What changed in this filing

/stocks — the workspaceLOADING

Item 7. Management’s Discussion and Analysis

2026-02-27 compared with 2025-02-27 · 492 added, 628 removed, 681 unchanged (62% of the section changed)

10 unchanged sentences

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.

The most significant factors that may cause actual results to differ materially from those expressed or implied by the forward-looking statements include the risks and uncertainties related to adverse changes in general economic and capital market conditions, including inflation, increases in interest rates, supply chain disruptions, labor market disruptions, dislocation and volatility in capital markets, and potential longer-term changes in consumer and client behavior, sustained changes in client preferences and space utilization, as well as the other important factors below and the risks set forth in this Form 10-K in Part I, Item 1A.

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

• volatile or adverse global economic and political conditions, health crises 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;

• general risks affecting the real estate industry (including, without limitation, the inability to enter into or renew leases on attractive terms, 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 manage effectively our growth and expansion into new markets and sub-markets or to integrate acquisitions and developments successfully;

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 and uncertainties affecting property development and construction (including, without limitation, supply chain disruptions, labor shortages, construction delays, increased construction costs, cost overruns, inability to obtain necessary permits, client accounting considerations that may result in negotiated lease provisions that limit a client’s liability during construction, and public opposition to such activities);

• risks associated with the availability and terms of financing and 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;

• risks associated with forward interest rate contracts and derivatives and the effectiveness of such arrangements;

• risks associated with actual or threatened terrorist attacks;

2 unchanged sentences

• risks associated with climate change and severe weather events, as well as the regulatory efforts intended to reduce the effects of climate change;

• risks associated with security breaches, incidents, and compromises through cyber-attacks, cyber intrusions or otherwise, 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 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;

• 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;

9 unchanged sentences

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.

BXP is one of the largest publicly traded office real estate investment trusts (REITs) (based on total market capitalization as of December 31, 2024) in the United States that develops, owns, and manages primarily premier workplaces.

BXP is one of the largest publicly traded office REITs (based on total market capitalization as of December 31, 2025) in the United States that develops, owns, and manages primarily premier workplaces.

Our properties are concentrated in six dynamic gateway markets in the U.S.

- Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC.

BPLP is the entity through which BXP conducts substantially all of its business and owns (either directly or through subsidiaries) substantially all of its assets.

We generate revenue and cash primarily by leasing premier workplaces to our clients.

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.

We believe our key competitive advantages are our commitment to the office asset class and to our clients as many competitors have divested in 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 one of the highest quality portfolios of

premier workplaces in the U.S.

assembled over several decades of intentional development, acquisitions and dispositions.

Clients and their advisors are increasingly focused on these attributes for their building owners, which distinguishes BXP among its competitors.

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.

2 unchanged sentences

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.

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

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 that helps BXP distinguish itself from competitors as our clients are interested in leasing space in vibrant, amenitized and accessible premier workplaces to encourage more in-person work.

This interest has accelerated the flight to quality in the office industry.

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.

4 unchanged sentences

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 December 31, 2024, these CBD assets are 90.9% occupied and 92.8% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with generally accepted accounting principles (“GAAP”)).

As of December 31, 2025, our CBD assets were 89.8% occupied and 92.5% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

As of December 31, 2025, 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 7.9 years, and (2) our 20 largest clients, based on square feet, was approximately 9.8 years.

The important market forces impacting BXP continue to be corporate earnings growth, return-to-office behavior, limited new development starts and the outperformance of premier workplaces, all of which are currently serving as tailwinds to BXP’s performance.

Interest rates also remain a critical factor but are on a more uncertain trajectory.

Inflation rose in the last three months of 2024 to 2.9%, remaining above the Federal Reserve’s 2% target, and the December 2024 employment data indicated new job creation exceeded market expectations.

As a result, the Federal Reserve has become more cautious, lowering its forecast of Federal funds rate cuts in 2025.

In the fixed income markets, long-term interest rates have increased approximately 100 basis points since the Federal Reserve's first rate cut in September 2024.

Notwithstanding these uncertainties, we expect short-term interest rates to remain lower in 2025 compared to 2024, which would be a positive for both BXP and our clients' cost of capital.

Though we are in the early stages of the new presidential administration, we believe many of the initial articulated policies are generally business friendly, particularly lower taxes and less regulation, which could build the confidence of our clients and, as a result, potentially stimulate leasing activities.

An area of concern with the new presidential administration's policies is the potential impact to interest rates, given that new tariffs, if implemented, could be inflationary and tax cuts without corresponding spending cuts could lead to longer fiscal deficits and higher long-term treasury yields in the debt markets.

The evolving operating environment impacts various aspects of our operating activities as:

• labor market conditions shift, which has gradually increased employer demand for mandatory in-person workdays;

• private market debt financing, both for construction and existing assets, continues to be challenging to arrange despite broader market improvements as lenders remain focused on top-tier sponsorship and derisked financing opportunities;

• construction costs have increased and, although much of the cost for our active development pipeline is fixed, the cost of potential future construction activity continues to increase.

In light of the uncertain trajectory of the U.S.

and global economies, we continue to position BXP for success by ensuring ample liquidity, managing our leverage, pursuing additional capital raising opportunities and maintaining discipline in discretionary capital expenditures, while continuing to selectively invest (including through both acquisitions and developments) in premier workplace opportunities.

We remain focused on:

• continuing to embrace our leadership position in the premier workplace segment and leveraging our strength in portfolio quality, client relationships, development skills, market penetration and sustainability to profitably build market share;

• leasing available space in our in-service and development properties, as well as proactively focusing on future lease expirations;

• completing the construction and leasing of our development properties;

• pursuing attractive asset class adjacencies where we have a track record of success, such as residential development;

• continuing to enhance the overall quality of our portfolio and actively recycling capital by selling assets, subject to market conditions, that we believe no longer fit within our portfolio strategy or could attract premium pricing in the current market;

• actively managing our operations in a sustainable and responsible manner;

• prioritizing risk management by actively managing liquidity, investing more extensively with joint venture partners to manage our debt levels, and being highly selective in new investment commitments.

The following is an overview of leasing and investment activity in the fourth quarter of 2024 and recent business highlights.

Through year-end 2027, we have relatively low exposure to contractual lease expirations with approximately 7.2% of our share of the square footage of our in-service portfolio expiring.

During the fourth quarter of 2025, 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 each of 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 fourth quarter of 2025, as we signed leases for more than 1.8 million square feet.

Consistent with the asset sales program outlined at our September 2025 Investor Day, as of February 20, 2026, BXP completed property sales with an aggregate gross sales price of approximately $1.17 billion.

These asset sales enhance balance sheet flexibility and support our capital needs and strategic priorities, and fall into the following categories:

• Land Sales:

Multiple land dispositions across our Boston, San Francisco and Washington, DC regions which aggregated a gross sales price of approximately $266.4 million.

• Residential Sales:

The sales of Proto in Cambridge, Massachusetts and Signature in Reston, Virginia which aggregated a gross sales price of approximately $407.5 million.

• Non-Strategic Office Sales:

The sale of 140 Kendrick Street in Needham, Massachusetts, and BXP’s ownership interests in Gateway Commons in South San Francisco, California and Market Square North in Washington, DC which aggregated a gross sales price of approximately $491.5 million.

Leasing conditions across BXP’s portfolio remain constructive.

Fourth quarter and full-year 2025 leasing results exceeded expectations, supporting anticipated occupancy gains throughout 2026.

While market conditions continue to vary by region, demand remains concentrated in our highest-quality CBD assets, particularly in Midtown Manhattan, the Back Bay of Boston, Reston Town Center, and select submarkets in San Francisco.

Looking ahead, in-service vacant space leasing and coverage of near-term expirations are expected to be the primary drivers of occupancy and same-store revenue growth.

With a manageable level of 2026 expirations, a growing pipeline of active negotiations, and a meaningful number of executed leases scheduled to commence this year, we remain on track to achieve occupancy improvements by year-end 2026, consistent with the targets outlined at our September 2025 Investor Day.

On the supply side, new office construction has effectively halted, improving long-term supply-demand fundamentals across many of our markets.

Capital markets sentiment toward the office sector continues to improve, evidenced by increasing private market transaction activity and greater availability of debt and equity capital at more attractive pricing.

This backdrop is expected to support both our leasing momentum and continued progress on our strategic asset sales and capital recycling initiatives throughout 2026.

Leasing Activity and Occupancy

To be successful in any leasing environment, we believe we must consider all aspects of the client-landlord relationship.

In this regard, we believe that our competitive leasing advantage is based on the following attributes:

• our understanding of our client’s short- and long-term space utilization and amenity needs in the local markets;

• our track record of developing and operating premier workplaces in a sustainable and responsible manner;

• our reputation as a high-quality developer, owner and manager of premier workplaces in our markets;

• our financial strength, including our ability to fund our share of lease obligations and maintain premier building standards;

• our relationships with local brokers.

Overall, we believe that our operating environment is improving.

Although all the markets in which we operate still need consistent incremental absorption to constitute a macro recovery, we have started to see pockets of strength where low availability is driving constructive client behavior, particularly in New York and Boston which accounts for 61% of our share of annualized rental obligations.

As clients choose premier workplaces in sound financial condition, with building owners that are committed for the long term to their properties operated by the best property management teams, we expect to continue to be successful in gaining market share.

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 premier workplaces in sound financial condition with building owners that are committed to their properties for the long term and operated by the best property management teams, we expect to continue to be successful in gaining market share.

In the fourth quarter of 2025, we executed 87 leases totaling more than 1.8 million square feet with a weighted-average lease term of approximately 11.3 years.

This result represents BXP’s strongest leasing quarter since the second quarter of 2019, and the amount leased is approximately 130% of our historical 10-year average for the

fourth quarter.

For full year 2024, we executed 291 leases totaling approximately 5.6 million square feet with a weighted-average lease term of 9.8 years.

At December 31, 2024, BXP’s CBD portfolio was 90.9% occupied and 92.8% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Approximately 88% of our share of annualized rental obligations comes from assets located in our CBD portfolio, underscoring the strength of BXP’s strategy to invest in the highest quality buildings in dynamic urban gateway markets.

At December 31, 2024, the overall occupancy of our in-service office and retail properties was 87.5%, an increase of 50 basis points from September 30, 2024.

We define occupancy as space with signed leases for which revenue recognition has commenced in accordance with GAAP.

Including vacant space for which we have signed leases that have not yet commenced revenue recognition in accordance with GAAP, our in-service office and retail properties were approximately 89.4% leased at December 31, 2024.

Investment Activity

We remain in active pursuit of opportunities in our core markets and asset types with primarily two types of counterparties:

lenders to highly leveraged assets that require recapitalization and institutional owners seeking to divest from the office asset class.

To date, there has been limited market transaction activity for higher-quality office assets, though owners are increasingly testing the market to understand pricing.

We continually evaluate current and prospective markets for possible acquisitions of “value-add” assets that require lease-up or repositioning, and acquisitions that are otherwise consistent with our long-term strategy of owning, managing, developing, and improving premier workplaces in each of our chosen markets.

Additional new acquisition opportunities will likely increase in this environment, and we remain committed to developing and acquiring assets to enhance our long-term growth and to meet client demand by focusing on premier workplaces.

Consistent with this strategy, on December 27, 2024, we completed the acquisition of 725 12th Street, an approximately 300,000 square foot, 12-story property in Washington, DC, for a purchase price, excluding transaction costs, of $34.0 million.

We will be redeveloping the property into an approximately 320,000 square foot premier workplace.

In conjunction with the closing, we signed a lease agreement with global law firm, McDermott Will & Emery LLP, covering approximately 152,000 square feet in the top five floors of the “to-be-constructed” premier workplace.

We are currently negotiating with a client for the majority of the remaining space, although there is no guarantee we will lease such space on the terms contemplated or at all.

Ideally located in the CBD of Washington, DC, the property sits three blocks from the White House and steps from Metro Center Station, the transportation hub for the City’s Metrorail service, where the Red, Orange, Blue, and Silver lines converge.

As of December 31, 2024, our development/redevelopment pipeline consisted of seven properties that, when completed, we expect will total approximately 2.3 million net rentable square feet.

Our share of the estimated total cost for these projects is approximately $2.3 billion, of which approximately $1.3 billion remains to be invested.

The commercial space in the pipeline, which excludes the residential project, was 50% pre-leased as of February 21, 2025.

In the fourth quarter of 2024, we completed and fully placed in-service 300 Binney Street, an approximately 240,000 square foot laboratory/life sciences project located in Cambridge, Massachusetts, in which BXP has a 55% ownership interest.

This project is 100% leased to the Broad Institute.

As we continue to focus on new investments to drive future growth, we regularly review our portfolio to identify properties as potential sales candidates that either no longer fit within our portfolio strategy or could attract premium pricing in the current market.

In addition, the BXP regional teams are pursuing alternative uses for some of our suburban land holdings, which includes vacant office buildings for which the highest and best use may not be office.

We are currently in active negotiations for the disposition of three land sites and we expect to put an operating property into the market for sale in 2025.

If successful, these sales in aggregate could generate approximately $200.0 million of net proceeds in 2025, although it is possible that one of the land sales does not close until 2026.

However, there can be no assurance that we will complete any of these transactions on the terms and schedule currently contemplated or at all.

A brief overview of each of our markets follows.

During the fourth quarter of 2024, we executed approximately 682,000 square feet of leases and approximately 430,000 square feet of leases commenced in the Boston region.

Approximately 146,000 square feet of the leases that commenced had been vacant for less than one year and represent a decrease in net rental obligations of approximately 0.3% over the prior leases.

As of December 31, 2024, our approximately 8.4 million square foot Boston CBD in-service portfolio was approximately 95.6% occupied and approximately 97.5% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Our approximately 2.7 million square foot in-service CBD portfolio in Cambridge was approximately 96.6% occupied and 97.6% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP) as of December 31, 2024.

As of December 31, 2024, our approximately 4.8 millions square foot Route 128-Mass Turnpike in-service portfolio was approximately 75.6% occupied and approximately 77.7% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Our Los Angeles (“LA”) in-service portfolio of approximately 2.3 million square feet is currently focused in West LA and includes Colorado Center, an approximately 1.1 million square foot property of which we own 50%, and Santa Monica Business Park, a 21-building, approximately 1.2 million square foot property.

As of December 31, 2024, our LA in-service properties were approximately 84.9% occupied and 87.4% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

During the fourth quarter of 2024, we executed approximately 574,000 square feet of leases in the New York region and approximately 575,000 square feet of leases commenced.

Approximately 199,000 square feet of the leases that commenced had been vacant for less than one year, and they represent a decrease in net rental obligations of approximately 5.9% over the prior leases.

As of December 31, 2024, our New York CBD in-service portfolio was approximately 90.8% occupied and approximately 93.6% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

At December 31, 2025, BXP’s total in-service portfolio occupancy was 86.7%, an increase of 70 basis points from the third quarter of 2025.

BXP’s total portfolio was 89.4% leased (including vacant space for which we have signed leases that have not yet commenced revenue recognition in accordance with GAAP), an increase of 60 basis points from the third quarter of 2025.

An overview of the leasing activity in each of our regions for the three months ended December 31, 2025 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 commenced (1)

Region Leases executed (2)

Total Second generation space vacant < 1 Year Change in second generation cash rents, net (3)

Occupancy Leased (4)

Boston 363,248 330,378 213,655 15.35 % 91.9 % 93.1 %

Los Angeles 2,971 9,117 6,644 (6.27) % 86.5 % 87.0 %

New York 563,236 486,371 374,256 (3.91) % 83.8 % 89.4 %

San Francisco 368,189 148,903 57,133 (30.47) % 77.0 % 79.2 %

During the fourth quarter of 2024, we executed leases for approximately 383,000 square feet and approximately 106,000 square feet commenced in the San Francisco region.

Approximately 56,000 square feet of leases that commenced had been vacant for less than one year and represent an increase in net rental obligations of approximately 13.2% over the prior leases.

As of December 31, 2024, our San Francisco CBD in-service properties were approximately 84.3% occupied and approximately 85.2% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Our Seattle in-service portfolio includes Safeco Plaza, an approximately 762,000 square foot property of which we own 33.67%, and Madison Centre, an approximately 755,000 square foot property.

