1, 2033	850,000		850,000
Unsecured Senior Notes	6.500	%	6.619	%	January 15, 2034	750,000		750,000
Unsecured Senior Notes	5.750	%	5.842	%	January 15, 2035	850,000		850,000
Total Principal Amount						8,850,000		9,850,000
Less: Unamortized discount and deferred financing costs, net						41,326		52,176
Carrying Amount						8,808,674		9,797,824

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	Interest Rate					Amount
	Stated		GAAP (1)		Maturity Date	3/31/2026		3/31/2025
Unsecured Exchangeable Senior Notes	2.000	%	2.496	%	October 1, 2030	1,000,000		N/A
Less: Unamortized deferred financing costs						22,613		N/A
Carrying Amount						977,387		N/A

Unsecured Commercial Paper (4)	4.01	%	4.02	%	Various	750,000		500,000
Unsecured Line of Credit (Revolving Credit Facility) (5)	—	%	—	%	March 29, 2030	—		300,000

Unsecured Term Loans
2024 Unsecured Term Loan (6)	4.73	%	4.88	%	September 26, 2026	100,000		100,000
Unsecured Term Loan Facility (7)	4.62	%	4.75	%	March 30, 2029	700,000		700,000
Total Principal Amount						800,000		800,000
Less: Deferred financing costs and fair value adjustments, net						2,691		3,842
Carrying Amount						797,309		796,158

Mortgage Notes
767 Fifth Avenue (the General Motors Building) (60% ownership) (2)(8)	3.43	%	3.64	%	June 9, 2027	2,300,000		2,300,000
Santa Monica Business Park (2)(9)	5.28	%	5.40	%	October 8, 2028	200,000		200,000
90 Broadway, 325 Main Street, 355 Main Street, and Cambridge East Garage (also known as Kendall Center Green Garage) (2)(10)	6.04	%	6.27	%	October 26, 2028	600,000		600,000
901 New York Avenue (11)	5.00	%	5.06	%	January 5, 2029	196,994		201,191
601 Lexington Avenue (55% ownership) (2)	2.79	%	2.93	%	January 9, 2032	1,000,000		1,000,000
Total Principal Amount						4,296,994		4,301,191
Less: Deferred financing costs and fair value adjustments, net						16,355		23,481
Carrying Amount						4,280,639		4,277,710

Total Consolidated Debt						$	15,614,009	$	15,671,692

(1)For the unsecured senior notes, the GAAP rate represents the yield on issuance date including the effects of discounts on the notes, settlements of interest rate contracts and the amortization of financing costs. For all other debt, the GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing charges, the effects of hedging transactions (if any and excluding capped calls classified as equity) and adjustments required under ASC 805 “Business Combinations” to reflect loans and swaps at their fair values (if any).

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

(3)These unsecured senior notes were repaid at maturity, see Note 6 to the Consolidated Financial Statements.

(4)At March 31, 2026, the weighted average interest rate of the commercial paper notes outstanding was approximately 4.10% per annum, and they had a weighted-average maturity of 40 days from the date of issuance. At May 1, 2026, BPLP had an aggregate of $750.0 million of commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 4.12% per annum and had a weighted-average maturity of 42 days, from the date of issuance.

(5)The unsecured line of credit bears interest at a variable rate of SOFR+0.85% per annum. The 2025 Credit Facility is used as a backstop for the $750.0 million Commercial Paper Program. As such, BPLP intends to maintain, at a minimum, availability under the unsecured line of credit in an amount equal to the amount of unsecured commercial paper notes outstanding. The table below provides the principal indebtedness outstanding and remaining capacity under the unsecured line of credit at March 31, 2026 and May 1, 2026 (dollars in thousands).