As of December 31, 2024, these in-service properties were approximately 81.6% occupied and approximately 83.5% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Seattle 4,393 26,039 13,105 (9.51) % 79.8 % 81.3 %

Washington, DC 509,103 296,353 234,006 (15.91) % 91.7 % 93.8 %

During the fourth quarter of 2024, we executed leases for approximately 494,000 square feet and leases for approximately 140,000 square feet commenced in the Washington, DC region.

Leases for approximately 64,000 square feet that commenced had been vacant for less than one year and represent a decrease in net rental obligations of approximately 11.6% over the prior leases.

As of December 31, 2024, our Washington, DC CBD in-service properties were approximately 89.2% occupied and approximately 90.7% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

A significant component of our Washington, DC regional portfolio is in Reston Town Center, an award-winning mixed-use development in Northern Virginia.

Reston is a hub for technology, cloud services, cybersecurity and defense intelligence companies.

As of December 31, 2024, our approximately 4.9 million square foot Reston CBD portfolio was approximately 94.9% occupied and approximately 96.9% leased (including vacant space for which have signed leases that have not yet commenced in accordance with GAAP).

In regard to the new presidential administration’s efficiency initiatives, if the federal workforce returns to their offices, their return should be a significant positive for our business in the Washington, DC region.

More street life would be a positive for the urban environment, hopefully triggering government contractor clients to return to their offices in line with government clients.

In addition, if the General Services Administration (“GSA”) reduces space requirements, we do not expect to be directly or materially impacted by this reduction as we have limited exposure to GSA leases.

Leasing Statistics

The table below details our vacancy and the leasing activity, including 100% of the unconsolidated joint ventures, that commenced revenue recognition during the year ended December 31, 2024:

Total / Weighted Average 1,811,140 1,297,161 898,799 (5.46) % 86.7 % 89.4 %

__________________

(1) Represents space with signed leases for which lease revenue recognition has commenced in accordance with GAAP during the three months ended December 31, 2025.

(2) Represents leases executed during the three months ended December 31, 2025 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.

The total square feet of leases executed during the three months ended December 31, 2025 for which we recognized lease revenue in the three months ended December 31, 2025 is 275,420.

(3) Represents the increase (decrease) in net rent (gross rent less operating expenses) under the new leases versus expired leases on the 898,799 square feet of second generation leases that had been occupied within the prior 12 months.

(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.

The table below details the vacancy and leasing activity in our portfolio, including 100% of the unconsolidated joint ventures, that commenced revenue recognition during the year ended December 31, 2025:

Year ended December 31, 2025

10 unchanged sentences

Vacant space available for lease at the end of the period 6,342,127

Leases executed during the period (4) 5,648,615

Leases executed during the period, in square feet (4) 5,575,629

Second generation leasing information :

3 unchanged sentences

Total Transaction Costs Per Square Foot (6) $94.32

Increase in Gross Rents (7) 1.38 %

Increase in Net Rents (8) 1.79 %

Increase (Decrease) in Gross Rents (7) (3.41) %

Increase (Decrease) in Net Rents (8) (5.41) %

__________________

(1) Total square feet from properties taken out of service during the year ended December 31, 2024 consists of 205,355 square feet at 1100 Winter Street, 162,274 square feet at 1050 Winter Street, 111,183 square feet at Kingstowne One, 71,420 square feet at 15825 Shady Grove Road and 30,000 square feet at 17 Hartwell Avenue.

(2) Total square feet from properties placed (and partially placed) in-service during the year ended December 31, 2024 consists of 239,908 square feet at 300 Binney Street, 187,048 square feet at 180 CityPoint, 117,907 square feet at 760 Boylston Street, 112,841 square feet at 103 CityPoint, 102,542 square feet at 360 Park Avenue South, 67,017 square feet at 651 Gateway and 3,858 square feet at Reston Next Office Phase II .

(1) Total square feet from properties taken out of service during the year ended December 31, 2025 consists of 261,046 square feet at Reston Corporate Center, 211,840 square feet at 1000 Winter Street, 201,634 square feet at Reservoir Place, 102,980 square feet at Market Square North, 89,851 square feet at 140 Kendrick Street and 23,633 square feet at 200 Clarendon Street.

(2) Total square feet from properties placed (and partially placed) in-service during the year ended December 31, 2025 consists of 345,570 square feet at 360 Park Avenue South, 162,274 square feet at 1050 Winter Street and 82,771 square feet at Reston Next Office Phase II.

(3) Represents leases for which lease revenue recognition has commenced in accordance with GAAP during the year ended December 31, 2025.

(4) Represents leases executed during the year ended December 31, 2024 for which we either (1) commenced lease revenue recognition in such period or (2) will commence lease revenue recognition in subsequent periods, in accordance with GAAP, and includes leases at properties currently under development.

The total square feet of leases e xecuted and recognized during the year ended December 31, 2024 is 943,147 square feet.

(4) Represents leases executed during the year ended December 31, 2025 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.

The total square feet of leases executed during the year ended December 31, 2025 for which we recognized lease revenue in the year ended December 31, 2025 is 886,021.

(5) Second generation leases are defined as leases for space that we have previously leased.

Of the 4,022,122 square feet of second generation leases that commenced during the year ended December 31, 2024, leases for 3,105,337 square feet were signed in prior periods.

Of the 3,945,942 square feet of second generation leases that commenced revenue recognition during the year ended December 31, 2025, leases for 3,067,250 square feet were signed in prior periods.

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

(7) Represents the increase in gross rent (base rent plus expense reimbursements) on the new versus expired leases on the 2,820,354 square feet of second generation leases that had been occupied within the prior 12 months for the year ended December 31, 2024;

(7) Represents the increase (decrease) in gross rent (base rent plus expense reimbursements) under the new leases versus expired leases on the 2,453,253 square feet of second generation leases that had been occupied within the prior 12 months;

excludes leases that management considers temporary because the client is not expected to occupy the space on a long-term basis.

(8) Represents the increase in net rent (gross rent less operating expenses) on the new versus expired leases on the 2,820,354 square feet of second generation leases that had been occupied within the prior 12 months for the year ended December 31, 2024.

(8) Represents the increase (decrease) in net rent (gross rent less operating expenses) under the new leases versus expired leases on the 2,453,253 square feet of second generation leases that had been occupied within the prior 12 months.

Investment Activity

In 2025, BXP commenced 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.

The project is 29% pre-leased as of February 20, 2026, and BXP is in active discussions with other prospective clients.

BXP fully placed three development properties into service in 2025, reflecting continued execution on its development pipeline and the successful delivery of premier workplace assets:

• 1050 Winter Street, an approximately 162,000 square foot office building located in the urban edge of Boston, Massachusetts.

As of February 20, 2026, the project is 100% leased.

• Reston Next Office Phase II, an approximately 87,000 square foot boutique premier workplace located in Reston, Virginia.

As of February 20, 2026, the project is 92% leased.

• 360 Park Avenue South, an approximately 448,000 square foot premier workplace located in New York City, New York, in which we have an approximately 71% ownership interest.

As of February 20, 2026, the project is 59% leased.

For descriptions of significant transactions that we completed during 2025, see “ Item 1.

26 unchanged sentences

In estimating costs to execute similar leases, we consider leasing commissions, legal and other related expenses.

During the year ended December 31, 2024, we completed two acquisitions in Washington, DC consisting of (1) 725 12th Street for a purchase price, excluding transaction costs, of $34.0 million and (2) our joint venture partner’s 50% economic ownership interest in the joint venture entity that owned 901 New York Avenue.

At acquisition, the total net equity acquired for 901 New York Avenue was $20.0 million, which includes $10.0 million in cash that we paid for the joint venture partner's 50% economic ownership interest in the joint venture.

These transactions were accounted for as asset acquisitions, and the purchase price was allocated based on the relative fair values of the assets acquired and liabilities assumed (See Note 3 to the Consolidated Financial Statements).

During the year ended December 31, 2025, we completed the acquisition of 2100 M Street, located in Washington, DC, for a purchase price, including transaction costs, of approximately $55.9 million.

This transaction was accounted for as an asset acquisition, and the purchase price was allocated based on the relative fair values of the assets acquired and liabilities assumed (See Note 3 to the Consolidated Financial Statements).

Management reviews its long-lived assets for indicators of impairment following the end of each quarter and when events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.

6 unchanged sentences

If we determine that an impairment has occurred, the affected assets must be reduced to their fair value.

At March 31, 2024, we evaluated the expected hold period for a portion of our Shady Grove property, consisting of 2 Choke Cherry Road, 2094 Gaither Road and a land parcel, located in Rockville, Maryland.

Based on a shorter-than-expected hold period, we reduced the carrying value of a portion of the property that we anticipate selling to a third-party developer to its estimated fair value at March 31, 2024.

As a result, each of BXP and BPLP recognized an impairment loss of approximately $13.6 million during the year ended December 31, 2024.

During the year ended December 31, 2025, in conjunction with our strategy to sell non-core assets , we evaluated the consolidated properties approved by BXP’s Board of Directors (or a committee thereof) for sale to third-parties, which resulted in recognized impairment losses of approximately $85.8 million and $82.9 million for BXP and BPLP, respectively (See Note 3 to the Consolidated Financial Statements).

Unconsolidated Joint Ventures

Our investments in unconsolidated joint ventures are reviewed for indicators of impairment on a quarterly basis and we record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying amounts has occurred and such decline is other-than-temporary.

This evaluation of the investments in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

As of December 31, 2025, the net carrying amounts of our investments in unconsolidated joint ventures was approximately $983.7 million, which includes investments with deficit balances aggregating approximately $15.6 million included within Other Liabilities in our Consolidated Balance Sheets.

Investments in unconsolidated joint ventures are reviewed for indicators of impairment on a quarterly basis and we record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying amounts has occurred and such decline is other-than-temporary.

This evaluation of the investments in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment, the intent and ability to retain each investment for a period of time to allow for anticipated recovery in market value, and market conditions.

We will record an impairment charge if we determine that a decline in the fair value below the carrying amount of an investment in an unconsolidated joint venture is other-than-temporary.

The fair value is calculated using discounted cash flows which is subjective and considers assumptions regarding

future occupancy, future rental rates, future capital requirements, debt interest rates and availability, discount rates and capitalization rates that could differ materially from actual results in future periods.

As of December 31, 2024, the net carrying amounts of our investments in unconsolidated joint ventures was approximately $1.1 billion, which includes investments with deficit balances aggregating approximately $33.5 million included within Other Liabilities in our Consolidated Balance Sheets.

During the year ended December 31, 2024, we recognized an other-than-temporary impairment loss on our investments in Colorado Center, Gateway Commons and Safeco Plaza of approximately $168.4 million, $126.1 million and $46.8 million, respectively (See Note 6 to the Consolidated Financial Statements).

The fair value could be calculated by using a pending offer from a third-party or discounted cash flows, which are

estimates based, in part, on assumptions regarding future occupancy, future rental rates, future capital requirements, debt interest rates and availability, third party offers, discount rates and capitalization rates that could differ materially from actual results in future periods.

Such evaluation of key impairment indicators, including a pending offer from a third-party, resulted in our determination that the decline in value for the joint venture that owns Gateway Commons was other-than-temporary.

As a result, during the year ended December 31, 2025, we recognized an other-than-temporary impairment loss on our investment in Gateway Commons of approximately $145.1 million (See Notes 6 and 17 to the Consolidated Financial Statements).

Our accounting policies related to income tax are described in Note 2 to our Consolidated Financial Statements.

The net difference between the tax basis and the reported amounts of BXP’s assets and liabilities was approximately $1.6 billion and $2.0 billion as of December 31, 2024 and 2023, respectively, which was primarily related to the difference in basis of contributed property and accrued rental income.

The net difference between the tax basis and the reported amounts of BXP’s assets and liabilities was approximately $653.1 million and $1.6 billion as of December 31, 2025 and 2024, respectively, which was primarily related to the difference in basis of contributed property and accrued rental income.

Certain entities included in BXP’s Consolidated Financial Statements are subject to certain state and local taxes.

33 unchanged sentences

Taxable income $ 682,841 $ 580,873 $ 700,294

Results of Operations for the Year Ended December 31, 2024 and 2023

Results of Operations

At December 31, 2025 and 2024, we owned or had joint venture interests in a portfolio of 179 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 years ended December 31, 2025 and 2024 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, impairment losses, loss on sales-type lease, loss from unconsolidated joint ventures, 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, gains from investments in securities, interest and other income (loss), gains on sales of real estate, 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

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.

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 depreciation expense, impairment losses and gains on sales of real estate upon the sale of these properties.

For additional information see the Explanatory Note that immediately follows the cover page of this Annual Report on Form 10-K.

Results of Operations for the Years Ended December 31, 2025 and 2024

This section of this Form 10-K generally discusses 2025 and 2024 items and year-to-year comparisons between 2025 and 2024.

1 unchanged sentence

Net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership decreased by approximately $175.9 million and $196.3 million, respectively, for the year ended December 31, 2024 compared to 2023, as set forth in the following tables and for the reasons discussed below under the heading “ Comparison of the year ended December 31, 2024 to the year ended December 31, 2023” within “ Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations .”

and net income attributable to Boston Properties Limited Partnership increased by approximately $262.5 million and $297.6 million, respectively, for the year ended December 31, 2025 compared to 2024, as set forth in the following tables and for the reasons discussed below under the heading “ Comparison of the year ended December 31, 2025 to the year ended December 31, 2024” within “Item 7—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 Net Operating Income and Net Income Attributable to Boston Properties Limited Partnership to Net Operating Income for the years ended December 31, 2024 and 2023.

For a detailed discussion of Net Operating Income (“NOI”), including the reasons management believes NOI is useful to investors, see page 65 .

to NOI and (2) Net Income Attributable to Boston Properties Limited Partnership to NOI for the years ended December 31, 2025 and 2024.

For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 60 .

Year ended December 31,

12 unchanged sentences

653,138 645,117 8,021 1.24 %

Impairment loss

13,615 — 13,615 100.00 %

Losses from interest rate contracts — 79 (79) (100.00) %

Loss from early extinguishment of debt 338 — 338 100.00 %

Impairment losses 85,803 13,615 72,188 530.21 %

Loss on sales-type lease 2,490 — 2,490 100.00 %

Loss from unconsolidated joint ventures 103,560 343,177 (239,617) (69.82) %

Other Income:

Unrealized gain on non-real estate investments 546 239 307 128.45 %

Unrealized gain (loss) on non-real estate investments (346) 546 (892) (163.37) %

Gains from investments in securities 5,481 4,416 1,065 24.12 %

14 unchanged sentences

36,579 28,060 8,519 30.36 %

Net Operating Income $ 2,041,045 $ 1,998,776 $ 42,269 2.11 %

Net Operating Income (“NOI”) $ 2,058,649 $ 2,041,045 $ 17,604 0.86 %

Year ended December 31,

9 unchanged sentences

653,138 645,117 8,021 1.24 %

Impairment loss

13,615 — 13,615 100.00 %

Losses from interest rate contracts — 79 (79) (100.00) %

Loss from early extinguishment of debt 338 — 338 100.00 %

Impairment losses 82,890 13,615 69,275 508.81 %

Loss on sales-type lease 2,490 — 2,490 100.00 %

Loss from unconsolidated joint ventures 103,560 343,177 (239,617) (69.82) %

Other Income:

Unrealized gain on non-real estate investments 546 239 307 128.45 %

Unrealized gain (loss) on non-real estate investments (346) 546 (892) (163.37) %

Gains from investments in securities 5,481 4,416 1,065 24.12 %

14 unchanged sentences

36,579 28,060 8,519 30.36 %

Net Operating Income $ 2,041,045 $ 1,998,776 $ 42,269 2.11 %

At December 31, 2024 and 2023, we owned or had joint venture interests in a portfolio of 185 and 188 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 year ended December 31, 2024 and 2023 show 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 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.

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, impairment loss, losses from interest rate contracts, loss from unconsolidated joint ventures, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts and corporate general and administrative expense less (2) unrealized gain on non-real estate investments, gains from investments in securities, interest and other income (loss), gains on sales of real estate, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.

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.

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.

For additional information see the Explanatory Note that immediately follows the cover page of this Annual Report on Form 10-K.

Net Operating Income (“NOI”) $ 2,058,649 $ 2,041,045 $ 17,604 0.86 %

Comparison of the year ended December 31, 2025 to the year ended December 31, 2024

3 unchanged sentences

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, 2024 or disposed of on or prior to December 31, 2025.

This table includes a reconciliation from the Same Property Portfolio to the Total Property Portfolio by also providing information for the year ended December 31, 2024 and 2023 with respect to the properties that were acquired, placed in-service, in or held for development or redevelopment or sold.

We did not sell any properties during the years ended December 31, 2024 and 2023.

This table includes a reconciliation from the Same Property Portfolio to the Total Property Portfolio by also providing information for the years ended December 31, 2025 and 2024 with respect to the properties that were acquired, placed in-service, in or held for development or redevelopment, or sold.

Same Property Portfolio Properties Acquired Portfolio Properties

Placed In-Service

Portfolio Properties in or Held for Development or Redevelopment Portfolio Total Property Portfolio

Portfolio Properties in or Held for Development or Redevelopment Portfolio Properties Sold Portfolio Total Property Portfolio

2025 2024 Increase/

18 unchanged sentences

(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 provides investors with information regarding our performance that is not immediately apparent from the comparable non-GAAP measures and allows investors to compare operating performance between periods.

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 60.

3 unchanged sentences

Lease Revenue (Excluding Termination Income)

Lease revenue (excluding termination income) from the Same Property Portfolio decreased by approximately $21.6 million for the year ended December 31, 2024 compared to 2023.

The decrease was a result of our average occupancy decreasing from 90.8% to 88.9%, resulting in a decrease of approximately $60.6 million, partially offset by revenue per square foot increasing by approximately $1.14, contributing approximately $39.0 million.

Lease revenue (excluding termination income) from the Same Property Portfolio increased by approximately $43.5 million for the year ended December 31, 2025 compared to 2024.

The increase was a result of our average revenue per square foot increasing by approximately $1.70, contributing approximately $57.3 million, partially offset by approximately $13.8 million due to our average occupancy decreasing from 89.1% to 88.7%.

Termination Income

Termination income decreased by approximately $3.8 million for the year ended December 31, 2024 compared to 2023.

Termination income for the year ended December 31, 2024 related to 30 clients across the Same Property Portfolio and totaled approximately $9.3 million, with the largest contribution related to a retail client that terminated its lease early in Boston.

Termination income for the year ended December 31, 2023 related to 28 clients across the Same Property Portfolio and totaled approximately $13.1 million, which was primarily related to clients that terminated leases early in Seattle.

Termination income increased by approximately $2.6 million for the year ended December 31, 2025 compared to 2024.

Termination income for the year ended December 31, 2025 related to 14 clients across the Same Property Portfolio and totaled approximately $11.3 million.

Termination income for the year ended December 31, 2024 related to 29 clients across the Same Property Portfolio and totaled approximately $8.7 million.

Parking and Other Revenue

1 unchanged sentence

Parking and other revenue increased by approximately $1.8 million and $6.5 million, respectively.

The increase in other revenue was primarily related to the View Boston observatory.

The increase in parking revenue was primarily due to an increase in monthly parking.

The increase in other revenue was primarily associated with an increase in insurance proceeds.

Real Estate Operating Expenses

Real estate operating expenses from the Same Property Portfolio increased by approximately $39.5 million, or 3.3%, for the year ended December 31, 2025 compared to 2024, due primarily to increases in (1) repairs and maintenance of approximately $18.7 million, or 9.2%, (2) utilities of approximately $17.8 million, or 14.1%, and (3) other real estate operating expenses of approximately $3.0 million, or 0.3%.

The increase in repairs and maintenance related primarily to properties in our Boston region.

The increase in utilities related primarily to properties in our New York region.

In addition, approximately $10.4 million of the increase related to marketing and operating expenses associated with the View Boston observatory.

The increase in repairs and maintenance was primarily in the New York region.

The increase in utilities was primarily in the Boston region.

Properties Acquired Portfolio

4 unchanged sentences

(dollars in thousands)

Santa Monica Business Park (1) December 14, 2023 1,177,973 $ 75,353 $ 3,890 $ 71,463 $ 27,545 $ 1,431 $ 26,114

901 New York Avenue January 8, 2024 524,021 $ 33,294 $ 33,095 $ 199 $ 13,328 $ 12,340 $ 988

1,686,103 $ 108,448 $ 3,890 $ 104,558 $ 39,885 $ 1,431 $ 38,454

______________

(1) Rental revenue for the year ended December 31, 2024 includes approximately $0.2 million of termination income.

Properties Placed In-Service Portfolio

4 unchanged sentences

(dollars in thousands)

2100 Pennsylvania Avenue Second Quarter, 2022 Second Quarter, 2023 475,849 $ 36,677 $ 21,893 $ 14,784 $ 11,570 $ 9,536 $ 2,034

140 Kendrick Street - Building A Third Quarter, 2023 Third Quarter, 2023 104,166 7,664 3,338 4,326 2,412 943 1,469

180 CityPoint Third Quarter, 2023 Third Quarter, 2024 329,195 $ 15,973 $ 14,558 $ 1,415 $ 6,878 $ 5,996 $ 882

1 unchanged sentence

760 Boylston Street Second Quarter, 2024 Second Quarter, 2024 118,000 9,597 6,991 2,606 1,135 786 349

Reston Next Office Phase II Third Quarter, 2024 N/A 90,000 12 — 12 57 — 57

Reston Next Office Phase II Third Quarter, 2024 Third Quarter, 2025 86,629 230 12 218 398 57 341

300 Binney Street Fourth Quarter, 2024 Fourth Quarter, 2024 239,908 46,720 7,212 39,508 6,450 1,052 5,398

Reston Next Retail (1) First Quarter, 2025 N/A 30,000 — — — 70 — 70

1050 Winter Street Second Quarter, 2025 Third Quarter, 2025 162,274 2,478 230 2,248 1,602 1,450 152

1,078,848 $ 75,001 $ 29,006 $ 45,995 $ 18,172 $ 10,212 $ 7,960

_____________

(1) On January 16, 2026, Reston Next Retail was fully placed in-service.

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, 2024 and December 31, 2025.

Rental revenue from our Properties in or Held for Development or Redevelopment Portfolio increased by approximately $2.2 million and real estate operating expenses decreased by approximately $3.4 million for the year ended December 31, 2024 compared to 2023, as detailed below.

Rental revenue and real estate operating expenses from our Properties in or Held for Development or Redevelopment Portfolio decreased by approximately $32.3 million and $2.4 million, respectively, for the year ended December 31, 2025 compared to 2024, as detailed below.

Date Commenced Held for Development / Redevelopment Rental Revenue Real Estate Operating Expenses

1 unchanged sentence

(dollars in thousands)

105 Carnegie Center (1) November 30, 2022 73,000 $ — $ — $ — $ 548 $ 54 $ 494

Kendall Center Blue Parking Garage (2) January 4, 2023 N/A 8 25 (17) (72) 2,378 (2,450)

Shady Grove Innovation District (3) March 31, 2023 184,000 102 2,061 (1,959) 886 1,482 (596)

Held for Development or Redevelopment (1)

Lexington Office Park March 31, 2023 167,000 $ 985 $ 967 $ 18 $ 1,676 $ 1,681 $ (5)

171 Dartmouth Street March 28, 2024 N/A — — — 261 — 261

1050 and 1100 Winter Street (3) (4) March 31, 2024 455,000 10,372 4,313 6,059 5,369 5,974 (605)

17 Hartwell Avenue (3) June 30, 2024 30,000 608 1,892 (1,284) 452 518 (66)

Shady Grove Innovation District (2) March 31, 2024 129,000 2 102 (100) 487 730 (243)

1000 & 1100 Winter Street (3) December 31, 2025 567,000 10,492 22,380 (11,888) 8,549 8,903 (354)

Kingstowne One September 30, 2024 154,000 959 2,010 (1,051) 1,307 1,324 (17)

Reston Corporate Center January 1, 2025 261,000 13 12,591 (12,578) 2,019 3,742 (1,723)

Reservoir Place (4) March 31, 2025 361,000 2,466 9,143 (6,677) 4,368 5,167 (799)

1,639,000 14,917 47,193 (32,276) 18,406 21,547 (3,141)

Redevelopment

171 Dartmouth Street March 28, 2024 N/A — — — 1,024 261 763

— — — — 1,024 261 763

(1) On November 30, 2023, we elected to suspend redevelopment.

Although no longer in redevelopment, this property is not considered “in-service” as we are not actively leasing this property in anticipation of restarting redevelopment in the future.

(2) The Kendall Center Blue Parking Garage was taken out of service on January 4, 2023 and then demolished to support the development of 290 Binney Street.

Real estate operating expenses for the year ended December 31, 2023 included approximately $2.4 million of demolition costs.

(3) Lexington Office Park, 1050 and 1100 Winter Street, 17 Hartwell Avenue, Kingstowne One and a portion of Shady Grove Innovation District are no longer considered “in-service” because each property’s occupied percentage is less than 50% and we are no longer actively leasing the properties in anticipation of a future development/redevelopment.

The properties will be considered held for development or redevelopment until the last client has vacated the property and the

property is no longer revenue producing.

Shady Grove Innovation District is comprised of three buildings, 2092 and 2098 Gaither Road and 15825 Shady Grove Road that were taken out of service between January 1, 2023 and December 31, 2024.

(4) 1100 Winter Street was taken out of service as of September 30, 2024.

Rental revenue at 1100 Winter Street for the year ended December 31, 2024 included approximately $6.4 million of termination income.

1,639,000 $ 14,917 $ 47,193 $ (32,276) $ 19,430 $ 21,808 $ (2,378)

_____________

(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) This portion of Shady Grove Innovation District is comprised of two buildings, 2098 Gaither Road and 15825 Shady Grove Road.

(3) Rental revenue for the year ended December 31, 2024 includes approximately $6.5 million of termination income.

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

Rental revenue for the year ended December 31, 2024 includes approximately $0.7 million of termination income.

Properties Sold Portfolio

The table below lists the properties we sold between January 1, 2024 and December 31, 2025.

Rental revenue from our Properties Sold Portfolio decreased by approximately $1.2 million and real estate operating expenses increased by approximately $1.8 million for the year ended December 31, 2025 compared to 2024, as detailed below.

Rental Revenue Real Estate Operating Expenses

Name Date Sold Property Type Square Feet 2025 2024 Change 2025 2024 Change

(dollars in thousands)

17 Hartwell Avenue (1) June 27, 2025 Office 30,000 $ (4) $ 608 $ (612) $ 215 $ 452 $ (237)

Almaden Boulevard October 17, 2025 Land N/A 310 339 (29) 406 493 (87)

Land Parcels at Broad Run December 1, 2025 Land N/A — — — 43 48 (5)

3625 Peterson Way December 11, 2025 Land N/A 2,317 2,384 (67) 858 1,112 (254)

140 Kendrick Street December 17, 2025 Office 409,200 18,945 20,311 (1,366) 7,838 7,828 10

Total Office/Land 439,200 21,568 23,642 (2,074) 9,360 9,933 (573)

Proto Kendall Square December 18, 2025 Residential 166,700 12,798 11,879 919 6,123 3,946 2,177

Signature at Reston Town Center December 19, 2025 Residential 517,800 18,617 18,642 (25) 8,218 8,034 184

Total Residential 684,500 31,415 30,521 894 14,341 11,980 2,361

1,123,700 $ 52,983 $ 54,163 $ (1,180) $ 23,701 $ 21,913 $ 1,788

______________

(1) During the year ended December 31, 2024, this property was removed from our “in-service” properties listing and classified as held for redevelopment (See Notes 3 and 6 to the Consolidated Financial Statements).

Residential Net Operating Income

Net operating income for our residential same properties increased by approximately $1.7 million for the year ended December 31, 2024 compared to 2023.

The following reflects our occupancy and rate information for our residential same properties for the year ended December 31, 2024 and 2023.

Net operating income for our residential same properties decreased by approximately $0.2 million for the year ended December 31, 2025 compared to 2024.

The following reflects our occupancy and rate information, by region, for our residential same properties for the year ended December 31, 2025 and 2024.

Average Monthly Rental Rate (1) Average Rental Rate Per Occupied Square Foot Average Physical Occupancy (2) Average Economic Occupancy (3)

Name 2024 2023 Change (%) 2024 2023 Change (%) 2024 2023 Change (%) 2024 2023 Change (%)

Proto Kendall Square $ 3,209 $ 3,076 4.3 % $ 5.90 $ 5.65 4.4 % 94.9 % 95.5 % (0.6) % 94.8 % 95.1 % (0.3) %

The Lofts at Atlantic Wharf $ 4,420 $ 4,432 (0.3) % $ 4.94 $ 4.91 0.6 % 95.6 % 95.6 % — % 94.5 % 95.6 % (1.2) %

Signature at Reston $ 2,841 $ 2,698 5.3 % $ 2.92 $ 2.79 4.7 % 95.6 % 94.9 % 0.7 % 95.6 % 94.3 % 1.4 %

The Skylyne $ 3,387 $ 3,480 (2.7) % $ 4.28 $ 4.42 (3.2) % 89.0 % 91.1 % (2.3) % 87.1 % 89.1 % (2.2) %

Region 2025 2024 Change (%) 2025 2024 Change (%) 2025 2024 Change (%) 2025 2024 Change (%)

Boston $ 4,685 $ 4,420 6.0 % $ 5.20 $ 4.94 5.3 % 97.5 % 95.6 % 2.0 % 97.2 % 94.5 % 2.9 %

San Francisco $ 3,025 $ 3,013 0.4 % $ 3.82 $ 3.81 0.3 % 90.9 % 89.0 % 2.1 % 89.1 % 87.1 % 2.3 %

_____________

9 unchanged sentences

Hotel Net Operating Income

The Boston Marriott Cambridge hotel had net operating income of approximately $15.9 million for the year ended December 31, 2024, representing an increase of approximately $0.8 million compared to the year ended December 31, 2023.

The Boston Marriott Cambridge hotel had net operating income of approximately $14.4 million for the year ended December 31, 2025, representing a decrease of approximately $1.5 million compared to the year ended December 31, 2024.

The following reflects our occupancy and rate information for the Boston Marriott Cambridge hotel for the year ended December 31, 2025 and 2024.

2025 2024 Change (%)

Occupancy 78.7 % 77.2 % 1.9 %

3 unchanged sentences

Development and Management Services Revenue

Development and management services revenue decreased by approximately $12.8 million for the year ended December 31, 2024 compared to 2023.

Development services revenue and management services revenue decreased by approximately $6.1 million and $6.7 million, respectively.

The decrease in development services

revenue is primarily related to decreases in fees associated with tenant improvement projects in New York City and decreases in development income earned from unconsolidated joint ventures in the San Francisco and Washington DC regions.

The decrease in management services revenue primarily related to the elimination of property and asset management fees earned from an unconsolidated joint venture in the Los Angeles region in which we acquired the joint venture partner’s interest in December 2023.

Development and management services revenue increased by approximately $8.5 million for the year ended December 31, 2025 compared to 2024.

Development services revenue and management services revenue increased by approximately $3.8 million and $4.7 million, respectively.

The increase in development services revenue was primarily related to an increase in fees associated with a tenant improvement project in the Boston region.

The increase in management services revenue was primarily related to leasing commissions earned from an unconsolidated joint venture and a third-party managed building in the New York region.

General and Administrative Expense

General and administrative expense decreased by approximately $10.2 million for the year ended December 31, 2024 compared to 2023 primarily due to decreases in compensation expense and other general and administrative expenses of approximately $10.1 million and $0.1 million, respectively.

The decrease in compensation expense related to an approximately $8.9 million decrease in other compensation expenses and approximately $1.2 million decrease in the value of our deferred compensation plan.