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			March 31, 2026				May 1, 2026
	Facility		Outstanding		Remaining Capacity		Outstanding		Remaining Capacity
Unsecured Line of Credit	$	2,250,000	$	—	$	2,250,000	$	—	$	2,250,000
Less:
Unsecured Commercial Paper					750,000				750,000
Letters of Credit					5,253				1,253
Total Remaining Capacity					$	1,494,747			$	1,498,747

(6)The 2024 Unsecured Term Loan bears interest at a variable rate of SOFR+1.05% per annum. BPLP entered into an interest rate swap contract to fix SOFR at a weighted-average fixed interest rate of 3.6775% per annum for the period commencing on April 7, 2025 and ending on April 6, 2026. We did not purchase a new interest rate swap contract. Stated interest rate reflects the weighted-average fixed interest rate based on the interest rate swap contracts plus 1.05% per annum. The 2024 Unsecured Term Loan has two one-year extension options, subject to certain conditions.

(7)The Unsecured Term Loan Facility bears interest at a variable rate of SOFR+0.95% per annum and has two, six-month extension options, each subject to customary conditions.

(8)In connection with the refinancing of the loan, we guaranteed the consolidated entity’s obligation to fund various reserves for tenant improvement costs and allowances, leasing commissions and free rent obligations in lieu of cash deposits. As of March 31, 2026, the maximum funding obligation under the guarantee was approximately $6.4 million. We earn a fee from the joint venture for providing the guarantee and have an agreement with our partners to reimburse the joint venture for their share of any payments made under the guarantee.

(9)The mortgage loan bears interest at a variable rate of Daily Simple SOFR+1.60% per annum. BPLP entered into an interest rate swap contract to fix Daily Simple SOFR at a weighted-average fixed interest rate of 3.6775% per annum for the period commencing on April 7, 2025 and ending on April 6, 2026. We did not purchase a new interest rate swap contract. Stated interest rate reflects the weighted-average fixed interest rate based on the interest rate swap contracts plus 1.60% per annum.

(10)The mortgage loan bears interest at a variable rate of Daily Compounded SOFR+2.25% per annum. BPLP entered into three interest rate swap contracts with notional amounts aggregating $600.0 million to fix Daily Compounded SOFR at a weighted-average fixed interest rate of 3.7925% for the period commencing on December 15, 2023 and ending on October 26, 2028. The stated interest rate reflects the weighted average fixed interest rate based on the interest rate swap contracts plus 2.25% per annum.

(11)The loan has a one-year extension option remaining, subject to certain conditions.

The following table lists our mortgage notes, net outstanding and our partners’ share, based on their respective ownership percentage, from our consolidated joint ventures as of March 31, 2026 (dollars in thousands).


	Carrying Amount
Properties	100%		Partners’ Share
Wholly-owned
901 New York Avenue	$	196,645	N/A
Santa Monica Business Park	199,364		N/A
90 Broadway, 325 Main Street, 355 Main Street, and Cambridge East Garage (also known as Kendall Center Green Garage)	596,549		N/A
Subtotal	992,558		N/A
Consolidated Joint Ventures
767 Fifth Avenue (the General Motors Building) (60% ownership) (1)	2,295,866		$	918,361
601 Lexington Avenue (55% ownership)	992,215		446,497
Subtotal	3,288,081		1,364,858
Total	$	4,280,639	$	1,364,858

(1)The partners’ share of the carrying amount has been adjusted for basis differentials.

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The table below provides the debt statistics of our outstanding consolidated indebtedness at March 31, 2026 and March 31, 2025.


	March 31, 2026							March 31, 2025
			Weighted Average							Weighted Average
	% of Total Debt		Stated Rates		GAAP Rates (1)		Maturity (years)	% of Total Debt		Stated Rates		GAAP Rates (1)		Maturity (years)
Floating Rate Debt (2)	9.27	%	4.30	%	4.37	%	1.5	9.55	%	5.12	%	5.19	%	2.9
Fixed Rate Debt (3)	90.73	%	3.86	%	4.00	%	4.0	90.45	%	3.95	%	4.12	%	4.6
Consolidated Debt	100.00	%	3.90	%	4.04	%	3.7	100.00	%	4.06	%	4.22	%	4.5

Unsecured Debt	72.58	%	3.94	%	4.06	%	4.2	72.70	%	4.18	%	4.29	%	4.8
Secured Debt	27.42	%	3.80	%	3.99	%	2.6	27.30	%	3.75	%	4.05	%	3.6
Consolidated Debt	100.00	%	3.90	%	4.04	%	3.7	100.00	%	4.06	%	4.22	%	4.5

(1)The GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing charges, the effects of hedging transactions (if any and excluding capped calls classified as equity) and adjustments required under ASC 805 “Business Combinations” to reflect loans and swaps at their fair values (if any).

(2)The unsecured commercial paper notes are included in our floating rate debt statistics. At March 31, 2026, the unsecured commercial paper notes outstanding bore a weighted-average interest rate of approximately 4.10% per annum and had a weighted-average maturity of 40 days from the date of issuance.

(3)The Fixed Rate Debt includes the effects of hedging transactions.

Derivative Instruments and Hedging Activities

As of March 31, 2026, we had $900.0 million of interest rate swaps outstanding, where hedge accounting was elected, with a fair value of approximately $(3.8) million, see Note 7 to the Consolidated Financial Statements.

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Investment in Unconsolidated Joint Ventures - Secured Debt

We have investments in unconsolidated joint ventures with our effective ownership interests ranging from approximately 19% to approximately 71%. Thirteen of these ventures have mortgage indebtedness. We exercise significant influence over, but do not control, these entities. As a result, we account for them using the equity method of accounting. See also Note 5 to the Consolidated Financial Statements. At March 31, 2026, the aggregate carrying amount of debt, including both our and our partners’ share, incurred by these ventures was approximately $2.7 billion (of which our proportionate share is approximately $1.1 billion). The table below summarizes the outstanding debt of these joint venture properties at March 31, 2026. In addition to other guarantees specifically noted in the table, we have agreed to customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) as well as the completion of development projects on certain of the loans.


Properties	Nominal % Ownership		Stated Interest Rate		GAAP Interest Rate (1)		Term of Variable Rate + Spread	Stated Principal Amount		Deferred Financing Costs, Net		Carrying Amount		Carrying Amount (Our share)			Maturity Date
	(dollars in thousands)
360 Park Avenue South	71.11	%	6.17	%	6.49	%	Term SOFR+2.50%	$	220,000	$	(1,053)	$	218,947	$	155,693	(2)(3)(4)	December 13, 2027
1265 Main Street	50.00	%	3.77	%	3.84	%	N/A	32,447		(160)		32,287		16,144			January 1, 2032
Colorado Center	50.00	%	3.56	%	3.59	%	N/A	550,000		(240)		549,760		274,880		(2)	August 9, 2027
The Hub on Causeway - Podium & 100 Causeway Street	50.00	%	5.73	%	5.94	%	N/A	465,000		(4,773)		460,227		230,113		(2)	April 9, 2031
Hub50House	50.00	%	4.43	%	4.51	%	SOFR+1.35%	185,000		(848)		184,152		92,076		(2)(5)	June 17, 2032
Safeco Plaza	33.67	%	4.82	%	6.21	%	SOFR+2.32%	250,000		(143)		249,857		84,127		(2)(6)	September 1, 2026
500 North Capitol Street, NW	30.00	%	6.83	%	7.16	%	N/A	105,000		(51)		104,949		31,473		(2)(7)	June 5, 2026
200 Fifth Avenue	26.69	%	4.34	%	5.60	%	Term SOFR+1.41%	596,511		(4,454)		592,057		154,296		(8)	November 24, 2028
3 Hudson Boulevard	25.00	%	8.92	%	10.73	%	Term SOFR+5.25%	108,000		(3,128)		104,872		26,218		(2)(3)(9)(10)	November 9, 2027
3 Hudson Boulevard	25.00	%	10.92	%	10.92	%	Term SOFR+7.25%	21,493		—		21,493		5,373		(2)(3)(9)	November 9, 2027
Skymark - Reston Next Residential	20.00	%	5.67	%	5.99	%	SOFR+2.00%	140,000		(53)		139,947		27,989		(2)(3)(11)	May 13, 2026
17 Hartwell Avenue	20.00	%	6.75	%	6.87	%	N/A	—		—		—		—		(2)(12)	July 10, 2030
290 Coles Street	19.46	%	N/A		N/A		Term SOFR+2.50%	—		—		—		—		(2)(3)(13)	March 5, 2029
Total								$	2,673,451	$	(14,903)	$	2,658,548	$	1,098,382

(1)The GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing costs, which includes mortgage recording fees, the effects of hedging transactions (if any) and adjustments required under ASC 805 “Business Combinations” to reflect loans at their fair values (if any).