General and administrative expense increased by approximately $8.8 million for the year ended December 31, 2025 compared to 2024 primarily due to increases in compensation expense and other general and administrative expenses of approximately $7.0 million and $1.8 million, respectively.

The increase in compensation expense was partially due to an approximately $2.3 million increase in health insurance costs and an approximately $1.1 million increase in the value of our deferred compensation plan.

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.

2 unchanged sentences

Transaction Costs

Transaction costs decreased by approximately $2.7 million for the year ended December 31, 2024 compared to 2023.

In general, transaction costs relate to the formation of new joint ventures and the pursuit of other transactions are expensed as incurred.

Transaction costs increased by approximately $1.1 million for the year ended December 31, 2025 compared to 2024.

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

This accounting resulted in a step-up of the real estate assets at BXP that was allocated to certain properties.

For additional information see the Explanatory Note that immediately follows the cover page of this Annual Report on Form 10-K.

Depreciation and amortization expense increased by approximately $56.4 million for the year ended December 31, 2024 compared to 2023, as detailed below.

Portfolio Depreciation and Amortization for the year ended December 31,

2024 2023 Change

(in thousands)

Same Property Portfolio $ 800,814 $ 797,908 $ 2,906

Properties Acquired Portfolio 55,236 2,112 53,124

Properties Placed In-Service Portfolio 25,657 24,333 1,324

Properties in or Held for Development or Redevelopment Portfolio (1) 5,484 6,460 (976)

$ 887,191 $ 830,813 $ 56,378

_____________

(1) During the year ended December 31, 2023, the Kendall Center Blue Parking Garage was taken out of service and demolished to support the development of 290 Binney Street, an approximately 573,000 net rentable square foot laboratory/life sciences project in Cambridge, Massachusetts.

As a result, during the year ended December 31, 2023, we recorded approximately $0.8 million of accelerated depreciation expense for the demolition of the garage, of which approximately $0.2 million related to the step-up of real estate assets.

Depreciation and amortization expense increased by approximately $56.6 million for the year ended December 31, 2024 compared to 2023, as detailed below.

Portfolio Depreciation and Amortization for the year ended December 31,

2024 2023 Change

(in thousands)

Depreciation and amortization expense increased by approximately $24.9 million for the year ended December 31, 2025 compared to 2024, for BXP and BPLP, as detailed below (in thousands).

Portfolio BXP

2025 2024 Change 2025 2024 Change

Same Property Portfolio $ 853,291 $ 837,603 $ 15,688 $ 846,504 $ 830,795 $ 15,709

2 unchanged sentences

Properties in or Held for Development or Redevelopment Portfolio 8,819 9,851 (1,032) 8,819 9,851 (1,032)

$ 880,383 $ 823,805 $ 56,578

Properties Sold Portfolio 14,147 14,832 (685) 14,147 14,832 (685)

$ 912,088 $ 887,191 $ 24,897 $ 905,301 $ 880,383 $ 24,918

As a result, during the year ended December 31, 2023, BPLP recorded approximately $0.6 million of accelerated depreciation expense for the demolition of the garage.

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

3 unchanged sentences

Loss from Unconsolidated Joint Ventures

For the year ended December 31, 2024 compared to 2023, loss from unconsolidated joint ventures increased by approximately $103.6 million primarily due to the recognition of non-cash impairment charges related to our investments in Colorado Center, Gateway Commons and Safeco Plaza aggregating approximately $341.3 million during the year ended December 31, 2024 compared to the recognition of non-cash impairment charges in the amount of $272.6 million related to our investments in Platform 16, 360 Park Avenue South, 200 Fifth Avenue and Safeco Plaza during the year ended December 31, 2023.

In addition, during the year ended December 31, 2024, there was an approximately $21.8 million gain recognized from acquiring our joint venture partner’s economic ownership interest in 901 New York Avenue.

Additionally, during the year ended December 31, 2023, there was an approximately $34.3 million net gain related to the disposition of our ownership interest in Metropolitan Square and an approximately $29.9 million net gain related to the acquisition of our joint venture partner’s ownership interest in Santa Monica Business Park that did not recur during the year ended December 31, 2024.

For the year ended December 31, 2025 compared to 2024, loss from unconsolidated joint ventures decreased by approximately $239.6 million primarily due to (1) an approximately $196.2 million decrease in the non-cash impairment losses that were recognized at several of our joint ventures and (2) a decrease in depreciation expense as a result of the impairment losses recognized, partially offset by an increase in gains on sales of approximately $32.0 million (See Note 6 to the Consolidated Financial Statements).

Gains on Sales of Real Estate

The $0.6 million and $0.5 million gains on sale of real estate for the years ended December 31, 2024 and 2023, respectively, were related to the sale of real estate occurring in prior periods.

Gains on sales of real estate 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 OP Unit redemptions by BPLP.

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 the gains on sales of real estate when those properties are sold.

For additional information, see the Explanatory Note that immediately follows the cover page of this Annual Report on Form 10-K.

Gains on sales of real estate increased by approximately $176.1 million and $178.7 million for the year ended December 31, 2025 compared to 2024, for BXP and BPLP, respectively, as detailed below.

Property Location Date Disposed Square Feet Gross Sales Price Net Cash Proceeds BXP Gain (1)

BPLP Gain (1)

(dollars in thousands)

17 Hartwell Avenue (2)

Lexington, MA June 27, 2025 30,000 $ 21,840 $ 21,840 $ 18,390 $ 18,489

Land Parcels at New Dominion Technology Park Fairfax County, VA October 15, 2025 N/A 250 248 248 248

Almaden Boulevard San Jose, CA October 17, 2025 N/A 13,500 12,659 124 124

Land Parcels at Broad Run Loudoun County, VA December 1, 2025 N/A 37,500 36,613 35,418 35,418

3625 Peterson Way San Jose, CA December 11, 2025 N/A 90,000 78,908 10,662 10,662

30,000 163,090 150,268 64,842 64,941

Proto Kendall Square Cambridge, MA December 18, 2025 166,700 171,500 169,413 53,276 53,276

Signature at Reston Town Center Reston, VA December 19, 2025 517,800 236,000 234,327 49,584 49,584

684,500 407,500 403,740 102,860 102,860

140 Kendrick Street Needham, MA December 17, 2025 409,200 132,000 128,506 7,306 9,796

409,200 132,000 128,506 7,306 9,796

Total Dispositions 1,123,700 $ 702,590 $ 682,514 $ 175,008 $ 177,597

______________

(1) Excludes approximately $1.7 million of gains for each of BXP and BPLP, which are primarily related to sales that occurred in prior periods.

With the exception of Almaden Boulevard, the fair value of the real estate disposed exceeded the carrying value (see “ Impairment Losses ” below).

During the year ended December 31, 2024, gains on sales of real estate related to prior period sales and totaled approximately $0.6 million for BXP and BPLP.

(2) See Notes 3 and 6 to the Consolidated Financial Statements.

Interest and Other Income (Loss)

Interest and other income (loss) decreased by approximately $9.8 million for the year ended December 31, 2024 compared to 2023, due primarily to a decrease in our outstanding cash balances and corresponding lower interest income.

Interest and other income (loss) decreased by approximately $24.4 million for the year ended December 31, 2025 compared to 2024, due primarily to a decrease in our outstanding cash balances and corresponding lower interest income, an approximately $5.8 million reserve related to the unpaid default interest on one of our Related Party Notes Receivable (See Note 16 to the Consolidated Financial Statements), partially offset by an

approximately $1.3 million decrease in the current expected credit loss allowance related to the refinancing of the related party note receivable for 3 Hudson Boulevard (See Note 6 to the Consolidated Financial Statements).

Gains from Investments in Securities

Gains from investments in securities for the years ended December 31, 2024 and 2023 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 the deferred compensation plans, each officer or non-employee director who is eligible to participate is permitted to defer a portion of the officer’s current income or the non-employee director’s compensation on a pre-tax basis and receive a tax-deferred return on these deferrals based on the performance of specific investments selected by the officer or non-employee director.

Gains from investments in securities for the year ended December 31, 2025 and 2024 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 BXP’s officers or former non-employee directors under our deferred compensation plans with equivalent assets and thereby limit our market risk.

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 years ended December 31, 2025 and 2024, we recognized gains of approximately $5.5 million and $4.4 million, respectively, on these investments.

By comparison, our general and administrative expense decreased by approximately $4.4 million and $5.6 million during the years ended December 31, 2024 and 2023, 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 officers and former non-employee directors of BXP participating in the plans.

Unrealized Gain on Non-Real Estate Investments

We invest in non-real estate investments, which are primarily environmentally-focused investment funds.

As a result, during the years ended December 31, 2024 and 2023, we recognized an unrealized gain of approximately $0.5 million and $0.2 million, respectively, due to the observable changes in the fair value of the investments.

Impairment Loss

At March 31, 2024, we evaluated the expected hold period for a portion of our Shady Grove property, located in Rockville, Maryland, consisting of 2 Choke Cherry Road, 2094 Gaither Road and a land parcel.

As a result, each of BXP and BPLP recognized an impairment loss of approximately $13.6 million.

Our estimated fair value was based on Level 3 inputs as defined in ASC 820 “Fair Value Measurements and Disclosures” and on a pending offer from a third party (See Note 3 to the Consolidated Financial Statements).

Losses from Interest Rate Contracts

During the year ended December 31, 2023, to satisfy a lender requirement, we entered into two agreements with the same third-party to purchase and sell a $600.0 million interest rate cap.

We did not elect hedge accounting, and as such, any change in market value will be recognized at the end of the period.

For the year ended December 31, 2023, we recognized a loss of approximately $79,000 from entering into these agreements.

We did not recognize any losses during the year ended December 31, 2024.

By comparison, our general and administrative expense decreased by approximately $5.5 million and $4.4 million during the years ended December 31, 2025 and 2024, 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 years ended December 31, 2025 and 2024, we recognized an unrealized gain (loss) of approximately $(0.3) 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 year ended December 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.

Impairment Losses

Impairment losses increased by approximately $72.2 million and $69.3 million for the year ended December 31, 2025 compared to 2024, for BXP and BPLP, respectively.

During the year ended December 31, 2025, in conjunction with our strategy to sell non-core assets, we evaluated the properties approved by BXP’s Board of Directors (or a committee thereof) for sale to third-parties which resulted in recognized impairment losses (See Note 2 to the Consolidated Financial Statements), as detailed below (in thousands):

Property Location Property Type BXP BPLP

Shady Grove - Parcel 1 (1)

Rockville, MD Land $ 13,615 $ 13,615

$ 13,615 $ 13,615

Almaden Boulevard San Jose, CA Land $ 25,515 $ 25,515

1330 Connecticut Avenue Washington, DC Office 20,358 17,461

North First Business Park (2) San Jose, CA Office 14,971 14,955

Shady Grove – Parcel 3 Rockville, MD Land 13,913 13,913

Springfield Metro Center Springfield, VA Land 11,046 11,046

$ 85,803 $ 82,890

(1) Sold on February 5, 2026, see Note 17 to the Consolidated Financial Statements.

(2) Sold on January 14, 2026, see Note 17 to the Consolidated Financial Statements.

Loss From Early Extinguishment of Debt

On March 28, 2025, BPLP amended and restated its revolving credit agreement (See Note 7 to the Consolidated Financial Statements) .

As a result of the amendment and restatement, during the year ended December 31, 2025, we recognized a loss from early extinguishment of debt of approximately $0.3 million related to unamortized origination costs.

Interest Expense

3 unchanged sentences

Increases to interest expense due to:

New mortgage loan financings (1) $ 64,308

Unsecured commercial paper (2) 18,582

Issuance of $750 million in aggregate principal of 6.500% senior notes due 2034 on May 15, 2023 18,345

Issuance of $850 million in aggregate principal of 5.750% senior notes due 2035 on August 26, 2024 $ 31,921

Other interest expense (excluding senior notes) 105

Unsecured commercial paper 13,833

Increase in interest due to finance leases 8,242

Issuance of $1.0 billion in aggregate principal of 2.000% exchangeable senior notes due 2030 on September 29, 2025 (1) 5,111

Increase in interest associated with unsecured term loans and the unsecured credit facility, net (2) 121

Total increases to interest expense 59,228

Decreases to interest expense due to:

Repayment of $700 million in aggregate principal of 3.800% senior notes due 2024 on February 1, 2024 (24,600)

Decrease in interest associated with unsecured term loans and the unsecured credit facility, net (3) (13,430)

Repayment of $500 million in aggregate principal of 3.125% senior notes due 2023 on September 1, 2023 (10,672)

Decrease in interest due to finance leases (2,109)

Repayment of $850 million in aggregate principal of the 3.200% senior notes due 2025 on January 15, 2025 (26,460)

Mortgage loan financings (2) (13,209)

Increase in capitalized interest related to development projects (8,651)

Redemption of $700 million in aggregate principal of 3.800% senior notes due 2024 on February 1, 2024 (2,237)

Other interest expense (excluding senior notes) (584)

Amortization expense of financing fees (66)

2 unchanged sentences

______________

(1) Consists of the mortgage loan and, if applicable, fair value debt and swap adjustments collateralized by (1) 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known as Kendall Center Green Garage) properties located in Cambridge, Massachusetts, (2) Santa Monica Business Park located in Santa Monica, California and (3) 901 New York Avenue located in Washington, DC (See Notes 7 and 8 to the Consolidated Financial Statements).

(2) On April 17, 2024, BPLP established an unsecured commercial paper program (See Note 7 to the Consolidated Financial Statements).

(3) Includes, if applicable, swap adjustments (See Note 8 to the Consolidated Financial Statements).

(1) See Note 7 to the Consolidated Financial Statements.

(2) Includes, if applicable, fair value and swap adjustments (See Note 8 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.

2 unchanged sentences

These costs are not included in the interest expense referenced above.

The decrease in capitalized interest is primarily attributable to a development project that had a finance lease and is now placed in service.

On January 15, 2025, we repaid at maturity $850.0 million in aggregate principal amount of our 3.200% unsecured senior notes.

The repayment was completed with available cash and proceeds from our August 2024 offering of $850.0 million in aggregate principal amount of 5.750% unsecured senior notes due 2035.

At December 31, 2024, our variable rate debt consisted of (1) BPLP’s $2.0 billion 2021 Credit Facility, (2) BPLP’s $700.0 million 2023 Unsecured Term Loan and (3) BPLP’s $500.0 million unsecured commercial paper notes.

As of December 31, 2024, the 2021 Credit Facility did not have a balance outstanding.

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 our 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known

as Kendall Center Green Garage) properties that bore interest at variable rates, which have all been hedged with interest rates swaps to fix SOFR for all or a portion of the applicable debt term.

For a summary of our consolidated debt as of December 31, 2024 refer to the heading “ Liquidity and Capital Resources—Debt Financing” within “ Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations.

At December 31, 2025, our variable rate debt consisted of (1) BPLP’s $2.95 billion unsecured credit facility (“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 December 31, 2025, there

were $700.0 million and $750.0 million outstanding under the 2025 Credit Facility and Commercial Paper Program, respectively.

In addition, we have a $100.0 million unsecured term loan facility (“2024 Unsecured Term Loan”) and an aggregate of $800.0 million of mortgage notes collateralized by Santa Monica Business Park and the 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 December 31, 2025 refer to the heading “ Liquidity and Capital Resources—Debt” within “ Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Noncontrolling Interests in Property Partnerships

Noncontrolling interests in property partnerships decreased by approximately $11.1 million for the year ended December 31, 2024 compared to 2023, as detailed below.

Noncontrolling interests in property partnerships increased by approximately $7.7 million for the year ended December 31, 2025 compared to 2024, as detailed below.

Property Noncontrolling Interests in Property Partnerships for the year ended December 31,

2 unchanged sentences

767 Fifth Avenue (the General Motors Building) $ 11,818 $ 12,495 $ (677)

7 Times Square (formerly Times Square Tower) (1) 15,657 22,495 (6,838)

7 Times Square (1) 9,233 15,657 (6,424)

601 Lexington Avenue 10,210 9,402 808

7 unchanged sentences

(1) The decrease was primarily attributable to a decrease in lease revenue from our clients.

(2) The decrease was primarily attributable to a decrease in lease revenue from our clients and depreciation and amortization expense related to new and expiring clients.

(3) Property is held for future development.

(2) On August 27, 2025, we acquired our partner’s 45% ownership interest (See Note 10 to the Consolidated Financial Statements).

(3) Property was fully placed in-service on October 31, 2024.

1 unchanged sentence

Noncontrolling Interest—Common Units of the Operating Partnership

For BXP, noncontrolling interest—common units of the Operating Partnership decreased by approximately $20.1 million for the year ended December 31, 2024 compared to 2023 due primarily to a decrease in allocable income, which was primarily the result of recognizing a greater non-cash impairment charge related to our investment in unconsolidated joint ventures during the year ended December 31, 2024.

For BXP, noncontrolling interest—common units of the Operating Partnership increased by approximately $29.6 million for the year ended December 31, 2025 compared to 2024 due to an increase in allocable income, which was the result of recognizing greater gains on sales of real estate during 2025.

Due to our ownership structure, there is no corresponding line item on BPLP’s financial statements.

2 unchanged sentences

• fund normal recurring expenses;

• meet debt service and principal repayment obligations and balloon payments on maturing debt, including:

• $700.0 million of principal outstanding on the 2023 Unsecured Term Loan due May 16, 2025,

• $100.0 million of principal outstanding on the 2024 Unsecured Term Loan due September 26, 2025, for which we have three, one-year extension options, subject to customary conditions,

• $1.0 billion of 3.650% unsecured senior notes due February 1, 2026, and

• amounts that become due under BPLP’s unsecured commercial paper program

• 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;

• 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;

1 unchanged sentence

• fund possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests;

• make the minimum distribution required to enable BXP to maintain its REIT qualification under the Internal Revenue Code of 1986, as amended.

• 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;

• distribution of cash flows from joint ventures;

• distributions of cash flows from joint ventures;

• cash and cash equivalent balances;

• borrowings under BPLP’s 2021 Credit Facility, unsecured term loans, short-term bridge facilities and construction loans;

• 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;

• long-term secured and unsecured indebtedness (including unsecured exchangeable indebtedness);

• sales of real estate and interests in joint ventures owning real estate;

• private equity sources, including institutional investors;

• third-party fees generated by our property management, leasing, development and construction businesses;

• 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 expect to fund our current development/redevelopment projects primarily with our available cash balances, funding from institutional private equity partners, construction loans, unsecured term loans, proceeds from possible asset sales, BPLP’s 2021 Credit Facility and BPLP's commercial paper program.

We use BPLP’s 2025 Credit 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 2021 Credit Facility to backstop BPLP’s 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 owned by a joint venture, the extent of pre-leasing, our available cash and access to cost effective capital at the given time.

We also use BPLP’s 2025 Credit 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

After the repayment at maturity of BPLP’s $1.0 billion unsecured senior notes due on February 1, 2026, as of February 20, 2026, we had available cash of approximately $363.4 million (of which approximately $93.0 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 February 20, 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 February 20, 2026, we completed 14 sales transactions of which our share of the aggregate gross sales price was approximately $1.17 billion.

Our share of the net proceeds from the sales from January 1, 2025 through December 31, 2025 was approximately $852.7 million.

We may seek to enhance our liquidity to fund our current and future development activity, pursue additional 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.

We have not sold any shares under BXP’s $600.0 million “at the market” equity offering program.

Construction & Redevelopment Activities

As of December 31, 2025, we have eight properties under development or redevelopment.

Our share of the estimated total investment for these projects is approximately $3.9 billion, of which approximately $2.5 billion remained to be invested as of December 31, 2025.

The commercial space in the pipeline, which excludes 651 Gateway and residential units, was approximately 61% pre-leased as of February 20, 2026.

The following table presents information on properties under construction/redevelopment as of December 31, 2025 (dollars in thousands):

1 unchanged sentence

Estimated Future Equity Requirement (1)(2)(4) Percentage Leased (5)

360 Park Avenue South (71% ownership) (Redevelopment) Q4 2026 New York, NY 1 450,000 $ 359,688 $ 418,300 $ 156,470 $ 156,470 $ 58,612 23 % (6)

Reston Next Office Phase II Q2 2026 Reston, VA 1 90,000 45,672 61,000 — — 15,328 9 % (7)

725 12th Street (Redevelopment) Q4 2030 Washington, DC 1 320,000 $ 84,459 $ 349,600 $ — $ — $ 265,141 87 %

343 Madison Avenue Q2 2031 New York, NY 1 930,000 304,640 1,971,000 — — 1,666,360 29 %

Total Office Properties under Construction/Redevelopment 2 1,250,000 389,099 2,320,600 — — 1,931,501 44 %

Laboratory/Life Sciences

651 Gateway (50% ownership) (Redevelopment) Q3 2026 South San Francisco, CA 1 327,000 132,083 167,100 — — 35,017 21 % (9)

290 Binney Street (55% ownership) Q2 2026 Cambridge, MA 1 573,000 354,590 508,000 — — 153,410 100 % (6)

651 Gateway (50% ownership) (Redevelopment) Q3 2027 South San Francisco, CA 1 327,000 134,754 167,100 — — 32,346 N/A (7)

Total Laboratory/Life Sciences Properties under Construction/Redevelopment 2 900,000 489,344 675,100 — — 185,756 100 %

17 Hartwell Avenue (312 units) (20% ownership) Q2 2028 Lexington, MA 1 288,000 11,494 35,900 19,747 — 4,659 — %

17 Hartwell Avenue - Retail — 2,100 — — — — — — %

121 Broadway Street (439 units) Q2 2029 Cambridge, MA 1 492,000 274,681 597,800 — — 323,119 — %

Total Residential Property under Construction 1 492,000 104,364 597,800 — — 493,436 — %

290 Coles Street (670 Units) (19.46% ownership) Q3 2029 Jersey City, NJ 1 547,000 20,707 88,700 56,400 — 11,593 — % (8)

290 Coles Street - Retail — 13,000 — — — — — — %

Total Residential Properties under Construction 3 1,342,100 306,882 722,400 76,147 — 339,371 — %

Reston Next Retail Q4 2026 Reston, VA 1 30,000 27,477 31,600 — — 4,123 70 % (9)

6 unchanged sentences

(5) Represents percentage leased as of February 20, 2026, including leases with future commencement dates.

(6) As of December 31, 2024, this property was 30% placed in-service.

(7) As of December 31, 2024, this property was 6% placed in-service.

(8) We acquired 725 12th Street on December 27, 2024 for a purchase price, excluding transaction costs, of $34.0 million.

Concurrently with the acquisition, a lease was executed with McDermott Will & Emery LLP for approximately 152,000 square feet of the redeveloped building (See Note 3 to the Consolidated Financial Statements).

(9) As of December 31, 2024, this property was 27% placed in-service.

This property was fully placed in-service on January 2, 2025 (See Note 17 to the Consolidated Financial Statements).

(10) On March 21, 2024, we completed the sale of a 45% interest in 290 Binney Street (See Note 10 to the Consolidated Financial Statements).

The project budget reflects our 55% share of joint venture costs related to 290 Binney Street.

We have the sole obligation to construct an underground electrical vault for an estimated gross cost of $183.9 million.

Percentage leased excludes 651 Gateway which was sold on January 2, 2026.

(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.

1 unchanged sentence

We have invested $125.0 million for the vault as of December 31, 2025.

(11) Percentage leased excludes the residential property.

We believe these sources of capital will continue to provide the funds necessary for our short-term liquidity needs.

Material adverse changes 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.

As of December 31, 2024, we had seven properties under development or redevelopment.

BXP’s Share of the estimated total investment for these projects is approximately $2.3 billion, of which approximately $1.3 billion remains to be funded through 2030.

Since the third quarter of 2024, we further strengthened our balance sheet by repaying debt and extending maturities.

Notable transactions include:

• On October 8, 2024, we modified the mortgage loan collateralized by our Santa Monica Business Park properties located in Santa Monica, California (“SMBP Loan”).

The SMBP Loan had an outstanding principal balance of $200.0 million, bore interest at a variable rate equal to Daily Simple SOFR plus 1.38% per annum and was scheduled to mature on July 19, 2025.

The modified loan has an outstanding principal balance of $200.0 million, is scheduled to mature on October 8, 2028 and continues to bear interest at a variable rate equal to Daily Simple SOFR plus 1.38% per annum until July 19, 2025.

Beginning July 19, 2025, the mortgage loan will bear interest at Daily Simple SOFR plus 1.60% per annum through the maturity date.

The entire principal is subject to interest rate swap contracts to fix Daily Simple SOFR at a weighted-average fixed interest rate of approximately 2.675% per annum through April 1, 2025 (See Notes 7 and 8 to the Consolidated Financial Statements).

• On January 15, 2025, we repaid at maturity $850.0 million in aggregate principal amount of our 3.200% unsecured senior notes.

The repayment was completed with available cash and proceeds from our August 2024 offering of $850.0 million in aggregate principal amount of 5.750% unsecured senior notes due 2035.

As of December 31, 2024, our share of unconsolidated joint venture debt maturing through February 2026 was approximately $551.4 million.

This debt matures at different times through February 2026 and we expect to fund the repayment of this debt through a combination of refinancings in whole or in part, available cash balances, proceeds from asset sales, draws on BPLP’s 2021 Credit Facility, proceeds from BPLP’s unsecured commercial paper program, secured debt or unsecured debt.

We expect net interest expense will be higher in 2025 as a result of lower projected interest income in 2025 due to (i) lower cash balances as a result of ongoing development costs in 2025 and (ii) the repayment of our $850.0 million unsecured senior notes at maturity on January 15, 2025 (See Note 7 to the Consolidated Financial Statements).

We expect our interest expense will be flat or slightly higher in 2025 compared to 2024 (assuming no interest rate cuts by the Federal Reserve) primarily due to the increased interest expense associated with BPLP’s August 2024 issuance of $850.0 million aggregate principal amount of unsecured senior notes offset by lower average outstanding debt balances.

As of February 21, 2025, we had available cash of approximately $366.7 million (of which approximately $125.0 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 $1.2 billion available under BPLP’s 2021 Credit Facility and our available cash, as of February 21, 2025, are sufficient to fund our remaining capital needs on existing development and redevelopment projects, fund acquisitions, repay our maturing indebtedness when due (if not refinanced or extended), satisfy our REIT distribution requirements and still allow us to act opportunistically on attractive investment opportunities.

We are currently in active negotiations for the disposition of three land sites and we expect to put an operating property into the market for sale in 2025.

If successful, these sales in aggregate could generate approximately $200.0 million of net proceeds in 2025, although it is possible that one of the land sales does not close until 2026.

However, there can be no assurance that we will complete any of these transactions on the terms and schedule currently contemplated or at all.

We may seek to enhance our liquidity to fund our current and future development activity, pursue additional 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, and depending on the sources of liquidity, higher interest expense or share count.

We have not sold any shares under BXP’s $600.0 million “at the market” equity offering program.

(7) On January 1, 2025, in accordance with our accounting policy, we ceased interest capitalization of our equity method investment.

As of December 31, 2025, the joint venture partner, which is also the managing partner, classifies the project as under construction.

As such, we continue to reflect the project as under construction.

As of December 31, 2025, this development project was 27% placed in-service.

On January 2, 2026, we sold our interest in the joint venture that owns Gateway Commons (See Note 17 to the Consolidated Financial Statements).

(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% IRR.

As of December 31, 2025, approximately $29.9 million of preferred equity has been contributed.

(9) On January 16, 2026, this project was fully placed in-service.

(10) Percentage leased excludes 651 Gateway and the residential units.

We are exposed to inflation risk, as income from long-term leases is the primary source of our cash flows from operations.

5 unchanged sentences

Our policy is for BXP to distribute at least 100% of its taxable income, including capital gains, to avoid paying federal tax.

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.

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.

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 attractive 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.

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.

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.

4 unchanged sentences

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 $1.3 billion and $1.6 billion at December 31, 2024 and 2023, respectively, representing a decrease of approximately $0.3 billion.

Cash and cash equivalents and cash held in escrows aggregated approximately $1.6 billion and $1.3 billion at December 31, 2025 and 2024, respectively, representing an increase of approximately $222.1 million.

The following table sets forth changes in cash flows:

4 unchanged sentences

Net cash used in investing activities (644,526) (1,237,396) 592,870

Net cash (used in) provided by financing activities (274,476) 767,916 (1,042,392)

Net cash used in financing activities (378,561) (274,476) (104,085)

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 7.8 years as of December 31, 2024, with occupancy rates historically in the range of 87% 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.

The weighted-average term of our in-place leases, including leases signed by our unconsolidated joint ventures, excluding residential units, was approximately 7.9 years as of December 31, 2025, 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 used in investing activities for the years ended December 31, 2024 and December 31, 2023 is detailed below:

Cash is provided by investing activities from sales of real estate and net proceeds from notes receivables.

Cash used in investing activities for the year ended December 31, 2025 and December 31, 2024 is detailed below:

Year ended December 31,

2 unchanged sentences

Construction in progress (2) (683,750) (651,346)

Building and other capital improvements (189,667) (171,424)

Building, pre-development and other capital improvements (3) (216,687) (189,667)

Tenant improvements (338,808) (258,312)

5 unchanged sentences

Issuance of note receivables (including related party) (8) (22,861) (3,258)

Proceeds from note receivables (including related party) (8) 80,000 —

Investments in securities, net 558 136

1 unchanged sentence

Cash used in investing activities changed primarily due to the following:

(1) On December 15, 2025, we completed the acquisition of 2100 M Street, located in Washington, D.C., for a purchase price, including transaction costs, of approximately $55.9 million.

The acquisition was completed with available cash.

We intend to redevelop 2100 M Street in the future.

On December 27, 2024, we completed the acquisition of 725 12th Street located in Washington, DC, for a purchase price, including transaction costs, of approximately $35.4 million.

1 unchanged sentence

Following the acquisition, we commenced redevelopment of the property.

(2) Construction in progress for the year ended December 31, 2025 included ongoing expenditures associated with Reston Next Office Phase II, Reston Next Retail and 1050 Winter Street, which were partially or fully placed in-service during the year ended December 31, 2025.

In addition, we incurred costs associated with our continued development/redevelopment of 290 Binney Street, 121 Broadway, 725 12th Street and 343 Madison Avenue.

Construction in progress for the year ended December 31, 2024 included ongoing expenditures associated with 760 Boylston Street, 180 CityPoint, 103 CityPoint and 300 Binney Street, which were fully placed in-service during the year ended December 31, 2024.

In addition, we incurred costs associated with our continued development/redevelopment of Reston Next Office Phase II that was partially placed in-service, 290 Binney Street, 121 Broadway and 725 12th Street.

Construction in progress for the year ended December 31, 2023 included ongoing expenditures associated with 2100 Pennsylvania Avenue, 140 Kendrick Street Building A and the View Boston observatory at The Prudential Center, which were fully placed in-service during the year ended December 31, 2023 and 180 CityPoint and 103 CityPoint that were partially placed in-service during the year ended December 31, 2023.

In addition, we incurred costs associated with our continued development/redevelopment of Reston Next Office Phase II, 760 Boylston Street, 105 Carnegie Center, 290 Binney Street and 300 Binney Street.

On November 30, 2023, we elected to suspend redevelopment on 105 Carnegie Center located in Princeton, New Jersey.

(3) Building, pre-development and other capital improvements for the year ended December 31, 2025 and December 31, 2024 included approximately $39.4 million and $47.9 million, respectively, 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.

(4) Proceeds from sales of real estate for the year ended December 31, 2025 consisted of eight transactions (See Note 3 to the Consolidated Financial Statements).

(5) On January 8, 2024, we completed the acquisition of our joint venture partner’s 50% economic ownership interest in the joint venture that owns 901 New York Avenue, located in Washington, DC, for a gross purchase price of $10.0 million and we acquired net working capital, including cash and cash equivalents of approximately $16.1 million.

On December 14, 2023, we acquired our joint venture partner’s 45% interest in the joint venture entity that owns Santa Monica Business Park located in Santa Monica, California.

The acquisition was completed for a gross purchase price of $38.0 million and we acquired net working capital, including cash and cash equivalents of approximately $20 million.