(2)The loan requires interest only payments with a balloon payment due at maturity.

(3)The loan includes certain extension options, subject to certain conditions.

(4)The joint venture entered into an interest rate cap agreement to cap Term SOFR rate at 5.00% per annum on a notional amount of $220.0 million through January 15, 2027.

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(5)The joint venture entered into interest rate swap contracts with notional amounts aggregating $185.0 million through April 10, 2032, resulting in a fixed rate of approximately 4.432% per annum through the expiration of the interest rate swap contracts.

(6)The loan bears interest at a variable rate equal to the greater of (x) 2.35% or (y) SOFR plus 2.32% per annum. The joint venture entered into an interest rate cap agreement with a financial institution to limit its exposure to increases in the SOFR rate at a cap of 2.50% per annum on a notional amount of $250.0 million through September 1, 2026.

(7)The indebtedness consists of (x) a $70.0 million mortgage loan payable (Note A) which bears interest at a fixed rate of 6.23% per annum, and (y) a $35.0 million mortgage loan payable (Note B) which bears interest at a fixed rate of 8.03% per annum. We provided $10.5 million of the Note B mortgage financing to the joint venture. Our portion of the loan is reflected as Related Party Notes Receivable, Net on our Consolidated Balance Sheets.

(8)The joint venture entered into interest rate swap contracts with notional amounts aggregating $600.0 million through June 2028, resulting in a fixed rate of approximately 4.34% per annum through the expiration of the interest rate swap contracts.

(9)The indebtedness consists of (x) a $108.0 million senior loan with a third-party lender and (y) a mezzanine loan provided by us with a maximum commitment of $50.0 million. As of March 31, 2026, we have funded approximately $21.5 million of the mezzanine loan. The loan is reflected as Related Party Notes Receivable, Net on our Consolidated Balance Sheets.

(10)The joint venture entered into an interest rate cap agreement with a financial institution to limit its exposure to increases in the Term SOFR rate to a cap of 6.00% per annum on a notional amount of $108.0 million through November 9, 2027.

(11)The construction financing has a borrowing capacity of $140.0 million.

(12)No amounts have been drawn under the $98.7 million construction loan.

(13)No amounts have been drawn under the $225.0 million construction loan.

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State and Local Tax Matters

Because BXP is organized and qualifies as a REIT, it is generally not subject to federal income taxes, but is subject to certain state and local taxes. In the normal course of business, certain entities through which we own real estate either have undergone, or are currently undergoing, tax audits or other inquiries. Although we believe that we have substantial arguments in favor of our position in the ongoing audits, in some instances there is no controlling precedent or interpretive guidance on the specific point at issue. Collectively, tax deficiency notices received to date from the jurisdictions conducting the ongoing audits have not been material. However, there can be no assurance that future audits will not occur with increased frequency or that the ultimate result of such audits will not have a material adverse effect on our results of operations.

Funds from Operations

Pursuant to the revised definition of FFO adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“Nareit”), we calculate FFO for each of BXP and BPLP by adjusting net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership (computed in accordance with GAAP), respectively, for gains (or losses) from sales of properties, including a change in control, impairment losses on depreciable real estate consolidated on our balance sheet, impairment losses on our investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures and our share of real estate-related depreciation and amortization. FFO is a non-GAAP financial measure. We believe the presentation of FFO, combined with the presentation of required GAAP financial measures, improves the understanding of operating results of REITs among the investing public and helps make comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for understanding and comparing our operating results because, by excluding gains and losses related to sales or a change in control of previously depreciated operating real estate assets, impairment losses and real estate asset depreciation and amortization (which can differ across owners of similar assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a company’s real estate across reporting periods and to the operating performance of other companies.

Our computation of FFO may not be comparable to FFO reported by other REITs or real estate companies that do not define the term in accordance with the current Nareit definition or that interpret the current Nareit definition differently. We believe that in order to facilitate a clear understanding of our operating results, FFO should be examined in conjunction with net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership as presented in our Consolidated Financial Statements. FFO should not be considered as a substitute for net income attributable to BXP, Inc. or net income attributable to Boston Properties Limited Partnership (determined in accordance with GAAP) or any other GAAP financial measures and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.