Santa Monica Business Park is a 47-acre office park consisting of 21 buildings totaling approximately 1.2 million net rentable square feet.

(6) Capital contributions to unconsolidated joint ventures for the year ended December 31, 2025 consisted primarily of cash contributions of approximately $102.7 million, $49.9 million, $42.0 million, $21.2 million and $14.8 million to our Dock 72, 290 Coles Street, 360 Park Avenue South, 751 Gateway, and 200 Fifth Avenue joint ventures, respectively.

On March 5, 2025, we entered into a new joint venture for the development of 290 Coles Street (See Note 5 to the Consolidated Financial Statements).

Capital contributions to unconsolidated joint ventures for the year ended December 31, 2024 consisted primarily of cash contributions of approximately $62.7 million, $32.1 million, $13.5 million and $11.6 million to our 360 Park Avenue South, Gateway Commons, Platform 16 and Dock 72 joint ventures, respectively.

Capital contributions to unconsolidated joint ventures for the year ended December 31, 2023 consisted primarily of cash contributions of approximately $62.6 million, $42.7 million, $18.0 million, $18.0 million, $14.9 million, $10.6 million and $10.1 million to our Gateway Commons, Platform 16, Worldgate Drive, Dock 72, 360 Park Avenue South, 751 Gateway and Safeco Plaza joint ventures, respectively.

On January 31, 2023, we entered into a new joint venture for 13100 and 13150 Worldgate Drive located in Herndon, Virginia.

(5) Capital distributions from unconsolidated joint ventures for the years ended December 31, 2024 and 2023 consisted primarily of cash distributions from our 360 Park Avenue South joint venture.

(6) On October 2, 2023, a joint venture in which we owned a 20% interest completed the restructuring of Metropolitan Square which included among other items, the closing of a new mezzanine loan with a maximum principal amount of $100.0 million.

The new mezzanine loan may be drawn upon for future lease-up, operating and other costs on an as needed basis, and amounts borrowed will bear interest at a per annum rate of 12%, compounded monthly.

We will fund 20%, or up to $20.0 million, of any amounts borrowed under the new mezzanine loan.

For the years ended December 31, 2024 and 2023, we had funded approximately $3.3 million and $1.7 million, respectively.

On June 5, 2023, a joint venture in which we own a 30% interest repaid the existing construction loan collateralized by its 500 North Capitol Street, NW property and obtained new mortgage loans with related parties.

At the time of the payoff, the outstanding balance of the loan totaled approximately $105.0 million and was scheduled to mature on June 6, 2023.

The new mortgage loans have an aggregate principal balance of $105.0 million, bear interest at a weighted average fixed rate of 6.83% per annum and mature on June 5, 2026.

Our portion of the mortgage loans, $10.5 million, has been reflected as a Related Party Note Receivable on our Consolidated Balance Sheets.

500 North Capitol Street, NW is an approximately 231,000 square foot premier workplace in Washington, DC.

(7) Capital distributions from unconsolidated joint ventures for the year ended December 31, 2025 consisted of cash distributions totaling approximately $143.5 million and $29.2 million from our 751 Gateway and Beach Cities Media Campus joint ventures, respectively, resulting from excess proceeds from each of the sales.

Capital distributions from unconsolidated joint ventures for the year ended December 31, 2024 consisted primarily of cash distributions from our 360 Park Avenue South joint venture.

(8) On October 17, 2025, our 3 Hudson Boulevard joint venture refinanced its debt and proceeds from the new loans were used to repay the existing $80.0 million related party note receivable.

Funding for the mezzanine loan, which has a maximum commitment of $50.0 million, totaled approximately $18.4 million for the year ended December 31, 2025 (See Note 6 to the Consolidated Financial Statements).

Cash used in financing activities for the year ended December 31, 2025 totaled approximately $378.6 million.

This amount consisted primarily of the repayment of BPLP’s $700.0 million in aggregate principal amount of its 3.800% unsecured senior notes due February 1, 2024, repayment of $500.0 million of the outstanding balance of the 2023 Unsecured Term Loan and payment of our regular dividends and distributions to our shareholders and unitholders and distributions to noncontrolling interests in property partnerships, partially offset by the issuance of BPLP’s $850.0 million in aggregate principal amount of its 5.750% unsecured senior notes due 2035, $500.0 million of unsecured commercial paper borrowings, and $374.7 million in contributions from noncontrolling interests in property partnerships and proceeds from the sale of a 45% interest in 290 Binney Street in Cambridge, Massachusetts.

Future debt payments are discussed below under the heading “Debt Financing .”

This amount consisted primarily of the repayment of BPLP’s $850.0 million in aggregate principal amount of its 3.200% unsecured senior notes due January 15, 2025 and the payment of our regular dividends and distributions to our shareholders and unitholders, partially offset by the net proceeds from the issuance of BPLP’s $1.0 billion in aggregate principal amount of its 2.00% unsecured exchangeable senior notes.

The unsecured exchangeable senior notes are due October 2030 and net proceeds, including the purchase of the capped call transactions entered into simultaneously with the exchangeable senior notes closing, totaled approximately $940.1 million.

Future debt payments are discussed below under the heading “Debt.

Capitalization

15 unchanged sentences

(1) Values are based on the closing price per share of BXP’s common stock on the New York Stock Exchange on December 31, 2025 of $67.48.

(2) Includes long-term incentive plan units (including 2012 OPP Units and 2013 - 2021 MYLTIP Units but excluding the 2022 - 2024 MYLTIP Units because the three-year performance periods had not ended as of December 31, 2024).

(2) Includes long-term incentive plan units (including 2012 OPP Units and 2013 - 2022 MYLTIP Units but excludes the 2023 - 2025 MYLTIP Units and 2025 OPP Units because the performance periods had not ended as of December 31, 2025).

(3) See page 85 for additional information.

9 unchanged sentences

(iv) the number of OP Units issuable upon conversion of 2012 OPP Units, and 2013 - 2022 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 MYLTIP Awards unless and until certain performance thresholds are achieved and they are earned.

Because their three-year performance periods have not yet ended, 2022 - 2024 MYLTIP Units are not included in this calculation as of December 31, 2024.

The calculation of consolidated market capitalization does not include LTIP Units issued in the form of Outperformance Awards or MYLTIP Awards unless and until certain performance thresholds are achieved and they are earned.

Because their performance periods have not yet ended, the 2023 - 2025 MYLTIP Units and 2025 OPP Units are not included in this calculation as of December 31, 2025.

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.

10 unchanged sentences

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” w ithin “ Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations ” and for a discussion of our consolidated joint venture indebtedness see “Liquidity and Capital Resources—Mortgage Notes Payable ” within “ Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations .”

Debt Financing

As of December 31, 2024, we had approximately $16.2 billion of outstanding consolidated indebtedness, representing approximately 55.31% of our Consolidated Market Capitalization as calculated above consisting of approximately (1) $10.6 billion (net of discount and deferred financing fees) in publicly traded unsecured senior notes having a GAAP weighted-average interest rate of 4.07% per annum and maturities in 2025 through 2035 (See Note 17 to the Consolidated Financial Statements), (2) $4.3 billion (net of deferred financing fees and fair value interest adjustments) of property-specific mortgage debt having a GAAP weighted-average interest rate of 4.17% per annum and a weighted-average term of 3.8 years, (3) $0.8 billion (net of deferred financing fees and fair value interest adjustments) of unsecured term loans having a GAAP weighted-average interest rate of 5.88% per annum with maturities in 2025, and (4) $0.5 billion of unsecured commercial paper borrowings having a weighted-average interest rate of 4.79% per annum and a weighted-average maturity of 38 days, from the issuance date.

The table below summarizes the aggregate carrying value of our outstanding indebtedness, as well as Consolidated Debt Financing Statistics at December 31, 2024 and December 31, 2023.

(dollars in thousands)

Debt Summary:

Mortgage notes payable, net $ 4,276,609 $ 4,166,379

Unsecured senior notes, net 10,645,077 10,491,617

Unsecured line of credit — —

Unsecured term loans, net 798,813 1,198,301

Unsecured commercial paper 500,000 —

Consolidated Debt 16,220,499 15,856,297

BXP’s share of unconsolidated joint venture debt, net (1) 1,383,764 1,421,655

Partners’ share of consolidated mortgage notes payable, net (2) 1,362,367 1,360,375

BXP’s Share of Debt $ 16,241,896 $ 15,917,577

Consolidated Debt Financing Statistics:

Percent of total debt:

Fixed rate (3) 92.61 % 100.00 %

Variable rate 7.39 % — %

Total 100.00 % 100.00 %

GAAP Weighted-average interest rate at end of period:

Fixed rate (3) 4.11 % 4.11 %

Variable rate 5.47 % — %

Total 4.21 % 4.11 %

Coupon/Stated Weighted-average interest rate at end of period:

Fixed rate (3) 3.89 % 3.96 %

Variable rate 5.34 % — %

Total 4.00 % 3.96 %

Weighted-average maturity at end of period (in years):

Fixed rate (3) 4.6 4.6

Variable rate 0.2 —

Total 4.3 4.6

_______________

(1) See page 88 for additional information.

(2) See page 86 for additional information.

(3) At December 31, 2024, BPLP’s $100.0 million 2024 Unsecured Term Loan and two of our mortgage loans aggregating approximately $800.0 million bore interest at variable rates.

We entered into interest rate swap contracts that effectively fixed the variability of these loans for all or a portion of the applicable debt term and as such, they are reflected in our Fixed rate statistics.

At December 31, 2023, BPLP’s 2023 Unsecured Term Loan and two of our mortgage loans aggregating approximately $900.0 million bore interest at variable rates that were subject to interest rate swaps that effectively fixed the interest rate for all or a portion of the applicable debt term.

As such, they are reflected in our Fixed rate statistics.

Unsecured Credit Facility

The 2021 Credit Facility provides for borrowings of up to $2.0 billion, as described below, through BPLP’s revolving facility, subject to customary conditions.

The 2021 Credit Facility matures on June 15, 2026 and includes a sustainability-linked pricing component.

Under the 2021 Credit Facility, BPLP had the option to increase the original total commitment of $1.5 billion by up to an additional $500.0 million by increasing the amount of the revolving facility and/or by incurring one or more term loans, in each case, subject to syndication of the increase and other conditions (the “Accordion Option”).

On September 28, 2023, BPLP exercised a portion of the Accordion Option, which increased the then maximum borrowing amount under the 2021 Credit Facility from $1.5 billion to $1.815 billion.

On April 29, 2024, BPLP exercised the remainder of the Accordion Option and further increased the maximum borrowing amount under the 2021 Credit Facility to $2.0 billion.

All other terms of the 2021 Credit Facility remain unchanged.

Based on BPLP’s December 31, 2024 credit rating, (1) the applicable Daily SOFR, Term SOFR, alternative currency daily rate, and alternative currency term rate margins are 0.850%, (2) the alternate base rate margin is zero basis points and (3) the facility fee is 0.20% per annum.

The 2021 Credit Facility is used as a backstop for BPLP’s $500.0 million unsecured commercial paper program (See “ Unsecured Commercial Paper” below).

As such, BPLP intends to maintain, at a minimum, availability under the 2021 Credit Facility in an amount equal to the amount of unsecured commercial paper notes outstanding.

At December 31, 2024, BPLP had no borrowings under its 2021 Credit Facility, outstanding letters of credit totaling approximately $5.4 million, and $500.0 million is being used as a backstop for the commercial paper program.

At February 21, 2025, BPLP had $310.0 million outstanding under its 2021 Credit Facility, outstanding letters of credit totaling approximately $5.4 million, and $500.0 million is being used as a backstop for the commercial paper program.

Therefore, at December 31, 2024 and February 21, 2025, BPLP has the ability to borrow approximately $1.5 billion and $1.2 billion, respectively.

Unsecured Term Loans

The 2023 Unsecured Term Loan provided for a single borrowing of up to $1.2 billion.

Upon entry into the credit agreement in January 2023, BPLP exercised its option to draw $1.2 billion under the 2023 Unsecured Term Loan.

Under the credit agreement governing the 2023 Unsecured Term Loan, BPLP may, at any time prior to the maturity date, increase total commitments by up to an additional $300.0 million in aggregate principal amount by increasing the existing 2023 Unsecured Term Loan or incurring one or more additional term loans, in each case, subject to syndication of the increase and other conditions.

On April 29, 2024, BPLP repaid $500.0 million of the outstanding balance under the 2023 Unsecured Term Loan from the proceeds of its unsecured commercial paper program (See “ Unsecured Commercial Paper ” below).

The 2023 Unsecured Term Loan had an initial maturity date of May 16, 2024, with one 12-month extension option, subject to customary conditions.

On May 16, 2024, BPLP exercised its option to extend the maturity date of the 2023 Unsecured Term Loan to May 16, 2025.

All other terms of the 2023 Unsecured Term Loan remain unchanged.

At BPLP’s option, loans under the 2023 Unsecured Term Loan will bear interest at a rate per annum equal to (1) a base rate equal to the greatest of (a) the Federal Funds rate plus 0.5%, (b) the administrative agent’s prime rate, (c) Term SOFR for a one-month period plus 1.00%, and (d) 1.00%, in each case, plus a margin ranging from 0 to 60 basis points based on BPLP’s credit rating;

or (2) a rate equal to adjusted Term SOFR with a one-month period plus a margin ranging from 75 to 160 basis points based on BPLP’s credit rating.

On September 27, 2024, BPLP entered into the 2024 Unsecured Term Loan with the Lender under the SMBP Loan.

Upon entry into the credit agreement, BPLP exercised its option to draw $100.0 million under the 2024 Unsecured Term Loan.

The proceeds were used to repay the portion of the SMBP Loan held by the Lender.

After the repayment, the SMBP Loan had a remaining principal balance of $200.0 million (See Note 7 to the Consolidated Financial Statements).

The 2024 Unsecured Term Loan matures on September 26, 2025 with three, one-year extension options, subject to customary conditions.

At BPLP’s option, loans under the 2024 Unsecured Term Loan will bear interest at a rate per annum equal to (1) a base rate equal to the highest of (a) zero, (b) Prime Rate, (c) the Federal Funds effective rate plus 0.50%, and (d) Term SOFR for a one-month period plus 1.10%, in each case, plus a margin ranging from 0 to 60 basis points based on BPLP’s credit rating;

or (2) a rate equal to adjusted Term SOFR or Daily Simple SOFR with a one-month period plus a margin ranging from 75 to 160 basis points based on BPLP’s credit rating.

Based on BPLP’s December 31, 2024 credit rating, (1) the 2023 Unsecured Term Loan bears interest at a rate equal to Term SOFR plus 1.05% per annum and (2) the 2024 Unsecured Term Loan bears interest at a rate equal to Daily Simple SOFR plus 1.05% per annum.

The 2024 Unsecured Term Loan is subject to an existing interest rate swap to fix Daily Simple SOFR at a fixed rate of approximately 2.688% per annum for a period that ends on April 1, 2025 (See Note 8 to the Consolidated Financial Statements).

At December 31, 2024 and February 21, 2025, BPLP had $700.0 million and $100.0 million of principal outstanding under the 2023 Unsecured Term Loan and 2024 Unsecured Term Loan, respectively.

For further discussion on the terms of our debt, see Note 7 to the Consolidated Financial Statements.

The following table summarizes certain information with respect to our indebtedness outstanding as of December 31, 2025 and 2024 (dollars in thousands).

Interest Rate Amount

Stated GAAP (1) Maturity Date 12/31/2025 12/31/2024

Unsecured Senior Notes (2)

For a description of BPLP’s outstanding unsecured senior notes as of December 31, 2024, See Note 7 to the Consolidated Financial Statements.

On February 1, 2024, BPLP repaid $700.0 million in aggregate principal amount of its 3.800% senior notes due February 1, 2024.

The repayment was completed with available cash.

The repayment price was approximately $713.3 million, which was equal to the stated principal plus approximately $13.3 million of accrued and unpaid interest to, but not including, the repayment date.

Excluding the accrued and unpaid interest, the repayment price was equal to the principal amount being repaid.

On August 26, 2024, BPLP completed a public offering of $850.0 million in aggregate principal amount of its 5.750% unsecured senior notes due 2035.

The notes were priced at 99.961% of the principal amount to yield an effective rate (including financing fees) of approximately 5.842% per annum to maturity.

The notes will mature on January 15, 2035, unless earlier redeemed.

The aggregate net proceeds from the offering were approximately $841.9 million after deducting underwriting discounts and transaction expenses.

On January 15, 2025, BPLP repaid $850.0 million in aggregate principal amount of its 3.200% senior notes due January 15, 2025.

The repayment was completed with available cash and the proceeds from BPLP’s August 2024 offering of unsecured senior notes.

The repayment price was approximately $863.6 million, which was equal to the stated principal plus approximately $13.6 million of accrued and unpaid interest to, but not including, the repayment date.

Excluding the accrued and unpaid interest, the repayment price was equal to the principal amount being repaid.

The indenture relating to the unsecured senior notes contains certain financial restrictions and requirements, including (1) a leverage ratio not to exceed 60%, (2) a secured debt leverage ratio not to exceed 50%, (3) an interest coverage ratio of greater than 1.50, and (4) an unencumbered asset value of not less than 150% of unsecured debt.

At December 31, 2024, BPLP was in compliance with each of these financial restrictions and requirements.

Unsecured Senior Notes (3) 3.200 % 3.350 % January 15, 2025 N/A $ 850,000

Unsecured Senior Notes (4) 3.650 % 3.766 % February 1, 2026 $ 1,000,000 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

Interest Rate Amount

Stated GAAP (1) Maturity Date 12/31/2025 12/31/2024

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 9,850,000 10,700,000

Unamortized discount and deferred financing costs, net 43,900 54,923

Carrying Amount 9,806,100 10,645,077

Unsecured Exchangeable Senior Notes 2.000 % 2.496 % October 1, 2030 1,000,000 N/A

Unamortized deferred financing costs 23,737 N/A

Carrying Amount 976,263 N/A

Unsecured Commercial Paper (5) 4.24 % 4.25 % Various 750,000 500,000

Unsecured Line of Credit (Revolving Credit Facility) (6) — % — % March 29, 2030 — —

Unsecured Term Loans

2023 Unsecured Term Loan N/A N/A N/A N/A 700,000

2024 Unsecured Term Loan (7) 4.73 % 4.88 % September 26, 2026 100,000 100,000

Unsecured Term Loan Facility (8) 4.82 % 4.94 % March 30, 2029 700,000 N/A

Total Principal Amount 800,000 800,000

Deferred financing costs and fair value adjustments, net 2,947 1,187

Carrying Amount 797,053 798,813

Mortgage Notes

767 Fifth Avenue (the General Motors Building) (60% ownership) (2)(9) 3.43 % 3.64 % June 9, 2027 2,300,000 2,300,000

Santa Monica Business Park (2)(10) 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)(11) 6.04 % 6.27 % October 26, 2028 600,000 600,000

901 New York Avenue (12) 5.00 % 5.06 % January 5, 2029 198,063 202,313

601 Lexington Avenue (55% ownership) (2) 2.79 % 2.93 % January 9, 2032 1,000,000 1,000,000

Total Principal Amount 4,298,063 4,302,313

Deferred financing costs and fair value adjustments, net 17,996 25,704

Carrying Amount 4,280,067 4,276,609

Total Consolidated Debt $ 16,609,483 $ 16,220,499

_______________

(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) This unsecured senior note was repaid at maturity, see Note 7 to the Consolidated Financial Statements.

(4) See Note 17 to the Consolidated Financial Statements.

(5) At December 31, 2025, the weighted average interest rate of the commercial paper notes outstanding was approximately 3.99% per annum and had a weighted-average maturity of 45 days from the date of issuance.

February 20, 2026, BPLP had an aggregate of $750.0 million of commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 3.93% per annum and had a weighted-average maturity of 44 days, from the date of issuance.

(6) 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 December 31, 2025 and February 20, 2026 (dollars in thousands).

December 31, 2025 February 20, 2026

Facility Outstanding Remaining Capacity Outstanding Remaining Capacity

Unsecured Line of Credit $ 2,250,000 $ — $ 2,250,000 $ — $ 2,250,000

Unsecured Commercial Paper 750,000 750,000

On April 17, 2024, BPLP established an unsecured commercial paper program.

Under the terms of the program, BPLP may issue, from time to time, unsecured commercial paper notes up to a maximum aggregate amount outstanding at any one time of $500.0 million with varying maturities of up to one year.

Amounts available under the unsecured commercial paper program may be borrowed, repaid, and re-borrowed from time to time.

The notes are sold in private placements and rank pari passu with all of BPLP’s other unsecured senior indebtedness, including its outstanding senior notes.

The unsecured commercial paper program is backstopped by available capacity under the 2021 Credit Facility.

At December 31, 2024, BPLP had an aggregate of $500.0 million of unsecured commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 4.79% per annum and had a weighted-average maturity of 38 days, from the issuance date.

At February 21, 2025, BPLP had an aggregate of $500.0 million of commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 4.64% per annum and had a weighted-average maturity of 46 days, from the issuance date.

Proceeds from the unsecured commercial paper program were used to reduce BPLP’s 2023 Unsecured Term Loan from $1.2 billion to $700.0 million.

Mortgage Notes Payable

On January 8, 2024, we acquired our joint venture partner’s 50% economic ownership interest in the joint venture that owns 901 New York Avenue located in Washington, DC (See Note 3 to the Consolidated Financial Statements).

The property is subject to existing mortgage indebtedness.

At acquisition, the mortgage loan had an outstanding principal balance of approximately $207.1 million, bore interest at 3.61% per annum and was scheduled to mature on January 5, 2025.

The mortgage loan was recorded at a fair value of approximately $198.7 million.

January 11, 2024, we modified the mortgage loan to provide for two extension options totaling five years of additional term, each subject to certain conditions.

On December 20, 2024, we exercised the first extension option to extend the maturity date to January 5, 2029.

At the time of the extension, the outstanding principal balance was $202.3 million.

The extended loan bears interest at 5.00% per annum beginning January 5, 2025.

Letters of Credit 5,086 5,253

Total Remaining Capacity $ 1,494,914 $ 1,494,747

(7) 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.

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.

(8) 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.

(9) 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 December 31, 2025, 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.

(10) 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.

Stated interest rate reflects the weighted-average fixed interest rate based on the interest rate swap contracts plus 1.60% per annum.

(11) 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.

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

On October 8, 2024, we modified the mortgage loan collateralized by our Santa Monica Business Park properties located in Santa Monica, California.

The mortgage loan had an outstanding principal balance of $200.0 million, bore interest at a variable rate equal to Daily Simple SOFR plus 1.38% per annum and was scheduled to mature on July 19, 2025.

The modified loan is scheduled to mature on October 8, 2028 and continues to bear interest at a variable rate equal to Daily Simple SOFR plus 1.38% per annum until July 19, 2025.

Beginning July 19, 2025, the mortgage loan will bear interest at Daily Simple SOFR plus 1.60% per annum through the maturity date.

The mortgage loan requires monthly interest-only payments during the term of the loan, with the entire principal due at maturity.

Santa Monica Business Park is an office park consisting of 21 buildings totaling approximately 1.2 million net rentable square feet.

The following represents the outstanding mortgage notes payable, net at December 31, 2024:

Properties Stated Interest Rate GAAP Interest Rate (1) Stated Principal Amount Fair Value Adjustment and Deferred Financing Costs, Net Carrying Amount Carrying Amount (Partners ’ Share)

Maturity Date

(dollars in thousands)

901 New York Avenue 3.61 % 7.69 % $ 202,313 $ (621) $ 201,692 N/A (2) January 5, 2029

Santa Monica Business Park 4.05 % 6.65 % 200,000 (1,979) 198,021 N/A (3)(4) October 8, 2028

90 Broadway, 325 Main Street, 355 Main Street, and Cambridge East Garage (also known as Kendall Center Green Garage) 6.04 % 6.27 % 600,000 (5,131) 594,869 N/A (3)(5) October 26, 2028

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 December 31, 2025 (dollars in thousands).

Carrying Amount

Properties 100% Partners ’ Share

901 New York Avenue $ 197,682 N/A

Santa Monica Business Park 199,302 N/A

90 Broadway, 325 Main Street, 355 Main Street, and Cambridge East Garage (also known as Kendall Center Green Garage) 596,213 N/A

Subtotal 993,197 N/A

Consolidated Joint Ventures

767 Fifth Avenue (the General Motors Building)

3.43 % 3.64 % 2,300,000 (8,502) 2,291,498 $ 916,629 (3)(6)(7) June 9, 2027

601 Lexington Avenue 2.79 % 2.93 % 1,000,000 (9,471) 990,529 445,738 (3)(8) January 9, 2032

767 Fifth Avenue (the General Motors Building) (60% ownership) (1) 2,294,992 $ 918,015

601 Lexington Avenue (55% ownership) 991,878 446,345

Subtotal 3,286,870 1,364,360

1 unchanged sentence

_______________

(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 adjustments required under Accounting Standards Codification 805 “Business Combinations” to reflect loans and swaps at their fair values (if any).

(2) Carrying amount includes an approximately $0.1 million fair value interest adjustment.

Beginning January 5, 2025, the loan will bear interest at a stated fixed rate of 5.0% per annum.

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

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

(4) The mortgage loan bears interest at a variable rate of Daily Simple SOFR plus 1.38% per annum (See Note 7 to the Consolidated Financial Statements).

The borrower under the loan entered into interest rate swap contracts to fix Daily Simple SOFR at a weighted-average fixed interest rate of 2.675% for the period commencing on February 1, 2023 and ending on April 1, 2025.

Stated interest rate reflects the weighted average fixed interest rate based on the interest rate swap contracts plus 1.38% per annum.

Carrying amount includes an approximately $1.0 million fair value interest adjustment and excludes the adjustment required to reflect the interest rate swap at fair value upon acquisition of approximately $0.9 million.

Beginning July 19, 2025, the mortgage loan will bear interest at Daily Simple SOFR plus 1.60% per annum through the maturity date.

(5) The mortgage loan bears interest at a variable rate of Daily Compounded SOFR plus 2.25% per annum.

On December 7, 2023, 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.

(6) This property is owned by a consolidated entity in which we have a 60% interest.

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

(7) 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 December 31, 2024, 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 (See Note 9 to the Consolidated Financial Statements).

(8) This property is owned by a consolidated entity in which we have a 55% interest.

Contractual aggregate principal payments of mortgage notes payable at December 31, 2024 are as follows:

The following table lists the contractual aggregate principal payments of mortgage notes payable at December 31, 2025:

Principal Payments

2 unchanged sentences

Thereafter 1,000,000

The table below provides the debt statistics of our outstanding consolidated indebtedness at December 31, 2025 and December 31, 2024.

December 31, 2025 December 31, 2024

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) 8.71 % 4.52 % 4.58 % 1.6 7.39 % 5.34 % 5.47 % 0.2

Fixed Rate Debt (3) 91.29 % 3.85 % 3.99 % 3.9 92.61 % 3.89 % 4.11 % 4.6

Consolidated Debt 100.00 % 3.91 % 4.04 % 3.7 100.00 % 4.00 % 4.21 % 4.3

Unsecured Debt 74.23 % 3.94 % 4.06 % 4.0 73.63 % 4.11 % 4.23 % 4.4

Secured Debt 25.77 % 3.80 % 3.99 % 2.8 26.37 % 3.68 % 4.17 % 3.8

Consolidated Debt 100.00 % 3.91 % 4.04 % 3.7 100.00 % 4.00 % 4.21 % 4.3

_______________

(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 December 31, 2025, the weighted average interest rate of the unsecured commercial paper notes outstanding was approximately 3.99% per annum and had a weighted-average maturity of 45 days from the date of issuance.

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

Derivative Instruments and Hedging Activities

As of December 31, 2025, we had $900.0 million of interest rate swaps outstanding, where hedge accounting was elected, with a fair value of approximately $(8.3) million.

On April 8, 2025, we entered into an interest rate swap contract with a notional amount of $300.0 million to replace $300.0 million of interest rate swaps that expired on April 1, 2025.

For a description of these interest rate swaps, see Note 8 to the Consolidated Financial Statements.

Investment in Unconsolidated Joint Ventures - Secured Debt

We have investments in unconsolidated joint ventures with our effective ownership interests ranging from 20% to approximately 71%.

We have investments in unconsolidated joint ventures with our effective ownership interests ranging from approximately 19% to approximately 71%.

Fourteen of these ventures have mortgage indebtedness.

8 unchanged sentences

360 Park Avenue South 71.11 % 6.25 % 6.56 % Term SOFR+2.50% $ 220,000 $ (1,204) $ 218,796 $ 155,586 (2)(3)(4) December 13, 2027

Market Square North 50.00 % 6.89 % 7.07 % SOFR + 2.41% 125,000 (197) 124,803 62,402 (2)(3)(5) November 10, 2025

1265 Main Street 50.00 % 3.77 % 3.84 % N/A 32,703 (167) 32,536 16,268 January 1, 2032

Colorado Center 50.00 % 3.56 % 3.59 % N/A 550,000 (285) 549,715 274,857 (2) August 9, 2027

Dock 72 50.00 % 6.84 % 7.12 % SOFR +2.50% 198,383 (507) 197,876 98,938 (2)(6) December 18, 2025

The Hub on Causeway - Podium 50.00 % 7.35 % 7.75 % Daily Simple SOFR + 2.50% 154,278 (424) 153,854 76,927 (2)(3)(7) September 8, 2025

The Hub on Causeway - Podium & 100 Causeway Street 50.00 % 5.73 % 5.94 % N/A 465,000 (5,010) 459,990 229,995 (2) April 9, 2031

Hub50House 50.00 % 4.43 % 4.51 % SOFR+1.35% 185,000 (882) 184,118 92,059 (2)(5) June 17, 2032

100 Causeway Street 50.00 % 6.03 % 6.12 % Term SOFR + 1.48% 333,579 (396) 333,183 166,592 (2) September 5, 2025

7750 Wisconsin Avenue (Marriott International Headquarters) 50.00 % 5.75 % 5.90 % SOFR + 1.35% 251,541 (122) 251,419 125,710 (2) April 26, 2025

7750 Wisconsin Avenue (Marriott International Headquarters) 50.00 % 5.49 % 5.54 % N/A 249,663 (1,237) 248,426 124,213 February 27, 2035

Safeco Plaza 33.67 % 4.82 % 6.21 % SOFR+2.32% 250,000 (227) 249,773 84,098 (2)(6) September 1, 2026

1 unchanged sentence

200 Fifth Avenue 26.69 % 4.34 % 5.60 % Term SOFR+1.41% 599,134 (4,876) 594,258 154,502 (8) November 24, 2028

3 Hudson Boulevard 25.00 % 12.53 % 12.53 % Term SOFR + 3.61% 80,000 — 80,000 20,000 (2)(12) August 7, 2024

3 Hudson Boulevard 25.00 % 9.02 % 10.27 % Term SOFR+5.25% 108,000 (3,614) 104,386 26,097 (2)(3)(9)

(10) November 7, 2027

3 Hudson Boulevard 25.00 % 11.02 % 11.02 % Term SOFR+7.25% 18,353 — 18,353 4,588 (3)(9) November 7, 2027

Skymark - Reston Next Residential 20.00 % 5.87 % 6.19 % SOFR+2.00% 140,000 (165) 139,835 27,967 (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 $ 2,922,853 $ (17,788) $ 2,905,065 $ 1,221,666

_______________

(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 Accounting Standards Codification 805 “Business Combinations” to reflect loans at their fair values (if any).

(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 loan bears interest at a variable rate equal to Term SOFR plus 2.50% per annum.

(4) The joint venture entered into an interest rate cap agreement with a financial institution to limit its exposure to increases in Term SOFR rate to a cap of 5.00% per annum on a notional amount of $220.0 million through January 15, 2026.

(5) The loan bears interest at a variable rate equal to the greater of (1) the sum of (x) SOFR and (y) 2.41% or (2) 2.80% per annum.