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BXP

The following table presents a reconciliation of net income attributable to BXP, Inc. to FFO attributable to BXP, Inc. for the three months ended March 31, 2026 and 2025:


	Three months ended March 31,
	2026			2025
	(in thousands)
Net income attributable to BXP, Inc.	$	101,576		$	61,177
Add:
Noncontrolling interest—common units of the Operating Partnership	11,561			6,979
Noncontrolling interests in property partnerships	19,869			18,749
Net income	133,006			86,905
Add:
Depreciation and amortization	227,967			220,107
Noncontrolling interests in property partnerships’ share of depreciation and amortization	(20,871)			(20,464)
BXP’s share of depreciation and amortization from unconsolidated joint ventures	13,506			17,327
Corporate-related depreciation and amortization	(567)			(716)
Non-real estate depreciation and amortization	2,131			2,130
Loss on sales-type lease	—			2,490


Less:
Gain on sale / consolidation included within income (loss) from unconsolidated joint ventures	41,233			—
Gains on sales of real estate	13,402			—

Unrealized gain (loss) on non-real estate investments	188			(483)
Noncontrolling interests in property partnerships	19,869			18,749
Funds from Operations (FFO) attributable to the Operating Partnership common unitholders (including BXP, Inc.)	280,480			289,513
Less:
Noncontrolling interest—common units of the Operating Partnership’s share of funds from operations	28,244			28,922
Funds from Operations attributable to BXP, Inc.	$	252,236		$	260,591
Our percentage share of Funds from Operations—basic	89.93		%	90.01		%
Weighted average shares outstanding—basic	158,555			158,202

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The following tables present a reconciliation of net income attributable to BXP, Inc. to Diluted FFO attributable to BXP, Inc. for income (numerator) and shares/units (denominator) for the three months ended March 31, 2026 and 2025:


	Three months ended March 31,
	2026		2025
	(in thousands)
Net income attributable to BXP, Inc.	$	101,576	$	61,177
Add:
Noncontrolling interest—common units of the Operating Partnership	11,561		6,979
Noncontrolling interests in property partnerships	19,869		18,749
Net income	133,006		86,905
Add:
Depreciation and amortization	227,967		220,107
Noncontrolling interests in property partnerships’ share of depreciation and amortization	(20,871)		(20,464)
BXP’s share of depreciation and amortization from unconsolidated joint ventures	13,506		17,327
Corporate-related depreciation and amortization	(567)		(716)
Non-real estate depreciation and amortization	2,131		2,130
Loss on sales-type lease	—		2,490


Less:
Gain on sale / consolidation included within income (loss) from unconsolidated joint ventures	41,233		—
Gains on sales of real estate	13,402		—

Unrealized gain (loss) on non-real estate investments	188		(483)
Noncontrolling interests in property partnerships	19,869		18,749
Funds from Operations (FFO) attributable to the Operating Partnership common unitholders (including BXP, Inc.)	280,480		289,513
Effect of Dilutive Securities:
Stock based compensation	—		—
Diluted FFO	280,480		289,513
Less:
Noncontrolling interest—common units of the Operating Partnership’s share of diluted FFO	28,188		28,835
Diluted FFO attributable to BXP, Inc. (1)	$	252,292	$	260,678

(1)BXP’s share of diluted Funds from Operations was 89.95% and 90.04% for the three months ended March 31, 2026 and 2025, respectively.


	Three months ended March 31,
	2026	2025
	shares/units (in thousands)

Basic Funds from Operations	176,318	175,752
Effect of Dilutive Securities:
Stock based compensation	501	430
Diluted Funds from Operations	176,819	176,182
Less:
Noncontrolling interest—common units of the Operating Partnership’s share of diluted Funds from Operations	17,763	17,550
Diluted Funds from Operations attributable to BXP, Inc. (1)	159,056	158,632

(1)BXP’s share of diluted Funds from Operations was 89.95% and 90.04% for the three months ended March 31, 2026 and 2025, respectively.

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BPLP

The following table presents a reconciliation of net income attributable to Boston Properties Limited Partnership to FFO attributable to Boston Properties Limited Partnership for the three months ended March 31, 2026 and 2025:


	Three months ended March 31,
	2026		2025
	(in thousands)
Net income attributable to Boston Properties Limited Partnership	$	114,799	$	69,859
Add:
Noncontrolling interests in property partnerships	19,869		18,749
Net income	134,668		88,608
Add:
Depreciation and amortization	226,305		218,404
Noncontrolling interests in property partnerships’ share of depreciation and amortization	(20,871)		(20,464)
BXP’s share of depreciation and amortization from unconsolidated joint ventures	13,506		17,327
Corporate-related depreciation and amortization	(567)		(716)
Non-real estate depreciation and amortization	2,131		2,130
Loss on sales-type lease	—		2,490


Less:
Gain on sale / consolidation included within income (loss) from unconsolidated joint ventures	41,233		—
Gains on sales of real estate	13,402		—

Unrealized gain (loss) on non-real estate investments	188		(483)
Noncontrolling interests in property partnerships	19,869		18,749
Funds from Operations attributable to Boston Properties Limited Partnership (1)	$	280,480	$	289,513
Weighted average shares outstanding—basic	176,318		175,752

(1)Our calculation includes OP Units and vested LTIP Units (including vested 2012 OPP Units and vested 2013 - 2023 MYLTIP Units).

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The following tables present a reconciliation of net income attributable to Boston Properties Limited Partnership to Diluted FFO attributable to Boston Properties Limited Partnership for income (numerator) and shares/units (denominator) for the three months ended March 31, 2026 and 2025:


	Three months ended March 31,
	2026		2025
	(in thousands)
Net income attributable to Boston Properties Limited Partnership	$	114,799	$	69,859
Add:
Noncontrolling interests in property partnerships	19,869		18,749
Net income	134,668		88,608
Add:
Depreciation and amortization	226,305		218,404
Noncontrolling interests in property partnerships’ share of depreciation and amortization	(20,871)		(20,464)
BXP’s share of depreciation and amortization from unconsolidated joint ventures	13,506		17,327
Corporate-related depreciation and amortization	(567)		(716)
Non-real estate depreciation and amortization	2,131		2,130
Loss on sales-type lease	—		2,490


Less:
Gain on sale / consolidation included within income (loss) from unconsolidated joint ventures	41,233		—
Gains on sales of real estate	13,402		—

Unrealized gain (loss) on non-real estate investments	188		(483)
Noncontrolling interests in property partnerships	19,869		18,749
Funds from Operations attributable to Boston Properties Limited Partnership (1)	280,480		289,513
Effect of Dilutive Securities:
Stock based compensation	—		—
Diluted Funds from Operations attributable to Boston Properties Limited Partnership	$	280,480	$	289,513

(1)Our calculation includes OP Units and vested LTIP Units (including vested 2012 OPP Units and vested 2013 - 2023 MYLTIP Units).


	Three months ended March 31,
	2026	2025
	shares/units (in thousands)
Basic Funds from Operations	176,318	175,752
Effect of Dilutive Securities:
Stock based compensation	501	430
Diluted Funds from Operations	176,819	176,182

Material Cash Commitments

We have various service contracts with vendors related to our property management. In addition, we enter into other contracts in the ordinary course of business that may extend beyond one year. These contracts include terms that provide for cancellation with insignificant or no cancellation penalties. Contract terms are generally between three and five years.

During the three months ended March 31, 2026, we paid approximately $105.5 million to fund tenant-related obligations, including tenant improvements and leasing commissions.

In addition, during the three months ended March 31, 2026, we and our unconsolidated joint venture partners incurred approximately $108.9 million of new tenant-related obligations associated with approximately 1.0 million square feet of second generation leases, or approximately $114 per square foot. During the three months ended

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March 31, 2026, we signed approximately 194,800 square feet of first generation leases. The tenant-related obligations for the development properties are included within the projects’ “Estimated Total Investment” referred to in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

Previous: Item 1. Financial Statements. · Next: Item 3. Quantitative and Qualitative Disclosures about Market Risk.