(6) The loan bears interest at a variable rate equal to (1) the greater of (x) SOFR or (y) 0.25%, plus (2) 2.50% per annum.

(7) The joint venture entered into interest rate swap contracts with notional amounts aggregating $154.3 million through September 2, 2025, resulting in a fixed rate of approximately 7.35% per annum through the expiration of the interest rate swap contracts.

On January 6, 2026, the joint venture entered into a new interest rate cap agreement that continued to cap Term SOFR rate at 5.00% per annum on a notional amount of $220.0 million through January 15, 2027.

(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.

3 unchanged sentences

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 Note Receivables, Net on our Consolidated Balance Sheets.

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.

The deferred financing costs, net include the adjustment required to reflect the loan and interest rate swap at fair value upon acquisition.

(12) As of December 31, 2024, the loan was in a maturity default and had an outstanding balance, including accrued and unpaid interest and default interest, of approximately $119.6 million.

The joint venture is negotiating a new third-party loan, however, there can be no assurance that the joint venture will enter into a new third-party loan on the terms and schedule currently contemplated or at all.

We are the lender of the loan, and the loan and accrued interest are reflected as Related Party Note Receivables, Net and Tenant and Other Receivables, Net, respectively, on our Consolidated Balance Sheets.

(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 December 31, 2025, we have funded approximately $18.4 million of the mezzanine loan.

The loan is reflected as Related Party Note Receivables, 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 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.

Market risk is the risk of loss from adverse changes in market prices and interest rates.

Our future earnings, cash flows and fair values relevant to financial instruments are dependent upon prevalent market interest rates.

Our primary market risk results from our indebtedness, which bears interest at fixed and variable rates.

The fair value of our debt obligations are affected by changes in the market interest rates.

We manage our market risk by matching long-term leases with long-term, fixed-rate, non-recourse debt of similar duration.

We continue to follow a conservative strategy of generally pre-leasing development projects on a long-term basis to creditworthy clients in order to achieve the most favorable construction and permanent financing terms.

As of December 31, 2024, approximately 92.61% of our outstanding debt, excluding our unconsolidated joint ventures and after taking into account hedging agreements, has fixed interest rates, which minimizes the interest rate risk through the maturity of the hedging agreements.

We also manage our market risk by entering into hedging arrangements with financial institutions.

Our primary objectives when undertaking hedging transactions and derivative positions is to reduce our floating rate exposure and to fix a portion of the interest rate for anticipated financing and refinancing transactions.

This in turn, reduces the risks that the variability of cash flows imposes on variable rate debt.

Our strategy mitigates against future increases in our interest rates.

Including the effects of interest rate swaps, at December 31, 2024, our weighted-average coupon/stated rate on our fixed rate outstanding Consolidated Debt was 3.89% per annum.

At December 31, 2024, we had approximately $2.1 billion of consolidated variable rate debt outstanding, including $800.0 million of unsecured term loans, $500.0 million of unsecured commercial paper borrowings and approximately $800.0 million of secured debt.

However, we entered into interest rate swaps with notional amounts aggregating $800.0 million for our secured debt and $100.0 million for BPLP’s 2024 Unsecured Term Loan, thus fixing the interest rates for all, or a portion of the applicable debt term (See Note 8 to the Consolidated Financial Statements for information pertaining to interest rate contracts in place as of December 31, 2024 and their respective fair values).

For example, if market interest rates on our variable rate debt had been 100 basis points greater, total interest expense would have increased approximately $21.0 million, on an annualized basis, for the year ended December 31, 2024.

The information above does not include our unconsolidated joint venture debt.

For a discussion concerning our unconsolidated joint venture debt, see Note 6 to the Consolidated Financial Statements and “ Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources—Investment in Unconsolidated Joint Ventures - Secured Debt.

(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.

Funds from Operations

Pursuant to the revised definition of Funds from Operations adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“Nareit”), we calculate Funds from Operations, or “FFO,” for each of BXP and BPLP by adjusting net income attributable to BXP, Inc.

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.

23 unchanged sentences

Non-real estate depreciation and amortization 8,521 8,520 (1,681)

Impairment loss 13,615 — —

Loss on sales-type lease 2,490 — —

Impairment losses 85,803 13,615 —

Impairment losses included within loss from unconsolidated joint ventures 145,133 341,338 272,603

Gain on sale / consolidation included within loss from unconsolidated joint ventures 53,685 21,696 64,168

Gain on investment included within loss from unconsolidated joint ventures (3) — 35,756 —

Gains on sales of real estate 176,732 602 517

Gain on sales-type lease — — 10,058

Gain on sales-type lease included within loss from unconsolidated joint ventures — — 1,368

Unrealized gain (loss) on non-real estate investment 546 239 (150)

Unrealized gain (loss) on non-real estate investments (346) 546 239

Noncontrolling interests in property partnerships 75,181 67,516 78,661

5 unchanged sentences

Weighted average shares outstanding—basic 158,330 157,468 156,863

(1) The impairment loss on investment in unconsolidated joint venture consists of an other-than-temporary impairment loss on our investments in (i) Colorado Center, Gateway Commons and Safeco Plaza aggregating approximately $341.3 million for the year ended December 31, 2024 (See Note 6 to the Consolidated Financial Statements), (ii) Platform 16, 360 Park Avenue South, 200 Fifth Avenue and Safeco Plaza aggregating approximately $272.6 million for the year ended December 31, 2023 and (iii) the Dock 72 unconsolidated joint venture for the year ended December 31, 2022.

(2) On January 8, 2024, we acquired our joint venture partner’s 50% economic ownership interest in 901 New York Avenue located in Washington, DC for a gross purchase price of $10.0 million.

We recognized a gain of approximately $21.8 million on the consolidation of 901 New York Avenue (See Notes 3 and 6 to the Consolidated Financial Statements).

On December 14, 2023, we acquired our joint venture partner’s 45% ownership interest in Santa Monica Business Park located in Santa Monica, California for a purchase price of $38.0 million.

We recognized a gain of approximately $29.9 million on the consolidation of Santa Monica Business Park.

(3) On October 2, 2023, a joint venture in which we owned a 20% equity interest completed a two-step restructuring of the ownership in Metropolitan Square, which resulted in, among other things, (i) the cessation of our obligation to fund future investments through our then 20% equity interest, which caused us to recognize a gain on investment of approximately $35.8 million related to our deficit investment balance that resulted from distributions, (ii) the removal of the property from our in-service portfolio, (iii) the sale of the property, which resulted in a loss on the sale of approximately $1.5 million and assignment of the existing senior loan to the new owner, and (iv) the closing of a new mezzanine loan.

The following tables presents a reconciliation of net income attributable to BXP, Inc.

14 unchanged sentences

Non-real estate depreciation and amortization 8,521 8,520 (1,681)

Impairment loss 13,615 — —

Loss on sales-type lease 2,490 — —

Impairment losses 85,803 13,615 —

Impairment losses included within loss from unconsolidated joint ventures 145,133 341,338 272,603

Gain on sale / consolidation included within loss from unconsolidated joint ventures 53,685 21,696 64,168

Gain on investment included within loss from unconsolidated joint ventures (3) — 35,756 —

Gains on sales of real estate 176,732 602 517

Gain on sales-type lease — — 10,058

Gain on sales-type lease included within loss from unconsolidated joint ventures — — 1,368

Unrealized gain (loss) on non-real estate investment 546 239 (150)

Unrealized gain (loss) on non-real estate investments (346) 546 239

Noncontrolling interests in property partnerships 75,181 67,516 78,661

6 unchanged sentences

(1) $ 1,089,398 $ 1,120,727 $ 1,144,052

360 Park Avenue South, 200 Fifth Avenue and Safeco Plaza aggregating approximately $272.6 million for the year ended December 31, 2023 and (iii) the Dock 72 unconsolidated joint venture for the year ended December 31, 2022.

(2) On January 8, 2024, we acquired our joint venture partner’s 50% economic ownership interest in 901 New York Avenue located in Washington, DC for a gross purchase price of $10.0 million.

We recognized a gain of approximately $21.8 million on the consolidation of 901 New York Avenue (See Notes 3 and 6 to the Consolidated Financial Statements).

On December 14, 2023, we acquired our joint venture partner’s 45% ownership interest in Santa Monica Business Park located in Santa Monica, California for a purchase price of $38.0 million.

We recognized a gain of approximately $29.9 million on the consolidation of Santa Monica Business Park.

_______________

(1) BXP’s share of diluted Funds from Operations was 90.06%, 89.80% and 89.76% for the years ended December 31, 2025, 2024 and 2023, respectively.

23 unchanged sentences

Non-real estate depreciation and amortization 8,521 8,520 (1,681)

Impairment loss 13,615 — —

Loss on sales-type lease 2,490 — —

Impairment losses 82,890 13,615 —

Impairment losses included within loss from unconsolidated joint ventures 145,133 341,338 272,603

Gain on sale / consolidation included within loss from unconsolidated joint ventures 53,685 21,696 64,168

Gain on investment included within loss from unconsolidated joint ventures (3) — 35,756 —

Gains on sales of real estate 179,322 602 517

Gain on sales-type lease — — 10,058

Gain on sales-type lease included within loss from unconsolidated joint ventures — — 1,368

Unrealized gain (loss) on non-real estate investment 546 239 (150)

Unrealized gain (loss) on non-real estate investments (346) 546 239

Noncontrolling interests in property partnerships 75,181 67,516 78,661

2 unchanged sentences

_______________

(2) On January 8, 2024, we acquired our joint venture partner’s 50% economic ownership interest in 901 New York Avenue located in Washington, DC for a gross purchase price of $10.0 million.

We recognized a gain of approximately $21.8 million on the consolidation of 901 New York Avenue (See Notes 3 and 6 to the Consolidated Financial Statements).

On December 14, 2023, we acquired our joint venture partner’s 45% ownership interest in Santa Monica Business Park located in Santa Monica, California for a purchase price of $38.0 million.

We recognized a gain of approximately $29.9 million on the consolidation of Santa Monica Business Park.

(1) Our calculation includes OP Units and vested LTIP Units (including vested 2012 OPP Units and vested 2013 - 2022 MYLTIP Units).

11 unchanged sentences

Non-real estate depreciation and amortization 8,521 8,520 (1,681)

Impairment loss 13,615 — —

Loss on sales-type lease 2,490 — —

Impairment losses 82,890 13,615 —

Impairment losses included within loss from unconsolidated joint ventures 145,133 341,338 272,603

Gain on sale / consolidation included within loss from unconsolidated joint ventures 53,685 21,696 64,168

Gain on investment included within loss from unconsolidated joint ventures (3) — 35,756 —

Gains on sales of real estate 179,322 602 517

Gain on sales-type lease — — 10,058

Gain on sales-type lease included within loss from unconsolidated joint ventures — — 1,368

Unrealized gain (loss) on non-real estate investment 546 239 (150)

Unrealized gain (loss) on non-real estate investments (346) 546 239

Noncontrolling interests in property partnerships 75,181 67,516 78,661

4 unchanged sentences

_______________

(2) On January 8, 2024, we acquired our joint venture partner’s 50% economic ownership interest in 901 New York Avenue located in Washington, DC for a gross purchase price of $10.0 million.

We recognized a gain of approximately $21.8 million on the consolidation of 901 New York Avenue (See Notes 3 and 6 to the Consolidated Financial Statements).

On December 14, 2023, we acquired our joint venture partner’s 45% ownership interest in Santa Monica Business Park located in Santa Monica, California for a purchase price of $38.0 million.

We recognized a gain of approximately $29.9 million on the consolidation of Santa Monica Business Park.

investments through our then 20% equity interest, which caused us to recognize a gain on investment of approximately $35.8 million related to our deficit investment balance that resulted from distributions, (ii) the removal of the property from our in-service portfolio, (iii) the sale of the property, which resulted in a loss on the sale of approximately $1.5 million and assignment of the existing senior loan to the new owner, and (iv) the closing of a new mezzanine loan.

(1) Our calculation includes OP Units and vested LTIP Units (including vested 2012 OPP Units and vested 2013 - 2022 MYLTIP Units).

15 unchanged sentences

Client obligations (1) $ 723,491 $ 560,483 $ 107,560 $ 31,325 $ 18,522 $ 5,601 $ —

Construction contracts on development projects (2) 1,146,479 562,998 396,215 88,646 80,575 17,280 765

Construction contracts for development projects (2) 1,937,729 634,294 474,385 475,789 282,331 70,930 —

Total Commitments $ 2,661,220 $ 1,194,777 $ 581,945 $ 507,114 $ 300,853 $ 76,531 $ —

2 unchanged sentences

The timing and amount of these payments is subject to change.

(2) Payments for construction contracts on development projects includes consolidated joint ventures and represents 100% of the estimated development costs.

(2) Payments for construction contracts for development projects includes consolidated joint ventures and represents 100% of the estimated development costs.

We invest in two non-real estate funds, which are primarily environmentally focused investment funds, each with a commitment to contribute $10.0 million, aggregating to a total commitment of $20.0 million.

11 unchanged sentences

Client obligations (2) 66,856 42,643 24,213 — — — —

Construction contracts on development projects 124,583 42,090 47,320 30,545 4,628 — —

Construction contracts for development projects 63,596 34,327 23,483 5,393 393 — —

Total Commitments 130,452 76,970 47,696 5,393 393 — —

9 unchanged sentences

During the year ended December 31, 2025, we paid approximately $461.4 million to fund client-related obligations, including tenant improvements and leasing commissions.

In addition, during the year ended December 31, 2024, we and our unconsolidated joint venture partners incurred approximately $534.1 million of new client-related obligations associated with approximately 5.3 million square feet of second generation leases, or approximately $100 per square foot.

In addition, we signed leases for approximately 286,600 square feet of first generation leases.

The client-related obligations for the development properties are included within the projects’ “Estimated Total Investment” referred to in “ Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.” In the aggregate, during 2024, we signed leases for approximately 5.6 million square feet of space and incurred aggregate client-related obligations of approximately $597.3 million, or approximately $106 per square foot.

Adopted Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures” (“ASU 2023-07”).

ASU 2023-07 improves reportable segment disclosure requirements for public business entities primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit (referred to as the “significant expense principle”).

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

We adopted this accounting standard on January 1, 2024.

While the adoption has no impact on our Consolidated Financial Statements, it has resulted in incremental disclosures within the footnotes to our Consolidated Financial Statements (See Note 12 to the Consolidated Financial Statements).

In August 2023, the FASB issued ASU 2023-05, “Business Combinations - Joint Venture Formations (Subtopic 805-60)” (“ASU 2023-05”).

ASU 2023-05 is intended to (1) address accounting for contributions made to a joint venture upon formation and (2) reduce diversity in practice.

This ASU will apply to joint ventures that meet the definition of a corporate joint venture under GAAP, thus limiting its scope to joint ventures not controlled and therefore not consolidated by any joint venture investor.

This accounting standard is effective for joint ventures with a formation date on or after January 1, 2025.

We adopted this ASU on January 1, 2025.

Newly Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)” (“ASU 2024-03”):

ASU 2024-03 will require entities to provide enhanced disclosures related to certain expense categories included in income statement captions.

The ASU aims to increase transparency and provide investors with more detailed information about the nature of expenses reported on the face of the income statement.

The new standard does not change the requirements for the presentation of expenses on the face of the income statement.

Under this ASU, entities are required to disaggregate, in a tabular format, expense captions presented on the face of the income statement — excluding earnings or losses from equity method investments — if they include any of the following expense categories:

purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation or depletion.

For any remaining items within each relevant expense caption, entities must provide a qualitative description of the nature of those expenses.

The new ASU is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

We are evaluating the impact that ASU 2024-03 may have on our Consolidated Financial Statements and footnotes.

In addition, during the year ended December 31, 2025, we and our unconsolidated joint venture partners incurred approximately $529.8 million of new tenant-related obligations associated with approximately 4.6 million square feet of second generation leases, or approximately $116 per square foot.

In addition, we signed leases for approximately 1.0 million 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 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.” In the aggregate, during 2025, we signed leases for approximately 5.6 million square feet of space and incurred aggregate tenant-related obligations of approximately $767.2 million, or approximately $138 per square foot.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis