What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-05-06 compared with 2024-11-05 · 388 added, 697 removed, 786 unchanged (58% of the section changed)

2 unchanged sentences

(unaudited and in thousands, except for share and par value amounts)

September 30, 2024 December 31, 2023

Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 7,646,435 and $ 7,054,075 at September 30, 2024 and December 31, 2023, respectively)

March 31, 2025 December 31, 2024

Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 7,920,052 and $ 7,797,430 at March 31, 2025 and December 31, 2024, respectively)

$ 28,115,423 $ 27,870,623

Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at September 30, 2024 and December 31, 2023, respectively)

Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at March 31, 2025 and December 31, 2024, respectively)

372,845 372,922

Right of use assets - operating leases (amounts related to VIEs of $ 145,052 and $ 158,885 at September 30, 2024 and December 31, 2023, respectively)

Right of use assets - operating leases (amounts related to VIEs of $ 136,123 and $ 140,558 at March 31, 2025 and December 31, 2024, respectively)

330,129 334,767

accumulated depreciation (amounts related to VIEs of $( 1,601,919 ) and $( 1,501,483 ) at September 30, 2024 and December 31, 2023, respectively)

accumulated depreciation (amounts related to VIEs of $( 1,660,324 ) and $( 1,628,274 ) at March 31, 2025 and December 31, 2024, respectively)

( 7,699,234 ) ( 7,528,057 )

Total real estate 21,119,163 21,050,255

Cash and cash equivalents (amounts related to VIEs of $ 322,604 and $ 245,317 at September 30, 2024 and December 31, 2023, respectively)

Cash and cash equivalents (amounts related to VIEs of $ 238,137 and $ 373,737 at March 31, 2025 and December 31, 2024, respectively)

398,126 1,254,882

Cash held in escrows (amounts related to VIEs of $ 5,032 and $ 22,160 at September 30, 2024 and December 31, 2023, respectively)

Cash held in escrows (amounts related to VIEs of $ 5,305 and $ 4,979 at March 31, 2025 and December 31, 2024, respectively)

81,081 80,314

Investments in securities 38,310 39,706

Tenant and other receivables, net (amounts related to VIEs of $ 19,216 and $ 27,987 at September 30, 2024 and December 31, 2023, respectively)

Tenant and other receivables, net (amounts related to VIEs of $ 29,067 and $ 20,435 at March 31, 2025 and December 31, 2024, respectively)

117,353 107,453

2 unchanged sentences

Sales-type lease receivable, net 14,958 14,657

Accrued rental income, net (amounts related to VIEs of $ 425,867 and $ 401,159 at September 30, 2024 and December 31, 2023, respectively)

Accrued rental income, net (amounts related to VIEs of $ 443,953 and $ 435,110 at March 31, 2025 and December 31, 2024, respectively)

1,490,522 1,466,220

Deferred charges, net (amounts related to VIEs of $ 201,947 and $ 175,383 at September 30, 2024 and December 31, 2023, respectively)

Deferred charges, net (amounts related to VIEs of $ 209,654 and $ 211,726 at March 31, 2025 and December 31, 2024, respectively)

806,057 813,345

Prepaid expenses and other assets (amounts related to VIEs of $ 50,275 and $ 11,824 at September 30, 2024 and December 31, 2023, respectively)

Prepaid expenses and other assets (amounts related to VIEs of $ 46,605 and $ 15,036 at March 31, 2025 and December 31, 2024, respectively)

138,868 70,839

2 unchanged sentences

LIABILITIES AND EQUITY

Mortgage notes payable, net (amounts related to VIEs of $ 3,280,817 and $ 3,277,185 at September 30, 2024 and December 31, 2023, respectively)

Mortgage notes payable, net (amounts related to VIEs of $ 3,283,239 and $ 3,282,027 at March 31, 2025 and December 31, 2024, respectively)

$ 4,277,710 $ 4,276,609

3 unchanged sentences

Unsecured commercial paper 500,000 500,000

Lease liabilities - finance leases (amounts related to VIEs of $ 20,897 and $ 20,794 at September 30, 2024 and December 31, 2023, respectively)

Lease liabilities - finance leases (amounts related to VIEs of $ 20,965 and $ 20,931 at March 31, 2025 and December 31, 2024, respectively)

368,379 370,885

Lease liabilities - operating leases (amounts related to VIEs of $ 154,637 and $ 145,826 at September 30, 2024 and December 31, 2023, respectively)

Lease liabilities - operating leases (amounts related to VIEs of $ 160,805 and $ 157,691 at March 31, 2025 and December 31, 2024, respectively)

395,638 392,686

Accounts payable and accrued expenses (amounts related to VIEs of $ 120,092 and $ 59,667 at September 30, 2024 and December 31, 2023, respectively)

Accounts payable and accrued expenses (amounts related to VIEs of $ 123,169 and $ 115,808 at March 31, 2025 and December 31, 2024, respectively)

398,760 401,874

2 unchanged sentences

120,432 128,098

Other liabilities (amounts related to VIEs of $ 89,876 and $ 115,275 at September 30, 2024 and December 31, 2023, respectively)

Other liabilities (amounts related to VIEs of $ 108,335 and $ 126,202 at March 31, 2025 and December 31, 2024, respectively)

450,165 450,796

Total liabilities 17,577,740 18,137,324

T able of Contents

CONSOLIDATED BALANCE SHEETS

(unaudited and in thousands, except for share and par value amounts)

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Commitments and contingencies (See Note 8)

Redeemable deferred stock units— 132,930 and 119,471 units outstanding at redemption value at September 30, 2024 and December 31, 2023, respectively

Redeemable deferred stock units— 133,051 and 128,227 units outstanding at redemption value at March 31, 2025 and December 31, 2024, respectively

Stockholders’ equity attributable to BXP, Inc.:

1 unchanged sentence

Preferred stock, $ 0.01 par value, 50,000,000 shares authorized, none issued or outstanding

Common stock, $ 0.01 par value, 250,000,000 shares authorized, 158,058,798 and 157,019,766 issued and 157,979,898 and 156,940,866 outstanding at September 30, 2024 and December 31, 2023, respectively

Common stock, $ 0.01 par value, 250,000,000 shares authorized, 158,402,227 and 158,253,895 issued and 158,323,327 and 158,174,995 outstanding at March 31, 2025 and December 31, 2024, respectively

Additional paid-in capital

1 unchanged sentence

Dividends in excess of earnings ( 1,513,555 ) ( 1,419,575 )

Treasury common stock at cost, 78,900 shares at September 30, 2024 and December 31, 2023

Treasury common stock at cost, 78,900 shares at March 31, 2025 and December 31, 2024

( 2,722 ) ( 2,722 )

8 unchanged sentences

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

T able of Contents

CONSOLIDATED STATEMENTS OF OPERATIONS

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

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Three months ended March 31,

Lease $ 811,102 $ 788,590

3 unchanged sentences

Direct reimbursements of payroll and related costs from management services contracts

3,649 3,906 12,090 13,750

Total revenue 865,215 839,439

8 unchanged sentences

Income (loss) from unconsolidated joint ventures ( 2,139 ) 19,186

Gains on sales of real estate 517 517 517 517

Loss on sales-type lease ( 2,490 ) —

Interest and other income (loss) 7,750 14,529

Gains (losses) from investments in securities ( 365 ) 2,272

Unrealized gain (loss) on non-real estate investment 94 ( 51 ) 548 332

Unrealized gain (loss) on non-real estate investments ( 483 ) 396

Impairment loss — ( 13,615 )

Loss from early extinguishment of debt ( 338 ) —

Interest expense ( 163,444 ) ( 161,891 )

Net income (loss) 108,452 ( 103,543 ) 322,005 138,269

Net (income) loss attributable to noncontrolling interests

Net income 86,905 106,604

Net income attributable to noncontrolling interests

Noncontrolling interests in property partnerships ( 18,749 ) ( 17,221 )

Noncontrolling interest—common units of the Operating Partnership ( 6,979 ) ( 9,500 )

Net income (loss) attributable to BXP, Inc.

Net income attributable to BXP, Inc.

$ 61,177 $ 79,883

Basic earnings per common share attributable to BXP, Inc.

Net income (loss) $ 0.53 $ ( 0.71 ) $ 1.55 $ 0.45

Net income $ 0.39 $ 0.51

Weighted average number of common shares outstanding 158,202 156,983

Diluted earnings per common share attributable to BXP, Inc.

Net income (loss) $ 0.53 $ ( 0.71 ) $ 1.54 $ 0.45

Net income $ 0.39 $ 0.51

Weighted average number of common and common equivalent shares outstanding

1 unchanged sentence

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

T able of Contents

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited and in thousands)

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Net income (loss) $ 108,452 $ ( 103,543 ) $ 322,005 $ 138,269

Three months ended March 31,

Net income $ 86,905 $ 106,604

Other comprehensive income (loss):

2 unchanged sentences

Other comprehensive income (loss) ( 10,195 ) 19,711

Comprehensive income (loss) 79,266 ( 96,407 ) 316,547 157,181

Comprehensive income 76,710 126,315

Net income attributable to noncontrolling interests ( 25,728 ) ( 26,721 )

Other comprehensive (income) loss attributable to noncontrolling interests 888 ( 2,184 )

Comprehensive income (loss) attributable to BXP, Inc.

Comprehensive income attributable to BXP, Inc.

$ 51,870 $ 97,410

2 unchanged sentences

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

T able of Contents

CONSOLIDATED STATEMENTS OF EQUITY

3 unchanged sentences

Shares Amount

Equity, June 30, 2024

Equity, December 31, 2024

158,175 $ 1,582 $ 6,836,093 $ ( 1,419,575 ) $ ( 2,722 ) $ ( 2,072 ) $ 591,270 $ 1,933,545 $ 7,938,121

9 unchanged sentences

Reallocation of noncontrolling interest — — 4,826 — — — ( 4,826 ) — —

Equity, September 30, 2024

157,980 $ 1,580 $ 6,822,489 $ ( 1,035,710 ) $ ( 2,722 ) $ ( 26,428 ) $ 638,129 $ 1,874,272 $ 8,271,610

Equity, June 30, 2023

156,854 $ 1,569 $ 6,561,161 $ ( 516,550 ) $ ( 2,722 ) $ ( 3,406 ) $ 689,123 $ 1,557,368 $ 8,286,543

Redemption of operating partnership units to common stock 79 — 2,920 — — — ( 2,920 ) — —

Allocated net income (loss) for the period — — — ( 111,925 ) — — ( 12,527 ) 20,909 ( 103,543 )

Dividends/distributions declared — — — ( 153,800 ) — — ( 18,301 ) — ( 172,101 )

Shares issued pursuant to stock purchase plan 10 — 570 — — — — — 570

Net activity from stock option and incentive plan ( 4 ) — 421 — — — 4,065 — 4,486

Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships — — — — — — — 22,635 22,635

Distributions to noncontrolling interests in property partnerships — — — — — — — ( 12,150 ) ( 12,150 )

Effective portion of interest rate contracts — — — — — 4,896 563 — 5,459

Amortization of interest rate contracts — — — — — 1,376 157 144 1,677

Reallocation of noncontrolling interest — — 3,573 — — — ( 3,573 ) — —

Equity, September 30, 2023

Equity, March 31, 2025

158,323 $ 1,583 $ 6,846,015 $ ( 1,513,555 ) $ ( 2,722 ) $ ( 11,379 ) $ 591,555 $ 1,938,344 $ 7,849,841

CONSOLIDATED STATEMENTS OF EQUITY

(unaudited and in thousands)

Common Stock Additional Paid-in Capital Dividends in Excess of Earnings Treasury Stock,

at cost Accumulated Other Comprehensive Loss Noncontrolling Interests - Common Units Noncontrolling Interests - Property Partnerships Total

Shares Amount

Equity, December 31, 2023

Redemption of operating partnership units to common stock 952 11 33,735 — — — ( 33,746 ) — —

Allocated net income for the period — — — 243,126 — — 28,596 50,283 322,005

Dividends/distributions declared — — — ( 462,684 ) — — ( 55,692 ) — ( 518,376 )

Shares issued pursuant to stock purchase plan 17 — 1,141 — — — — — 1,141

Net activity from stock option and incentive plan 70 — 2,988 — — — 31,535 — 34,523

Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships — — 70,941 — — — — 235,206 306,147

Distributions to noncontrolling interests in property partnerships — — — — — — — ( 52,353 ) ( 52,353 )

Effective portion of interest rate contracts — — — — — ( 13,429 ) ( 1,547 ) — ( 14,976 )

Amortization of interest rate contracts — — — — — 8,148 938 432 9,518

Reallocation of noncontrolling interest — — ( 1,465 ) — — — 1,465 — —

Equity, September 30, 2024

156,941 $ 1,569 $ 6,715,149 $ ( 816,152 ) $ ( 2,722 ) $ ( 21,147 ) $ 666,580 $ 1,640,704 $ 8,183,981

Equity, December 31, 2022 156,758 $ 1,568 $ 6,539,147 $ ( 391,356 ) $ ( 2,722 ) $ ( 13,718 ) $ 683,583 $ 1,547,317 $ 8,363,819

Redemption of operating partnership units to common stock 36 1 1,302 — — — ( 1,303 ) — —

8 unchanged sentences

Reallocation of noncontrolling interest — — ( 12,747 ) — — — 12,747 — —

Equity, September 30, 2023

Equity, March 31, 2024

157,049 $ 1,570 $ 6,752,648 $ ( 890,177 ) $ ( 2,722 ) $ ( 3,620 ) $ 684,969 $ 1,734,904 $ 8,277,572

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

T able of Contents

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Nine months ended September 30,

Three months ended March 31,

Cash flows from operating activities:

5 unchanged sentences

Amortization of sales type lease ( 281 ) —

Amortization of above and below market leases ( 4,245 ) —

Non-cash compensation expense 22,917 18,873

(Income) loss from unconsolidated joint ventures ( 6,376 ) 261,793

Loss (Income) from unconsolidated joint ventures 2,139 ( 19,186 )

Distributions of net cash flow from operations of unconsolidated joint ventures 17,053 8,643

Gains from investments in securities ( 4,785 ) ( 2,311 )

(Gains) losses from investments in securities 365 ( 2,272 )

Allowance for current expected credit losses ( 23 ) 4

Non-cash portion of interest expense 9,257 12,109

Gains on sales of real estate ( 517 ) ( 517 )

Unrealized gain on non-real estate investment ( 548 ) ( 332 )

Loss from early extinguishments of debt 338 —

Loss on sales-type lease 2,490 —

Unrealized (gain) loss on non-real estate investments 483 ( 396 )

Change in assets and liabilities:

14 unchanged sentences

Tenant improvements ( 60,338 ) ( 53,377 )

Proceeds from sales of real estate 517 517

Acquisition of real estate (net of cash received upon consolidation) 6,086 —

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

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

Capital distributions from unconsolidated joint ventures — 7,350

Investment in non-real estate investments ( 434 ) —

2 unchanged sentences

Net cash used in investing activities ( 309,143 ) ( 286,619 )

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Nine months ended September 30,

Cash flows from financing activities:

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

Proceeds from unsecured senior notes 849,671 747,727

Repayment / redemption of unsecured senior notes ( 850,000 ) ( 700,000 )

Borrowings on unsecured line of credit 360,000 —

Repayments of unsecured line of credit ( 60,000 ) —

T able of Contents

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Three months ended March 31,

Borrowings on unsecured term loans 700,000 —

Payments on finance lease obligations ( 9,250 ) —

Repayment of unsecured term loans ( 700,000 ) —

Payments on finance lease obligations ( 3,344 ) ( 3,160 )

Borrowings on commercial paper program 1,287,523 —

5 unchanged sentences

Distributions to noncontrolling interests in property partnerships ( 19,525 ) ( 20,025 )

Net cash provided by (used in) financing activities ( 141,051 ) 154,782

Net increase (decrease) in cash and cash equivalents and cash held in escrows ( 141,083 ) 193,576

Net cash used in financing activities ( 756,882 ) ( 756,909 )

Net decrease in cash and cash equivalents and cash held in escrows ( 855,989 ) ( 845,933 )

Cash and cash equivalents and cash held in escrows, beginning of period 1,335,196 1,612,567

14 unchanged sentences

Right of use assets obtained in exchange for lease liabilities - operating lease $ — $ 25,637

Lease liability - finance lease reversal for re-assessment event $ ( 38,491 ) $ —

Right of use asset - finance lease reversal for re-assessment event $ ( 28,962 ) $ —

Non-cash contributions from noncontrolling interests in property partnerships, net $ 281 $ 52,786

Capitalized operating lease costs $ 7,548 $ 7,548

Construction in progress from prepaid expenses and other assets $ — $ 25,577

Investment in unconsolidated joint ventures eliminated upon consolidation $ — $ ( 11,834 )

Mortgage note payable recorded upon consolidation $ — $ 207,093

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Nine months ended September 30,

Mortgage note payable converted to unsecured term loan $ 100,000 $ —

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

3 unchanged sentences

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

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

1 unchanged sentence

(unaudited and in thousands, except for unit amounts)

September 30, 2024 December 31, 2023

Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 7,646,435 and $ 7,054,075 at September 30, 2024 and December 31, 2023, respectively)

March 31, 2025 December 31, 2024

Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 7,920,052 and $ 7,797,430 at March 31, 2025 and December 31, 2024, respectively)

$ 27,749,158 $ 27,504,358

Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at September 30, 2024 and December 31, 2023, respectively)

Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at March 31, 2025 and December 31, 2024, respectively)

372,845 372,922

Right of use assets - operating leases (amounts related to VIEs of $ 145,052 and $ 158,885 at September 30, 2024 and December 31, 2023, respectively)

Right of use assets - operating leases (amounts related to VIEs of $ 136,123 and $ 140,558 at March 31, 2025 and December 31, 2024, respectively)

330,129 334,767

accumulated depreciation (amounts related to VIEs of $( 1,601,919 ) and $( 1,501,483 ) at September 30, 2024 and December 31, 2023, respectively)

accumulated depreciation (amounts related to VIEs of $( 1,660,324 ) and $( 1,628,274 ) at March 31, 2025 and December 31, 2024, respectively)

( 7,567,356 ) ( 7,397,882 )

Total real estate 20,884,776 20,814,165

Cash and cash equivalents (amounts related to VIEs of $ 322,604 and $ 245,317 at September 30, 2024 and December 31, 2023, respectively)

Cash and cash equivalents (amounts related to VIEs of $ 238,137 and $ 373,737 at March 31, 2025 and December 31, 2024, respectively)

398,126 1,254,882

Cash held in escrows (amounts related to VIEs of $ 5,032 and $ 22,160 at September 30, 2024 and December 31, 2023, respectively)

Cash held in escrows (amounts related to VIEs of $ 5,305 and $ 4,979 at March 31, 2025 and December 31, 2024, respectively)

81,081 80,314

Investments in securities 38,310 39,706

Tenant and other receivables, net (amounts related to VIEs of $ 19,216 and $ 27,987 at September 30, 2024 and December 31, 2023, respectively)

Tenant and other receivables, net (amounts related to VIEs of $ 29,067 and $ 20,435 at March 31, 2025 and December 31, 2024, respectively)

117,353 107,453

2 unchanged sentences

Sales-type lease receivable, net 14,958 14,657

Accrued rental income, net (amounts related to VIEs of $ 425,867 and $ 401,159 at September 30, 2024 and December 31, 2023, respectively)

Accrued rental income, net (amounts related to VIEs of $ 443,953 and $ 435,110 at March 31, 2025 and December 31, 2024, respectively)

1,490,522 1,466,220

Deferred charges, net (amounts related to VIEs of $ 201,947 and $ 175,383 at September 30, 2024 and December 31, 2023, respectively)

Deferred charges, net (amounts related to VIEs of $ 209,654 and $ 211,726 at March 31, 2025 and December 31, 2024, respectively)

806,057 813,345

Prepaid expenses and other assets (amounts related to VIEs of $ 50,275 and $ 11,824 at September 30, 2024 and December 31, 2023, respectively)

Prepaid expenses and other assets (amounts related to VIEs of $ 46,605 and $ 15,036 at March 31, 2025 and December 31, 2024, respectively)

138,868 70,839

2 unchanged sentences

LIABILITIES AND CAPITAL

Mortgage notes payable, net (amounts related to VIEs of $ 3,280,817 and $ 3,277,185 at September 30, 2024 and December 31, 2023, respectively)

Mortgage notes payable, net (amounts related to VIEs of $ 3,283,239 and $ 3,282,027 at March 31, 2025 and December 31, 2024, respectively)

$ 4,277,710 $ 4,276,609

3 unchanged sentences

Unsecured commercial paper 500,000 500,000

Lease liabilities - finance leases (amounts related to VIEs of $ 20,897 and $ 20,794 at September 30, 2024 and December 31, 2023, respectively)

Lease liabilities - finance leases (amounts related to VIEs of $ 20,965 and $ 20,931 at March 31, 2025 and December 31, 2024, respectively)

368,379 370,885

Lease liabilities - operating leases (amounts related to VIEs of $ 154,637 and $ 145,826 at September 30, 2024 and December 31, 2023, respectively)

Lease liabilities - operating leases (amounts related to VIEs of $ 160,805 and $ 157,691 at March 31, 2025 and December 31, 2024, respectively)

395,638 392,686

Accounts payable and accrued expenses (amounts related to VIEs of $ 120,092 and $ 59,667 at September 30, 2024 and December 31, 2023, respectively)

Accounts payable and accrued expenses (amounts related to VIEs of $ 123,169 and $ 115,808 at March 31, 2025 and December 31, 2024, respectively)

398,760 401,874

2 unchanged sentences

120,432 128,098

Other liabilities (amounts related to VIEs of $ 89,876 and $ 115,275 at September 30, 2024 and December 31, 2023, respectively)

Other liabilities (amounts related to VIEs of $ 108,335 and $ 126,202 at March 31, 2025 and December 31, 2024, respectively)

450,165 450,796

Total liabilities 17,577,740 18,137,324

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

1 unchanged sentence

(unaudited and in thousands, except for unit amounts)

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Commitments and contingencies (See Note 8)

Redeemable deferred stock units— 132,930 and 119,471 units outstanding at redemption value at September 30, 2024 and December 31, 2023, respectively

Redeemable deferred stock units— 133,051 and 128,227 units outstanding at redemption value at March 31, 2025 and December 31, 2024, respectively

Noncontrolling interests:

Redeemable partnership units— 15,926,014 and 16,508,277 common units and 2,336,797 and 2,065,861 long term incentive units outstanding at redemption value at September 30, 2024 and December 31, 2023, respectively

Redeemable partnership units— 15,624,856 and 15,730,882 common units and 2,794,004 and 2,335,229 long term incentive units outstanding at redemption value at March 31, 2025 and December 31, 2024, respectively

1,280,106 1,378,573

Boston Properties Limited Partnership partners’ capital— 1,762,427 and 1,755,150 general partner units and 156,217,471 and 155,185,716 limited partner units outstanding at September 30, 2024 and December 31, 2023, respectively

Boston Properties Limited Partnership partners’ capital— 1,767,422 and 1,762,411 general partner units and 156,555,905 and 156,412,584 limited partner units outstanding at March 31, 2025 and December 31, 2024, respectively

4,408,383 4,391,985

5 unchanged sentences

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

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

1 unchanged sentence

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

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Three months ended March 31,

Lease $ 811,102 $ 788,590

3 unchanged sentences

Direct reimbursements of payroll and related costs from management services contracts

3,649 3,906 12,090 13,750

Total revenue 865,215 839,439

8 unchanged sentences

Income (loss) from unconsolidated joint ventures ( 2,139 ) 19,186

Gains on sales of real estate 517 517 517 517

Loss on sales-type lease ( 2,490 ) —

Interest and other income (loss) 7,750 14,529

Gains (losses) from investments in securities ( 365 ) 2,272

Unrealized gain (loss) on non-real estate investment 94 ( 51 ) 548 332

Unrealized gain (loss) on non-real estate investments ( 483 ) 396

Impairment loss — ( 13,615 )

Loss from early extinguishment of debt ( 338 ) —

Interest expense ( 163,444 ) ( 161,891 )

Net income (loss) 110,156 ( 101,787 ) 327,109 143,569

Net income 88,608 108,301

Net income attributable to noncontrolling interests

Noncontrolling interests in property partnerships ( 18,749 ) ( 17,221 )

Net income (loss) attributable to Boston Properties Limited Partnership $ 94,919 $ ( 122,696 ) $ 276,826 $ 84,232

Net income attributable to Boston Properties Limited Partnership $ 69,859 $ 91,080

Basic earnings per common unit attributable to Boston Properties Limited Partnership

Net income (loss) $ 0.54 $ ( 0.70 ) $ 1.58 $ 0.48

Net income $ 0.40 $ 0.52

Weighted average number of common units outstanding 175,752 175,255

Diluted earnings per common unit attributable to Boston Properties Limited Partnership

Net income (loss) $ 0.54 $ ( 0.70 ) $ 1.58 $ 0.48

Net income $ 0.40 $ 0.52

Weighted average number of common and common equivalent units outstanding

1 unchanged sentence

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

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

1 unchanged sentence

(unaudited and in thousands)

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Net income (loss) $ 110,156 $ ( 101,787 ) $ 327,109 $ 143,569

Three months ended March 31,

Net income $ 88,608 $ 108,301

Other comprehensive income (loss):

2 unchanged sentences

Other comprehensive income (loss) ( 10,195 ) 19,711

Comprehensive income (loss) 80,970 ( 94,651 ) 321,651 162,481

Comprehensive income 78,413 128,012

Comprehensive income attributable to noncontrolling interests ( 18,893 ) ( 17,365 )

Comprehensive income (loss) attributable to Boston Properties Limited Partnership $ 65,589 $ ( 115,704 ) $ 270,936 $ 102,712

Comprehensive income attributable to Boston Properties Limited Partnership $ 59,520 $ 110,647

_______________

1 unchanged sentence

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

BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CAPITAL AND NONCONTROLLING INTERESTS

(unaudited and in thousands)

Units Capital

General Partner Limited Partner Partners’ Capital (General and Limited Partners) Accumulated

Comprehensive Loss Noncontrolling

Interests - Property Partnerships Total Capital Noncontrolling Interests - Redeemable Partnership Units

Equity, June 30, 2024 1,762 155,336 $ 5,010,460 $ ( 155 ) $ 1,801,676 $ 6,811,981 $ 1,230,848

Net activity from contributions and unearned compensation — 6 ( 1,232 ) — — ( 1,232 ) 3,225

Allocated net income for the period — — 85,332 — 15,237 100,569 9,587

Distributions — — ( 154,820 ) — — ( 154,820 ) ( 17,986 )

Conversion of redeemable partnership units — 875 30,992 — — 30,992 ( 30,992 )

Adjustment to reflect redeemable partnership units at redemption value — — ( 308,876 ) — — ( 308,876 ) 308,876

Effective portion of interest rate contracts — — — ( 28,910 ) — ( 28,910 ) ( 3,353 )

Amortization of interest rate contracts — — — 2,637 144 2,781 296

Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships — — 23,615 — 72,109 95,724 —

Distributions to noncontrolling interests in property partnerships — — — — ( 14,894 ) ( 14,894 ) —

Equity, September 30, 2024

1,762 156,217 $ 4,685,471 $ ( 26,428 ) $ 1,874,272 $ 6,533,315 $ 1,500,501

Equity, June 30, 2023 1,755 155,098 $ 5,351,166 $ ( 3,406 ) $ 1,557,368 $ 6,905,128 $ 1,135,053

Net activity from contributions and unearned compensation — 7 991 — — 991 4,065

Allocated net income (loss) for the period — — ( 110,169 ) — 20,909 ( 89,260 ) ( 12,527 )

Distributions — — ( 153,800 ) — — ( 153,800 ) ( 18,301 )

Conversion of redeemable partnership units — 79 2,920 — — 2,920 ( 2,920 )

Adjustment to reflect redeemable partnership units at redemption value — — ( 54,663 ) — — ( 54,663 ) 54,663

Effective portion of interest rate contracts — — — 4,896 — 4,896 563

Amortization of interest rate contracts — — — 1,376 144 1,520 157

Proceeds from sale of interest in property partnerships and contributions from noncontrolling interests in property partnerships — — — — 22,635 22,635 —

Distributions to noncontrolling interests in property partnerships — — — — ( 12,150 ) ( 12,150 ) —

Equity, September 30, 2023

1,755 155,184 $ 5,036,445 $ 2,866 $ 1,588,906 $ 6,628,217 $ 1,160,753

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

15 unchanged sentences

Distributions to noncontrolling interests in property partnerships — — — — ( 19,525 ) ( 19,525 ) —

Equity, September 30, 2024

Equity, March 31, 2025

1,767 156,556 $ 4,408,383 $ ( 11,379 ) $ 1,938,344 $ 6,335,348 $ 1,280,106

9 unchanged sentences

Distributions to noncontrolling interests in property partnerships — — — — ( 20,025 ) ( 20,025 ) —

Equity, September 30, 2023 1,755 155,184 $ 5,036,445 $ 2,866 $ 1,588,906 $ 6,628,217 $ 1,160,753

Equity, March 31, 2024

1,762 155,287 $ 5,004,678 $ ( 3,620 ) $ 1,734,904 $ 6,735,962 $ 1,300,409

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

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

1 unchanged sentence

(unaudited and in thousands)

Nine months ended September 30,

Three months ended March 31,

Cash flows from operating activities:

5 unchanged sentences

Amortization of sales type lease ( 281 ) —

Amortization of above and below market leases ( 4,245 ) —

Non-cash compensation expense 22,917 18,873

(Income) loss from unconsolidated joint ventures ( 6,376 ) 261,793

Loss (Income) from unconsolidated joint ventures 2,139 ( 19,186 )

Distributions of net cash flow from operations of unconsolidated joint ventures 17,053 8,643

Gains from investments in securities ( 4,785 ) ( 2,311 )

(Gains) losses from investments in securities 365 ( 2,272 )

Allowance for current expected credit losses ( 23 ) 4

Non-cash portion of interest expense 9,257 12,109

Gains on sales of real estate ( 517 ) ( 517 )

Unrealized gain on non-real estate investment ( 548 ) ( 332 )

Loss from early extinguishments of debt 338 —

Loss on sales-type lease 2,490 —

Unrealized (gain) loss on non-real estate investments 483 ( 396 )

Change in assets and liabilities:

14 unchanged sentences

Tenant improvements ( 60,338 ) ( 53,377 )

Proceeds from sales of real estate 517 517

Acquisition of real estate (net of cash received upon consolidation) 6,086 —

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

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

Capital distributions from unconsolidated joint ventures — 7,350

Investment in non-real estate investments ( 434 ) —

2 unchanged sentences

Net cash used in investing activities ( 309,143 ) ( 286,619 )

BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Nine months ended September 30,

Cash flows from financing activities:

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

Proceeds from unsecured senior notes 849,671 747,727

Repayment / redemption of unsecured senior notes ( 850,000 ) ( 700,000 )

Borrowings on unsecured line of credit 360,000 —

Repayments of unsecured line of credit ( 60,000 ) —

T able of Contents

BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Three months ended March 31,

Borrowings on unsecured term loan 700,000 —

Payments on finance lease obligations ( 9,250 ) —

Repayment of unsecured term loan ( 700,000 ) —

Payments on finance lease obligations ( 3,344 ) ( 3,160 )

Borrowings on commercial paper program 1,287,523 —

5 unchanged sentences

Distributions to noncontrolling interests in property partnerships ( 19,525 ) ( 20,025 )

Net cash provided by (used in) financing activities ( 141,051 ) 154,782

Net increase (decrease) in cash and cash equivalents and cash held in escrows ( 141,083 ) 193,576

Net cash used in financing activities ( 756,882 ) ( 756,909 )

Net decrease in cash and cash equivalents and cash held in escrows ( 855,989 ) ( 845,933 )

Cash and cash equivalents and cash held in escrows, beginning of period 1,335,196 1,612,567

14 unchanged sentences

Right of use assets obtained in exchange for lease liabilities - operating lease $ — $ 25,637

Lease liability - finance lease reversal for re-assessment event $ ( 38,491 ) $ —

Right of use asset - finance lease reversal for re-assessment event $ ( 28,962 ) $ —

Non-cash contributions from noncontrolling interests in property partnerships, net $ 281 $ 52,786

Capitalized operating lease costs $ 7,548 $ 7,548

Construction in progress from prepaid expenses and other assets $ — $ 25,577

Investment in unconsolidated joint ventures eliminated upon consolidation $ — $ ( 11,834 )

Mortgage notes payable recorded upon consolidation $ — $ 207,093

BOSTON PROPERTIES LIMITED PARTNERSHIP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)

Nine months ended September 30,

Mortgage note payable converted to unsecured term loan $ 100,000 $ —

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

3 unchanged sentences

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

T able of Contents

AND BOSTON PROPERTIES LIMITED PARTNERSHIP

1 unchanged sentence

BXP is a fully integrated, self-administered and self-managed REIT.

BXP is the sole general partner of BPLP, its operating partnership, and at September 30, 2024, owned an approximate 89.6 % ( 89.4 % at December 31, 2023) general and limited partnership interest in BPLP.

BXP is the sole general partner of BPLP, its operating partnership, and at March 31, 2025, owned an approximate 89.6 % ( 89.7 % at December 31, 2024) general and limited partnership interest in BPLP.

Unless stated otherwise or the context requires, the “Company” refers to BXP and its subsidiaries, including BPLP and its consolidated subsidiaries.

3 unchanged sentences

Unless specifically noted otherwise, all references to OP Units exclude units held by BXP.

A holder of an OP Unit may present the OP Unit to BPLP for redemption at any time (subject to restrictions agreed upon at the time of issuance of OP Units to particular holders that may restrict such redemption right for a period of time, generally one year from issuance).

A holder of an OP Unit may present the OP Unit to BPLP for redemption at any time (subject to covenants agreed upon at the time of issuance of OP Units to particular holders that may restrict such redemption right for a period of time, generally one year from issuance).

Upon presentation of an OP Unit for redemption, BPLP is obligated to redeem the OP Unit for cash equal to the value of a share of common stock of BXP (“Common Stock”).

1 unchanged sentence

Because the number of shares of Common Stock outstanding at all times equals the number of OP Units that BXP owns, one share of Common Stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of Common Stock.

The Company uses LTIP Units as a form of time-based, restricted equity compensation and as a form of performance-based equity compensation for employees, and has previously granted LTIP Units in the form of (1) 2012 outperformance plan awards (“2012 OPP Units”) and (2) 2013 - 2024 multi-year, long-term incentive program awards (also referred to as “MYLTIP Units”), each of which, upon the satisfaction of certain performance-based and time-based vesting conditions, is convertible into one OP Unit.

The Company uses LTIP Units as a form of time-based, restricted equity compensation and as a form of performance-based equity compensation for employees, and it has previously granted LTIP Units in the form of (1) 2012 outperformance plan awards (“2012 OPP Units”) and (2) 2013 - 2025 multi-year, long-term incentive program awards (also referred to as “MYLTIP Units”), each of which, upon the satisfaction of certain performance-based and time-based vesting conditions, is convertible into one OP Unit.

The three -year measurement periods for the 2012 OPP Units and the 2013 - 2022 MYLTIP Units have ended and BXP’s total stockholder return (“TSR”) was sufficient for employees to earn and therefore become eligible to vest in a portion of the awards.

2 unchanged sentences

LTIP Units (including the earned 2012 OPP Units and the earned 2013 - 2022 MYLTIP Units), whether vested or not, receive the same quarterly per unit distributions as OP Units, which equal per share dividends on Common Stock (See Notes 9 and 13).

At September 30, 2024, the Company owned or had joint venture interests in a portfolio of 184 commercial real estate properties (the “Properties”) aggregating approximately 53.0 million net rentable square feet of primarily office properties, including nine properties under construction/redevelopment totaling approximately 2.7 million net rentable square feet.

At September 30, 2024, the Properties consisted of:

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

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

At March 31, 2025, the Properties consisted of:

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

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

• seven residential properties (including two properties under construction);

• eight residential properties (including two properties under construction);

Summary of Significant Accounting Policies

5 unchanged sentences

Accordingly, the Company’s share of the earnings of these joint ventures and companies is included in consolidated net income.

T able of Contents

The accompanying interim financial statements are unaudited;

12 unchanged sentences

The assets of each VIE are only available to satisfy such VIE's respective liabilities.

The Company has identified nine entities that are VIEs as of September 30, 2024 and has determined that it is the primary beneficiary for all of these entities as of September 30, 2024.

The Company has identified 11 entities that are VIEs as of March 31, 2025 and has determined that it is the primary beneficiary for nine of these entities as of March 31, 2025.

Consolidated Variable Interest Entities

As of September 30, 2024, BXP has identified nine consolidated VIEs, including BPLP.

Excluding BPLP, the consolidated VIEs consisted of (i) the following five in-service properties:

767 Fifth Avenue (the General Motors Building), Times Square Tower, 601 Lexington Avenue, Atlantic Wharf Office Building and 100 Federal Street, (ii) 343 Madison Avenue, which is categorized as land held for future development and (iii) 290 Binney Street and 300 Binney Street, which are currently under development / redevelopment (See Note 14).

As of March 31, 2025, BXP has identified nine consolidated VIEs, including BPLP.

Excluding BPLP, the consolidated VIEs consisted of (i) the following six in-service properties:

767 Fifth Avenue (the General Motors Building), 7 Times Square (formerly Times Square Tower), 601 Lexington Avenue, 300 Binney Street, Atlantic Wharf Office Building and 100 Federal Street, (ii) 343 Madison Avenue, which is categorized as land held for future development and (iii) 290 Binney Street, which is currently under development.

The Company consolidates these VIEs because it is the primary beneficiary.

2 unchanged sentences

Variable Interest Entities Not Consolidated

As of September 30, 2024, the Company does not have any unconsolidated joint ventures that are classified as VIEs.

As of March 31, 2025, BXP has identified two unconsolidated joint venture entities that are classified as VIEs.

The CAB 290 Coles Venture LLC and CAB 290 Coles Holdco LLC joint ventures are VIEs because the Company does not consolidate the entities as it does not have the power to direct the activities that, when taken together, most significantly impact the VIEs’ performance and, therefore, the Company is not considered to be the primary beneficiary.

Fair Value Measurements

The Company follows the authoritative guidance for fair value measurements when valuing its financial instruments for disclosure purposes.

The table below presents for September 30, 2024 and December 31, 2023, the financial instruments that are being valued for disclosure purposes, as well as the Level at which they are categorized as defined in Accounting Standards Codification (“ASC”) 820 “Fair Value Measurements and Disclosures” (“ASC 820”).

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

T able of Contents

Financial Instrument Level

3-Month United States Treasury Bills Level 1

Unsecured commercial paper Level 1

11 unchanged sentences

In addition, the Company’s estimated fair values for these instruments as of the end of the applicable reporting period are not projections of, nor necessarily indicative of, estimated or actual fair values in future reporting periods.

At September 30, 2024 and December 31, 2023, the Company had outstanding three -month United States Treasury Bills with a maturity date of November 21, 2024 and January 30, 2024, respectively, that were classified as held to maturity because the Company determined that it had the positive intent and ability to hold to maturity.

Because these securities are considered short-term investments, they are reflected at amortized cost within Cash and Cash Equivalents on the Consolidated Balance Sheets.

At September 30, 2024 and December 31, 2023, the amortized cost of these securities were approximately $ 175.9 million and $ 302.7 million, respectively.

At September 30, 2024, the Company had $ 500.0 million outstanding under its unsecured commercial paper program (See Note 6).

Due to their short-term maturity and stated interest rates at approximate current market rates, the fair value of outstanding commercial paper borrowings approximates the Company's carrying amount at September 30, 2024.

The Company’s investment in non-real estate investments is shown within Prepaid and Other Assets on the Consolidated Balance Sheets and was approximately $ 6.7 million and $ 4.6 million at September 30, 2024 and December 31, 2023, respectively.

At March 31, 2025 and December 31, 2024, the Company had $ 500.0 million outstanding under its unsecured commercial paper program (See Note 6).

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

The non-real estate investments utilize net asset value as the practical expedient.

Non-Recurring Fair Value

The following table presents the aggregate carrying value of the Company’s non-recurring fair value financial instruments and the Company’s corresponding estimate of fair value as of September 30, 2024 and December 31, 2023 (in thousands):

September 30, 2024 December 31, 2023

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

March 31, 2025 December 31, 2024

Amount Estimated

1 unchanged sentence

Amount Estimated

3-Month United States Treasury Bills (1) $ 175,944 $ 175,944 $ 302,746 $ 302,746

Related party note receivable, net $ 88,788 $ 90,138 $ 88,779 $ 90,593

Related party notes receivable, net $ 88,816 $ 87,815 $ 88,779 $ 89,213

Note receivable, net 5,535 5,249 4,947 6,187

7 unchanged sentences

Total $ 15,671,692 $ 14,733,762 $ 16,220,499 $ 15,113,281

_______________

(1) Per the guidance in ASC 326 “Financial Instruments — Credit Losses” (“ASC 326”), the Company concluded that the risk of nonpayment is nonexistent because the U.S.

Government has a long history with no credit losses and, therefore, no credit loss allowance was recorded.

At March 31, 2024, the Company evaluated the expected hold period for a portion of its 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, the Company reduced the carrying value of a portion of the property that the Company anticipates selling to a third-party developer to its estimated fair value at March 31, 2024.

As a result, during the nine months ended September 30, 2024, each of BXP and BPLP recognized an impairment loss of approximately $ 13.6 million.

The Company’s estimated fair value utilized Level 3 inputs and was based on a pending offer from a third party (See Note 3).

Recurring Fair Value

In addition to the financial instruments noted above, the Company uses interest rate swap agreements to manage its interest rate risk (See Note 7).

In addition to the financial instruments noted above, the Company uses interest rate swap agreements to manage its interest rate risk (See Notes 7 and 14).

The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative.

This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves.

This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses

T able of Contents

observable market-based inputs, including interest rate curves.

To comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements.

2 unchanged sentences

As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The following table presents the aggregate fair value of the Company’s interest rate swaps as of September 30, 2024 and December 31, 2023 (in thousands):

Fair value September 30, 2024 December 31, 2023

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

Fair value March 31, 2025 December 31, 2024

Interest rate swaps $ ( 4,079 ) $ 5,252

The Company accounts for investments in equity securities at fair value, with gains or losses resulting from changes in fair value recognized currently in earnings.

The Company maintains deferred compensation plans that are designed to allow officers and non-employee directors of BXP to defer a portion of the officer’s current income or the non-employee director’s current compensation on a pre-tax basis and receive a tax-deferred return on these deferrals based on the performance of specific investments selected by the officer or non-employee director.

The Company maintains deferred compensation plans that are designed to allow officers and non-employee directors of BXP to defer a portion of the officer’s current income or the non-employee director’s current compensation on a pre-tax basis and receive a tax-deferred return on these amounts deferred based on the performance of specific investments selected by the officer or non-employee director.

The Company’s obligation under the plans is that of an unsecured promise to pay the deferred compensation to the plan participants in the future.

At September 30, 2024 and December 31, 2023, the Company had maintained approximately $ 38.9 million and $ 36.1 million, respectively, in separate accounts, which are not restricted as to their use.

The Company recognized gains (losses) of approximately $ 2.2 million and $( 0.9 ) million on its investments in the accounts associated with the Company’s deferred compensation plans during the three months ended September 30, 2024 and September 30, 2023, respectively, and approximately $ 4.8 million and $ 2.3 million during the nine months ended September 30, 2024 and September 30, 2023, respectively, primarily due to the observable change in fair value.

Real estate consisted of the following at September 30, 2024 and December 31, 2023 (in thousands):

September 30, 2024 December 31, 2023

At March 31, 2025 and December 31, 2024, the Company had maintained approximately $ 38.1 million and $ 39.4 million, respectively, in separate accounts, which are not restricted as to their use.

The Company recognized gains (losses) of approximately $( 0.4 ) million and $ 2.3 million on its investments in the accounts associated with the Company’s deferred compensation plans during the three months ended March 31, 2025 and March 31, 2024, respectively, primarily due to the observable change in fair value.

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

March 31, 2025 December 31, 2024

Land $ 5,319,140 $ 5,318,724

10 unchanged sentences

_______________

(1) See Note 4.

(1) Includes pre-development costs.

Real estate consisted of the following at September 30, 2024 and December 31, 2023 (in thousands):

September 30, 2024 December 31, 2023

T able of Contents

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

March 31, 2025 December 31, 2024

Land $ 5,224,431 $ 5,224,015

10 unchanged sentences

_______________

(1) See Note 4.

(1) Includes pre-development costs.

On January 8, 2024, the Company completed the acquisition of its joint venture partner’s 50 % economic ownership interest in the joint venture that owns 901 New York Avenue, located in Washington, DC.

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

The property is subject to existing mortgage indebtedness of approximately $ 207.1 million (See Note 6).

The acquisition resulted in the Company recording a gain upon consolidation of approximately $ 21.8 million, which is the difference between the fair value of the previously held equity method investment immediately prior to the consolidation of $ 10.0 million, less the Company’s costs basis of approximately $( 11.8 ) million.

The gain on consolidation is included within income (loss) from unconsolidated joint ventures in the Consolidated Statement of Operations.

The total net assets acquired is equal to (1) the total net equity acquired of $ 20.0 million, which includes $ 10.0 million in cash that the Company paid for the joint venture partner's 50 % economic ownership interest in the joint venture plus (2) $ 207.1 million of debt assumed, less (3) net working capital acquired of approximately $ 7.1 million.

The following table summarizes the allocation of the fair value of the net assets the Company received at the date of acquisition for 901 New York Avenue (in thousands):

Land and site improvements $ 65,808

Building and improvements 56,882

Tenant improvements 16,088

In-place lease intangibles 72,621

Above-market lease intangibles 2,757

Below-market lease intangibles ( 2,515 )

Mortgage note payable adjustment 8,374

Net assets acquired $ 220,015

The following table summarizes the estimated annual amortization of the acquired in-place lease intangibles, and the acquired above- and below-market lease intangibles for 901 New York Avenue from January 8, 2024 through the remainder of 2024 and each of the next five succeeding fiscal years (in thousands):

Acquired In-Place Lease Intangibles Acquired Above-Market Lease Intangibles Acquired Below-Market Lease Intangibles

Period from January 8, 2024 through December 31, 2024 $ 10,364 $ 607 $ 252

2025 9,030 454 257

2026 6,494 238 257

2027 6,265 201 257

2028 6,069 186 257

2029 6,076 186 251

The following table summarizes the weighted-average useful life of the acquired in-place lease intangibles and the acquired above- and below-market lease intangibles for 901 New York Avenue as of the acquisition date (in years):

Acquired In-Place Lease Intangibles Acquired Above-Market Lease Intangibles Acquired Below-Market Lease Intangibles

Weighted-average useful life 6.7 4.0 9.8

901 New York Avenue contributed approximately $ 24.7 million of revenue and $ 6.9 million of net loss to the Company for the period from January 8, 2024 through September 30, 2024.

901 New York Avenue is an office property consisting of approximately 524,000 net rentable square feet.

On February 12, 2024, the Company commenced the development of a residential project at 121 Broadway Street in Cambridge, Massachusetts that is adjacent to its development projects at 290 Binney Street and 300 Binney Street.

121 Broadway will consist of 439 residential units aggregating approximately 492,000 net rentable square feet.

There can be no assurance that the Company will complete development of the project on the terms and schedule currently contemplated or at all.

On April 5, 2024, the Company completed and fully placed in-service 760 Boylston Street, an approximately 118,000 net rentable square foot retail redevelopment located in Boston, Massachusetts.

On July 17, 2024, the Company partially placed in-service Reston Next Office Phase II, an approximately 90,000 net rentable square foot development project comprised of office and retail space located in Reston, Virginia.

On September 26, 2024, the Company fully placed in-service 180 CityPoint, an approximately 329,000 net rentable square foot laboratory/life sciences project located in Waltham, Massachusetts.

Pending Disposition and Impairment

As a result, each of BXP and BPLP recognized an impairment loss of approximately $ 13.6 million during the nine months ended September 30, 2024.

The Company’s estimated fair value was based on Level 3 inputs as defined in ASC 820 and on a pending offer from a third-party.

On May 7, 2024, the Company entered into an agreement with the third-party developer for the sale of 2 Choke Cherry Road, 2094 Gaither Road and the land parcel for an aggregate gross sale price of approximately $ 24.8 million.

On July 22, 2024, the Company executed an amendment to the agreement for an aggregate gross sale price of approximately $ 24.7 million.

2 Choke Cherry Road and 2094 Gaither Road are two vacant office properties aggregating approximately 143,000 net rentable square feet that were taken out of service and held for redevelopment.

The disposition is subject to satisfaction of certain closing conditions and there can be no assurance that this transaction will be consummated on the terms currently contemplated or at all.

The following table summarizes the components of lease revenue recognized under the Company’s operating and sales-type leases for the three and nine months ended September 30, 2024 and 2023 and included within the Company's Consolidated Statements of Operations (in thousands):

Three months ended September 30, Nine months ended September 30,

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

On March 31, 2025, the Company commenced the redevelopment of 1050 Winter Street in Waltham, Massachusetts.

1050 Winter Street is a redevelopment of an approximately 162,000 net rentable square foot office property.

The project is fully pre-leased (See Note 14).

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

Three months ended March 31,

Lease Revenue 2025 2024

3 unchanged sentences

$ 811,102 $ 788,590

On March 28, 2024, the Company entered into a 90 -year air rights lease with the Massachusetts Department of Transportation for an approximately 61,000 square foot site at the parking garage located at 100 Clarendon Street and the concourse level of the Massachusetts Bay Transportation Authority’s Back Bay Station (the “Station”).

The lease requires annual base rental payments of $ 250,000 until the commencement of construction, as defined in the lease.

If the Company commences construction of a project on the site on or before August 1, 2028, then a final fixed rental payment is due in accordance with the lease at that time.

After August 1, 2028, if the Company commences construction of a project on the site, then a final rental payment based on the then current fair market value will be due at that time.

In addition, the lease requires annual payments of $ 500,000 through 2033 to fund maintenance and improvements to the Station.

The Company has assumed that it will begin construction on the site on or before August 1, 2028.

The incremental borrowing rate for this lease is 6.57 % per annum.

The net present value of the ground lease payments is approximately $ 23.2 million.

The Company classifies this lease as an operating lease.

As a result, the Company recorded a Right of Use Assets – Operating Leases and Lease Liabilities – Operating Leases of approximately $ 23.9 million and $ 23.2 million, respectively, on its Consolidated Balance Sheets at March 31, 2024.

The ground lease had operating lease costs of approximately $ 87,000 for the three months ended September 30, 2024 and approximately $ 0.2 million for the period from March 28, 2024 through September 30, 2024.

The following table provides a maturity analysis for the air rights operating lease as of March 28, 2024 (in thousands):

Period from March 28, 2024 through December 31, 2024 $ —

Thereafter 2,000

Total lease payments 30,576

Interest portion 7,391

Present value of lease payments $ 23,185

The Company has a ground lease for the land underlying its residential property, The Skylyne, in Oakland, California.

The Skylyne is a residential property consisting of 402 residential units and supporting retail space totaling approximately 331,000 net rentable square feet.

The ground lease has approximately 92 -years remaining (including extension options) and provides the Company with the right to purchase the land subject to certain conditions.

When the lease was executed in 2017, the purchase option was considered a bargain purchase option

and, as a result, the Company classified it as a finance lease and the Company assumed the lessor would exercise its right to require the Company to purchase the land in May 2024 for approximately $ 38.7 million.

In May 2024 and as of the date of this report, the lessor has not exercised this option and the Company reassessed the accounting for the ground lease and determined that the purchase option continues to be considered a bargain purchase option and the ground lease will continue to be accounted for as a finance lease.

The lease requires monthly base rental payments of a nominal amount until the purchase occurs, which the Company now estimates will be in 2030.

As a result of the reassessment, the lease liability was remeasured and reduced to approximately $ 0.1 million.

In conjunction with the reduction in the lease liability, the right of use asset was reduced to $ 0 and the difference between the lease liability and right of use asset of approximately $ 9.5 million was recorded as a decrease to interest expense for the nine months ended September 30, 2024.

There can be no assurance that this transaction will be consummated on the terms currently contemplated or at all.

T able of Contents

Investments in Unconsolidated Joint Ventures

The investments in unconsolidated joint ventures consist of the following at September 30, 2024 and December 31, 2023:

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

Carrying Value of Investment (1)

Entity Properties Nominal % Ownership September 30, 2024 December 31, 2023

Entity Properties Nominal % Ownership March 31, 2025 December 31,

(in thousands)

Square 407 Limited Partnership Market Square North 50.00 % $ ( 23,756 ) $ ( 11,924 )

901 New York, LLC 901 New York Avenue 25.00 % (2) — ( 11,764 )

WP Project Developer LLC Wisconsin Place Land and Infrastructure 33.33 % (2) 29,668 29,775

19 unchanged sentences

ABXP Worldgate Investments LLC 13100 and 13150 Worldgate Drive 50.00 % 18,487 18,225

CAB 290 Coles Venture LLC 290 Coles Street - Common Equity 19.46 % (6) 19,364 N/A

CAB 290 Coles Holdco LLC 290 Coles Street - Preferred Equity — % (6)(7) — N/A

$ 1,089,547 $ 1,060,074

_______________

(1) Investments with deficit balances aggregating approximately $ 30.7 million and $ 39.9 million at September 30, 2024 and December 31, 2023, respectively, are included within Other Liabilities in the Company’s Consolidated Balance Sheets.

(2) At December 31, 2023, the Company’s economic ownership was approximately 50 %.

On January 8, 2024, the Company completed the acquisition of its joint venture partner’s 50 % economic ownership interest for a gross purchase price of

$ 10.0 million, as described in Note 3 and this Note 5.

Since then, the Company accounts for its assets, liabilities and operations on a consolidated basis.

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

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

2 unchanged sentences

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

Certain of the Company’s unconsolidated joint venture agreements include provisions whereby, at certain specified times, each partner has the right to initiate a purchase or sale of its interest in the joint ventures.

Under certain of the Company’s joint venture agreements, if certain return thresholds are achieved, the partners or the Company will be entitled to an additional promoted interest or payments.

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

(7) T he Company agreed to fund up to $ 65.0 million of the required capital through its preferred equity investment.

The Company’s preferred equity investment is expected to earn a 13.0 % internal rate of return (“IRR”) and is to be redeemed, in full, upon the earlier of two years after stabilization of the property or March 5, 2030.

T able of Contents

Under certain of the Company’s joint venture agreements, if certain return thresholds are achieved, one or more partners could be entitled to an additional promoted interest or payments.

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

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

(in thousands)

11 unchanged sentences

_______________

(1) At September 30, 2024 and December 31, 2023, this amount included right of use assets - operating leases totaling approximately $ 19.2 million and $ 20.1 million, respectively.

(2) At September 30, 2024 and December 31, 2023, this amount included sales-type lease receivable, net totaling approximately $ 14.1 million and $ 13.9 million, respectively.

(3) At September 30, 2024 and December 31, 2023, this amount included lease liabilities - operating leases totaling approximately $ 30.5 million.

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

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

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

(4) This amount represents the aggregate difference between the Company’s historical cost basis and the basis reflected at the joint venture level, which is typically amortized over the life of the related assets and liabilities.

Basis differentials result from impairments of investments, acquisitions through joint ventures with no change in control and upon the transfer of assets that were previously owned by the Company into a joint venture.

During the year ended December 31, 2024, the Company recognized an other-than-temporary impairment loss on its investments in Colorado Center, Gateway Commons and Safeco Plaza of approximately $ 168.4 million, $ 126.1 million, and $ 46.8 million, respectively.

In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the joint venture level.

The Company’s basis differences include:

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Property (in thousands)

3 unchanged sentences

Safeco Plaza ( 74,822 ) ( 75,576 )

360 Park Avenue South ( 114,202 ) ( 116,534 )

Dock 72 ( 91,159 ) ( 92,054 )

360 Park Avenue South ( 112,372 ) ( 113,265 )

Platform 16 ( 142,683 ) ( 142,698 )

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

(5) Investments with deficit balances aggregating approximately $ 30.7 million and $ 39.9 million at September 30, 2024 and December 31, 2023, respectively, are reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.

An additional $ 35.8 million and $ 36.3 million of other basis differentials are not included above at March 31, 2025 and December 31, 2024, respectively.

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

T able of Contents

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

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Three months ended March 31,

(in thousands)

8 unchanged sentences

Unrealized gain (loss) on derivative instruments ( 8,325 ) 10,112

Net loss $ ( 30,396 ) $ ( 11,981 ) $ ( 29,228 ) $ ( 27,533 )

Company’s share of net loss $ ( 9,319 ) $ ( 4,476 ) $ ( 9,105 ) $ ( 10,739 )

Gain on investment (2) — 35,756 — 35,756

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

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

Gain on sale / consolidation — 21,696

Impairment losses on investments (3) — ( 272,603 ) — ( 272,603 )

Basis differential (2) 3,657 ( 5,470 )

1 unchanged sentence

_______________

(1) Includes straight-line rent adjustments of approximately $ 2.6 million and $ 7.7 million for the three months ended September 30, 2024 and 2023, respectively, and approximately $ 16.5 million and $ 20.9 million for the nine months ended September 30, 2024 and 2023, respectively.

(2) During the three months ended September 30, 2023, the Company completed a restructuring of its ownership in Metropolitan Square.

(3) During the three and nine months ended September 30, 2023, the Company recognized an other-than-temporary impairment loss on its investments in Platform 16, 360 Park Avenue South, 200 Fifth Avenue and Safeco Plaza aggregating approximately $ 272.6 million.

(4) Includes depreciation and amortization of approximately $ 3.9 million and $ 4.1 million for the three months ended September 30, 2024 and 2023, respectively, and approximately $ 6.8 million and $ 7.8 million for the nine months ended September 30, 2024 and 2023, respectively.

Includes unrealized loss on derivative instruments of approximately $ 5.1 million and $ 2.7 million for the three months ended September 30, 2024 and 2023, respectively, and approximately $ 4.9 million and $ 6.6 million for the nine months ended September 30, 2024 and 2023, respectively.

Includes straight-line rent adjustments of approximately $ 0.3 million and $ 0.4 million for the three months ended September 30, 2024 and 2023, respectively, and approximately $ 1.0 million and $ 1.1 million for the nine months ended September 30, 2024 and 2023, respectively.

Also includes net above-/below-market rent adjustments of approximately $ 0.2 million for the three months ended September 30, 2024 and 2023, and approximately $ 0.6 million for the nine months ended September 30, 2024 and 2023.

On January 2, 2024, a joint venture in which the Company has a 50 % interest partially placed in-service 651 Gateway, an approximately 327,000 net rentable square foot laboratory/life sciences project in South San Francisco, California.

On January 8, 2024, the Company acquired its 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 in cash (See Note 3).

Prior to the acquisition, the Company had a 50 % economic ownership interest in the joint venture and accounted for it under the equity method of accounting.

The acquisition resulted in the Company having full ownership of the joint venture such that the Company now accounts for its assets, liabilities, and operations on a consolidated basis in its financial statements instead of under the equity method of accounting.

As a result, the Company recognized a gain on consolidation of approximately $ 21.8 million.

On February 6, 2024, a joint venture in which the Company owns a 25 % interest extended the maturity date of the loan collateralized by its 3 Hudson Boulevard property.

At the time of the extension, the loan had an outstanding principal balance totaling $ 80.0 million and was scheduled to mature on February 9, 2024.

The extended loan was scheduled to mature on May 9, 2024 .

On May 8, 2024, the loan was extended 30 days and on June 7, 2024, the loan was extended an additional 60 days.

The extended loan continued to bear interest at a variable rate equal to Term SOFR plus approximately 3.61 % per annum and was scheduled to mature on August 7, 2024 .

As of September 30, 2024, the loan was in a maturity default and had an outstanding balance, including accrued and unpaid interest and default interest of approximately $ 116.0 million.

The Company is the lender of the loan and the loan is reflected as Related Party Note Receivables, Net on the Company’s Consolidated Balance Sheets.

3 Hudson Boulevard consists of land and improvements held for future development located in New York, New York.

On February 9, 2024, a joint venture in which the Company owns a 50 % interest exercised an option to extend the maturity date of the construction loan collateralized by its 7750 Wisconsin Avenue property.

The construction loan had a total commitment amount of approximately $ 252.6 million.

The extended loan continues to bear interest at a variable rate equal to Term SOFR plus 1.35 % per annum and matures on April 26, 2025 .

At the time of the extension, the loan had an outstanding balance totaling approximately $ 251.6 million and was scheduled to mature on April 26, 2024.

7750 Wisconsin Avenue is an office property with approximately 736,000 net rentable square feet located in Bethesda, Maryland.

On July 12, 2024, a joint venture in which the Company has a 20 % ownership interest partially placed in-service Skymark, a luxury residential property located in Reston, Virginia, that consists of 508 residential units aggregating approximately 417,000 net rentable square feet across a five -story low-rise building and an iconic 39 -story tower, which is one of the tallest buildings in Northern Virginia.

On July 18, 2024, a joint venture in which the Company has a 50 % ownership interest extended by one year the maturity date of its loan collateralized by 100 Causeway Street.

At the time of the extension, the loan had an outstanding balance totaling approximately $ 333.6 million, bore interest at Term SOFR plus 1.48 % per annum, and was scheduled to mature on September 5, 2024.

Following the extension, the loan will continue to bear interest at Term SOFR plus 1.48 % per annum, and is scheduled to mature on September 5, 2025 .

100 Causeway Street is an approximately 634,000 net rentable square foot office property located in Boston, Massachusetts.

On August 7, 2024, a joint venture in which the Company has a 71.11 % ownership interest partially placed in-service 360 Park Avenue South, a 20-story, office building with ground floor retail located in New York City, New York, aggregating approximately 450,000 net rentable square feet.

Mortgage Notes Payable

On January 8, 2024, the Company acquired its 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).

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.

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

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

(2) Includes depreciation and amortization of approximately $( 1.4 ) million and $ 2.9 million for the three months ended March 31, 2025 and 2024, respectively.

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

On February 27, 2025, a joint venture in which the Company has a 50 % ownership interest, entered into a $ 252.0 million mortgage loan secured by 7750 Wisconsin Avenue in Bethesda, Maryland.

The loan is scheduled to mature on March 1, 2035, bears interest at a fixed rate of 5.49 % per annum, and requires monthly principal and interest payments.

The proceeds from the loan were used to repay the existing $ 252.0 million construction loan collateralized by the property.

The repayment resulted in the joint venture recognizing a loss from early extinguishment of debt of approximately $ 0.1 million related to unamortized finance costs during the three months ended March 31, 2025.

7750 Wisconsin Avenue is an office property with approximately 736,000 net rentable square feet.

On March 5, 2025, the Company acquired a 19.46 % interest in a joint venture that is developing 290 Coles Street located in Jersey City, New Jersey for a gross purchase price of approximately $ 20.0 million.

Additionally, the Company agreed to fund up to $ 65.0 million of the required capital through a preferred equity investment.

The Company’s preferred equity investment is expected to earn a 13.0 % IRR and is to be redeemed, in full, upon the earlier of two years after stabilization of the property or March 5, 2030.

On March 5, 2025, the joint venture entered into a $ 225.0 million construction loan, which will fund construction costs after the funding of all common and preferred equity investments required by the construction loan agreement.

The loan bears interest at a variable rate equal to Term SOFR plus 2.50 % per annum and is scheduled to mature on March 5, 2029 with an additional one -year extension option, subject to certain conditions.

When completed, 290 Coles Street is expected to be a 670 -unit residential property with retail space aggregating approximately 560,000 net rentable square feet.

T able of Contents

Unsecured Senior Notes

The following summarizes the unsecured senior notes outstanding as of September 30, 2024 (dollars in thousands):

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

Coupon/Stated Rate Effective Rate(1) Principal Amount Maturity Date(2)

7 Year Unsecured Senior Notes 3.200 % 3.350 % $ 850,000 January 15, 2025

10 Year Unsecured Senior Notes 3.650 % 3.766 % $ 1,000,000 February 1, 2026

16 unchanged sentences

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

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 and the $ 600.0 million proceeds from the mortgage loan entered into on October 26, 2023.

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

The repayment was completed with available cash and the proceeds from BPLP’s August 2024 offering of 5.750 % unsecured senior notes due 2035.

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

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.

Unsecured Credit Facility

BPLP’s unsecured revolving credit facility (the “2021 Credit Facility”) provides for borrowings of up to $ 2.0 billion, as described below in this Note 6, 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.

At September 30, 2024, BPLP had no amount outstanding under the 2021 Credit Facility.

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

Unsecured Credit Facility and Unsecured Term Loans

On March 28, 2025, BPLP amended and restated its revolving credit agreement (as amended and restated, the “2025 Credit Facility”).

The 2025 Credit Facility provides for aggregate borrowings of up to $ 2.950 billion through an unsecured revolving credit facility and an unsecured term loan facility, subject to customary conditions.

Among other things, the amendment and restatement (1) increased the total commitment of the revolving line of credit (the “Revolving Facility”) from $ 2.0 billion to $ 2.250 billion, (2) extended the maturity date of the Revolving Facility from June 15, 2026 to March 29, 2030 , and (3) added a $ 700.0 million unsecured term loan facility (the “Term Loan Facility”) with an initial maturity date of March 30, 2029 , with two , six -month extension options, each subject to customary conditions.

In addition, BPLP may increase the total commitment under the 2025 Credit Facility to a maximum commitment amount of up to $ 3.5 billion through increase(s) in the Revolving Facility and/or by incurring one or more term loans, in each case, subject to syndication of the increase(s) and other customary conditions.

In connection with the amendment and restatement, the Company recognized a loss from early extinguishment of debt of approximately $ 0.3 million related to unamortized origination costs during the three months ended March 31, 2025 .

At BPLP’s option, loans under the 2025 Credit Facility that are advanced in U.S.

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

T able of Contents

points (plus a SOFR conversion adjustment of 10 basis points) (See Note 14), and (ii) for Base Rate loans, (a) under the Revolving Facility, 0 to 40.0 basis points, or (b) under the Term Loan Facility, 0 to 60.0 basis points.

At BPLP’s option, loans under the Revolving Facility can also be denominated in Euros, Sterling or Canadian Dollars and such loans will bear interest at a rate per annum equal to (1) in the case of loans denominated in Euro, EURIBOR, (2) in the case of loans denominated in Canadian Dollars, Term CORRA (as adjusted), and (3) in the case of loans denominated in Sterling, SONIA (as adjusted), plus, in each case, a margin based on BPLP’s credit rating as described above for loans under the Revolving Facility.

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

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

The 2025 Credit Facility contains customary representations and warranties, affirmative and negative covenants, and events of default provisions, including the failure to pay indebtedness, breaches of covenants and bankruptcy and other insolvency events, which could result in the acceleration of the obligation to repay all outstanding amounts and the cancellation of all commitments outstanding under the Credit Agreement.

Among other covenants, the 2025 Credit Facility requires that BPLP maintain:

(1) a leverage ratio not to exceed 60%, however, the leverage ratio may increase to no greater than 65% provided that it is reduced back to 60% within one year, (2) a secured debt leverage ratio not to exceed 55%, (3) a fixed charge coverage ratio of at least 1.40, (4) an unsecured debt leverage ratio not to exceed 60%, however, the unsecured debt leverage ratio may increase to no greater than 65% provided that it is reduced to 60% within one year, (5) an unsecured debt interest coverage ratio of at least 1.75 and (6) limitations on permitted investments.

At March 31, 2025, BPLP was in compliance with each of these financial restrictions and requirements.

At closing on March 28, 2025, BPLP drew the full $ 700.0 million of the Term Loan Facility under the 2025 Credit Facility, the proceeds of which were used to fully repay the remaining $ 700.0 million of borrowings outstanding under it’s $ 1.2 billion unsecured term loan facility (the “2023 Unsecured Term Loan”).

The 2023 Unsecured Term Loan was scheduled to mature on May 16, 2025.

There was no prepayment penalty associated with the repayment of the 2023 Unsecured Term Loan.

At March 31, 2025, BPLP had $ 300.0 million and $ 700.0 million outstanding under the Revolving Facility and Term Loan Facility, respectively.

The 2025 Credit Facility is used as a backstop for BPLP’s $ 750.0 million unsecured commercial paper program (the “Commercial Paper Program”) (See “ Unsecured Commercial Paper” below).

As such, BPLP intends to maintain, at a minimum, availability under the 2025 Credit Facility in an amount equal to the amount of unsecured commercial paper notes outstanding.

Unsecured Term Loans

On January 4, 2023, BPLP entered into a credit agreement that provided for a $ 1.2 billion unsecured term loan facility (the “2023 Unsecured Term Loan”).

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

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).

At September 30, 2024, BPLP had $ 700.0 million of principal outstanding 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.

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.

On September 27, 2024, BPLP entered into a credit agreement that provides for a $ 100.0 million unsecured term loan facility (the “2024 Unsecured Term Loan”) with a lender (the “Lender”) under the mortgage loan collateralized by the Company’s Santa Monica Business Park properties located in Santa Monica, California (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 14).

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 September 30, 2024 credit rating, 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 7).

At September 30, 2024, BPLP had $ 100.0 million of principal outstanding under the 2024 Unsecured Term Loan.

The 2023 and 2024 Unsecured Term Loans contain customary representations and warranties, affirmative and negative covenants and events of default provisions, including the failure to pay indebtedness, breaches of covenants and bankruptcy and other insolvency events, which could result in the acceleration of the obligation to repay any outstanding amount under the 2023 and 2024 Unsecured Term Loans.

Among other covenants, the 2023 and 2024 Unsecured Term Loans require that BPLP maintain on an ongoing basis:

(1) a leverage ratio not to exceed 60 %, however, the leverage ratio may increase to no greater than 65 % provided that it is reduced back to 60 % within one year, (2) a secured debt leverage ratio not to exceed 55 %, (3) a fixed charge coverage ratio of at least 1.40 to 1.00 , (4) an unsecured debt leverage ratio not to exceed 60 %, however, the unsecured debt leverage ratio may increase to no greater than 65 % provided that it is reduced to 60 % within one year, (5) an unsecured debt interest coverage ratio of at least 1.75 to 1.00 and (6) limitations on permitted investments.

At September 30, 2024, BPLP was in compliance with each of these financial and other covenant requirements.

Unsecured Commercial Paper

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

On March 28, 2025, BPLP increased the amount by which it may issue unsecured commercial paper notes under the Commercial Paper Program from $ 500.0 million to $ 750.0 million.

Other than the increase in the program’s maximum capacity, all other terms of the Commercial Paper Program remain unchanged.

Under the terms of the program, BPLP may issue, from time to time, unsecured commercial paper notes up to a maximum aggregate amount outstanding at any one time of $ 750.0 million with varying maturities of up to one year .

Amounts available

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

Amounts available under the Commercial Paper Program may be borrowed, repaid, and re-borrowed from time to time.

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

The Commercial Paper Program is backstopped by available capacity under the 2025 Credit Facility.

At September 30, 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 5.22 % per annum and had a weighted-average maturity of 34 days from the issuance date.

At March 31, 2025, BPLP had an aggregate of $ 500.0 million of unsecured commercial paper notes outstanding that bore interest at a weighted-average rate of approximately 4.66 % per annum and had a weighted-average maturity of 48 days from the issuance date.

T able of Contents

Derivative Instruments and Hedging Activities

BPLP’s agreements with derivative counterparties contain provisions whereby if BPLP defaults on the underlying indebtedness, including defaults where repayment of the indebtedness has not been accelerated by the lender, then BPLP could also be declared in default of the swap derivative obligation.

As of September 30, 2024, the Company had not posted any collateral related to the agreements.

As of March 31, 2025, the Company had not posted any collateral related to the agreements.

Effective Hedge Instruments

2 unchanged sentences

BPLP’s derivative financial instruments are cash flow hedges that are designated as effective hedges, and they are carried at their estimated fair value on a recurring basis (See Note 2).

The Company did not incur ineffectiveness during the three and nine months ended September 30, 2024.

BPLP’s and SMBP LLC’s derivative contracts consisted of the following at September 30, 2024 (dollars in thousands):

The Company did not incur any ineffectiveness during the three months ended March 31, 2025.

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

Derivative Instrument Aggregate Notional Amount Strike Rate Range Balance Sheet Location

1 unchanged sentence

Interest Rate Swaps $ 600,000 December 15, 2023 October 26, 2028 3.790 % — 3.798 % Other liabilities $ ( 4,079 )

Interest Rate Swaps 100,000 September 27, 2024 April 1, 2025 2.688 % — 2.688 % Prepaid expenses and other assets 799

Interest Rate Swaps 100,000 September 27, 2024 April 1, 2025 2.688 % — 2.688 % N/A —

700,000 ( 4,079 )

Interest Rate Swaps 200,000 December 14, 2023 April 1, 2025 2.661 % — 2.688 % Prepaid expenses and other assets 1,610

Interest Rate Swaps 200,000 December 14, 2023 April 1, 2025 2.661 % — 2.688 % N/A —

$ 900,000 $ ( 4,079 )

1 unchanged sentence

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

The following table presents the location in the financial statements of the gains or (losses) recognized as a result of the Company’s cash flow hedges for the three and nine months ended September 30, 2024 and 2023 (in thousands):

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Amount of gain (loss) related to the effective portion recognized in other comprehensive income (1) $ ( 32,263 ) $ 5,459 $ ( 14,976 ) $ 13,886

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

Three months ended March 31,

Amount of gain (loss) related to the effective portion recognized in other comprehensive income (loss) (1) $ ( 13,276 ) $ 16,351

Amount of gain (loss) related to the effective portion subsequently reclassified to earnings (2) $ 3,081 $ 3,360

Amount of gain (loss) related do the ineffective portion and amount excluded from effectiveness testing $ — $ — $ — $ —

Amount of gain (loss) related to the ineffective portion and amount excluded from effectiveness testing $ — $ —

_______________

3 unchanged sentences

While management believes its judgments are reasonable, a change in a derivative's effectiveness as a hedge could materially affect expenses, net income (loss) and equity.

Ineffective Hedging Instruments

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

The Company did not elect hedge accounting, and as such, any change in market value will be recognized in Gain (losses) from interest rate contracts in the Consolidated Statement of Operations.

For the three and nine months ended September 30, 2024 and 2023, the Company recognized no impact to its Consolidated Statement of Operations from entering into these agreements.

T able of Contents

Commitments and Contingencies

In the normal course of business, the Company guarantees its performance of services or indemnifies third parties against its negligence.

In addition, in the normal course of business, the Company guarantees to certain tenants the obligations of the Company’s subsidiaries to pay tenant improvement allowances and brokerage commissions in connection with their leases and limited costs arising from delays in delivery of their premises.

The Company had letter of credit and performance obligations related to lender and development requirements that total approximately $ 21.0 million at September 30, 2024.

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

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

Certain of the Company’s joint venture agreements include provisions whereby, at certain specified times, each partner has the right to initiate a purchase or sale of its interest in the joint venture.

3 unchanged sentences

In some cases, the Company earns a fee from the applicable joint venture for providing the guarantee.

In connection with the refinancing of 767 Fifth Avenue’s (the General Motors Building) secured loan by the Company’s consolidated joint venture entity, 767 Venture, LLC, the Company 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 September 30, 2024, the maximum funding obligation under the guarantee was approximately $ 6.4 million.

The Company earns a fee from the joint venture for providing the guarantee and has an agreement with the outside partners to reimburse the joint venture for their share of any payments made under the guarantee.

As of September 30, 2024, no amounts related to the guarantee were recorded as liabilities in the Company’s consolidated financial statements.

In connection with the sale of Metropolitan Square, an approximately 657,000 square foot office building in Washington, DC in which the Company had a 20 % equity interest, the Company agreed to become a co-lender of up to $ 20.0 million under a mezzanine loan.

1 unchanged sentence

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

As of September 30, 2024, the Company has funded approximately $ 3.9 million under the mezzanine loan.

As of March 31, 2025, the Company has funded approximately $ 5.5 million under the mezzanine loan.

Legal Matters

2 unchanged sentences

Management believes that the final outcome of such matters will not have a material adverse effect on the financial position, results of operations or liquidity of the Company.

In connection with the acquisition of an office property in New York City in 2010, the Company entered into an agreement with the seller pursuant to which the seller could earn various fees based on the future leasing performance of the property.

In connection with the acquisition of an office property in New York City in 2010, the Company entered into an agreement with the seller pursuant to which the seller could earn various fees (i.e., Fixed, Additional and Final Fees) based on the future leasing performance of the property.

The Company initially accrued approximately $ 1.5 million as an estimate of the fees it would owe the seller.

1 unchanged sentence

The disagreement between the Company and the seller involves material issues of contract interpretation and, more importantly, the method of calculating fees, including various inputs (both facts and assumptions) that drive the calculations.

In February 2024, the court granted the seller’s motion for summary judgement interpreting certain sections of the agreement in favor of the seller’s claims.

The Company is disputing the seller’s calculations and intends to continue defending itself vigorously.

On January 25, 2024, the New York Supreme Court granted in part the seller’s motion for summary judgment finding that the Company owes the seller an “Additional Fee” and a “Final Fee” under the terms of the parties’ purchase agreement.

The court issued a follow-on order on February 8, 2024, confirming its earlier order that the seller is entitled to the fees described in the parties’ agreement.

Other than the “Fixed Fee,” which the Company agreed to pay and for which it had established a reserve of approximately $ 2.2 million (including interest), the amount of the fees (if any) that are due to the seller has not been determined.

On December 9, 2024, the court issued a judgment awarding the seller the Fixed Fee (including interest) of approximately $ 2.7 million and the Company paid this fee following the judgment.

For the Additional Fee and Final Fee, the seller submitted a request for the appointment of a Special Referee on January 7, 2025.

Separately, the Company filed a notice of appeal on January 15, 2025 to preserve the Company’s ability to appeal the grant of summary judgment on the question of whether the Company is liable for payment of the Additional Fee and Final Fee.

The Company has until July 15, 2025 (six months from the notice of appeal) to perfect the appeal.

T able of Contents

The issue of an award of damages for the Additional Fee and the Final Fee remains outstanding with the court pending a determination by the Special Referee, which the court appointed on February 18, 2025.

The Company disputes the seller’s calculations and intends to continue defending itself vigorously.

However, there can be no assurance that the Company will prevail in the lawsuit.

If the court ultimately agrees with the seller’s calculations, then amounts due to the seller could theoretically be as high as the additional $ 31 million claimed in the seller’s complaint, plus interest.

Although the Company disputes those calculations, there can be no assurance that the Company’s ultimate liability will not be significantly greater than its established accrual.

Although the Company disputes those calculations, there can be no assurance that the Company’s ultimate liability will not be material.

On April 26, 2024, Brammer Bio MA, LLC (“Brammer”), a subsidiary of Thermo Fisher Scientific Inc.

3 unchanged sentences

Brammer subleases the premises at 250 Binney Street, the Company’s approximately 67,000 net rentable square foot life sciences property that is adjacent to 290 Binney Street.

Brammer alleges that, as a result of the Company’s construction of 290 Binney Street, it is threatened with irreparable harm due to intrusion onto the 250 Binney Street premises and the loss of its property rights.

Brammer also alleges that the 290 Binney Street development project has caused and is causing major disruption to its manufacturing operations, and that it has suffered and will continue to suffer damages in the form of losses to its clients and customers.

Brammer alleged that, as a result of the Company’s construction of 290 Binney Street, it is threatened with irreparable harm due to intrusion onto the 250 Binney Street premises and the loss of its property rights.

Brammer also alleged that the 290 Binney Street development project has caused and is causing major disruption to its manufacturing operations, and that it has suffered and will continue to suffer damages in the form of losses to its clients and customers.

Brammer brought the action for quiet title, breach of contract, trespass and nuisance, and it is seeking declaratory and injunctive relief and specific performance purportedly to protect its property interests in the premises located at 250 Binney Street.

On May 16, 2024, Brammer’s motion for a preliminary injunction was denied by the trial court.

Brammer subsequently appealed that decision, electing pursuant to Massachusetts civil procedure rules to petition for appeals to both a single justice of the Massachusetts Appeals Court and to a full appellate panel.

On July 16, 2024, the single justice assigned to the appeal issued an order declining to rule on the substance of the appeal petition.

Brammer still has the right to pursue the full panel hearing, although no date has been set for any such hearing.

In the meantime, the remainder of the case is proceeding on the standard litigation timeline.

The Company believes it has meritorious defenses against Brammer’s claims and intends to defend against them vigorously.

2 unchanged sentences

Although the Company is unable to estimate a range of loss for all related matters for which losses are reasonably possible, if the court grants injunctive relief or awards monetary damages to Brammer, it could have a material adverse effect on the Company’s results of operations and financial condition.

On May 16, 2024, Brammer’s motion for a preliminary injunction was denied by the trial court.

On July 16, 2024, the single justice assigned to the appeal issued an order declining to rule on the substance of the appeal petition, which means that the appeal will be decided by the full panel.

A date has not yet been set for the full panel hearing.

The Company’s property insurance program per occurrence limits are $ 1.0 billion for its portfolio insurance program, including coverage for acts of terrorism other than nuclear, biological, chemical or radiological terrorism (“Terrorism Coverage”).

The Company also carries $ 1.35 billion of property insurance in excess of the $ 1.0 billion of coverage in the Company’s property insurance program for 601 Lexington Avenue, New York, New York, consisting

of $ 750 million of property and Terrorism Coverage in excess of the Company’s property insurance program and $ 600 million of Terrorism Coverage only in excess of the $ 1.75 billion of coverage.

Certain properties, including the General Motors Building located at 767 Fifth Avenue in New York, New York (“767 Fifth Avenue”), are currently insured in separate insurance programs.

The property insurance program per occurrence limits for 767 Fifth Avenue are $ 1.625 billion, including Terrorism Coverage.

The Company also currently carries nuclear, biological, chemical and radiological terrorism insurance coverage for acts of terrorism certified under the Federal Terrorism Risk Insurance Act (as amended, “TRIA”) (“NBCR Coverage”), which is provided by IXP as a direct insurer, for the properties in the Company’s portfolio, including 767 Fifth Avenue, but excluding certain other properties owned in joint ventures with third parties or which the Company manages.

The per occurrence limit for NBCR Coverage is $ 1.0 billion.

Under TRIA, after the payment of the required deductible and coinsurance, the NBCR Coverage provided by IXP is backstopped by the Federal Government if the aggregate industry insured losses resulting from a certified act of terrorism exceed a “program trigger.” The program trigger is $ 200 million, the coinsurance is 20 % and the deductible is 20 % of the premiums earned by the insurer for the year prior to a claim.

If the Federal Government pays out for a loss under TRIA, it is mandatory that the Federal Government recoup the full amount of the loss from insurers offering TRIA coverage after the payment of the loss pursuant to a formula in TRIA.

The Company may elect to terminate the NBCR Coverage if the Federal Government seeks recoupment for losses paid under TRIA, if TRIA is not extended after its expiration on December 31, 2027, if there is a change in its portfolio or for any other reason.

The Company intends to continue to monitor the scope, nature and cost of available terrorism insurance.

The Company also currently carries earthquake insurance on its properties located in areas known to be subject to earthquakes.

Specifically, the Company currently carries earthquake insurance which covers its San Francisco and Los Angeles regions with a $ 330 million per occurrence limit, and a $ 330 million annual aggregate limit, $ 30 million of which is provided by IXP, as a direct insurer.

This insurance is subject to a deductible in the amount of 5 % of the value of the affected property.

In addition, the Company currently carries earthquake insurance which covers its Seattle region with a $ 110 million per occurrence limit, and a $ 110 million annual aggregate limit.

This insurance is subject to a deductible in the amount of 2 % of the value of the affected property.

The amount of the Company’s earthquake insurance coverage may not be sufficient to cover losses from earthquakes.

In addition, the amount of earthquake coverage could impact the Company’s ability to finance properties subject to earthquake risk.

The Company may discontinue earthquake insurance or change the structure of its earthquake insurance program on some or all of its properties in the future if the premiums exceed the Company’s estimation of the value of the coverage.

IXP, a captive insurance company which is a wholly-owned subsidiary of the Company, acts as a direct insurer with respect to a portion of the Company’s earthquake insurance coverage for its Greater San Francisco and Los Angeles properties and the Company’s NBCR Coverage.

Insofar as the Company owns IXP, it is responsible for its liquidity and capital resources, and the accounts of IXP are part of the Company’s consolidated financial statements.

In particular, if a loss occurs which is covered by the Company’s NBCR Coverage but is less than the applicable program trigger under TRIA, IXP would be responsible for the full amount of the loss without any backstop by the Federal Government.

IXP would also be responsible for any recoupment charges by the Federal Government in the event losses are paid out and its insurance policy is maintained after the payout by the Federal Government.

If the Company experiences a loss and IXP is required to pay under its insurance policy, the Company would ultimately record the loss to the extent of the required payment.

Therefore, insurance coverage provided by IXP should not be considered as the equivalent of third-party insurance, but rather as a modified form of self-insurance.

In addition, BPLP has issued a guarantee to cover liabilities of IXP in the amount of $ 20.0 million.

The Company continues to monitor the state of the insurance market in general, and the scope and costs of coverage for acts of terrorism, earthquakes, pandemics and cybersecurity incidents, in particular, but the Company cannot anticipate what coverage will be available on commercially reasonable terms in future policy years.

There are other types of losses, such as from wars, for which the Company cannot obtain insurance at all or at a reasonable cost.

With respect to such losses and losses from acts of terrorism, earthquakes, pandemics or other catastrophic events, if the Company experiences a loss that is uninsured or that exceeds policy limits, the Company could lose the capital invested in the damaged properties, as well as the anticipated future revenues from those properties.

Depending on the specific circumstances of each affected property, it is possible that the Company could be liable for mortgage indebtedness or other obligations related to the property.

Any such loss could materially and adversely affect the Company’s business, financial condition and results of operations.

The Company is a named defendant in an alleged collective and class action wage and hour lawsuit filed on behalf of certain individuals who provided off-duty, uniformed security services at the Company’s buildings in New York City pursuant to the New York Police Department’s Paid Detail Program.

In addition to the Company, the plaintiffs also named as defendants more than ninety ( 90 ) other entities and institutions in the city.

The plaintiffs filed the lawsuit in the United States District Court for the Southern District of New York on January 24, 2025, and brought the claims under the Fair Labor Standards Act, the New York Labor Law and the Freelance Isn’t Free Act.

The plaintiffs subsequently amended the complaint on February 7, 2025 and on February 24, 2025.

Each of the complaints alleges that the plaintiffs were not paid certain wages owed to them or were not paid in a timely manner and that the plaintiffs did not receive certain wage payment notices required by law.

The Company has not yet filed a responsive pleading and discovery has not yet commenced.

As a result, the Company is unable to estimate a range of loss for which losses are reasonably possible.

Although the Company believes it has meritorious defenses to the claims and intends to defend against them vigorously, there can be no assurance that the Company will prevail in the lawsuit.

T able of Contents

Noncontrolling Interests

Noncontrolling interests relate to the interests in BPLP not owned by BXP and interests in consolidated property partnerships not wholly-owned by the Company.

As of September 30, 2024, the noncontrolling interests in BPLP consisted of the following:

As of March 31, 2025, the noncontrolling interests in BPLP consisted of the following:

OP Units LTIP Units (1) 2023 MYLTIP Units 2024 MYLTIP Units 2025 MYLTIP Units

2 unchanged sentences

Noncontrolling Interest—Common Units

During the nine months ended September 30, 2024, 951,881 OP Units were presented by the holders for redemption (including an aggregate of 105,814 OP Units issued upon conversion of LTIP Units, 2012 OPP Units and MYLTIP Units) and were redeemed by BXP in exchange for an equal number of shares of Common Stock.

At September 30, 2024, BPLP had outstanding the 2022 - 2024 MYLTIP Units.

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

At March 31, 2025, BPLP had outstanding the 2023 - 2025 MYLTIP Units.

Prior to the end of the respective three -year performance period for each plan, holders of MYLTIP Units are entitled to receive per unit distributions equal to one-tenth ( 10 %) of the regular quarterly distributions payable on an OP Unit, but will not be entitled to receive any special distributions.

After the three-year performance period for each plan has ended, (1) the number of MYLTIP Units, both vested and unvested, that MYLTIP award recipients have earned, if any, based on the establishment of a performance pool, will be entitled to receive distributions in an amount per unit equal to distributions, both regular and special, payable on an OP Unit and (2) with respect to the 2022 - 2024 MYLTIP Units, the Company will make a “catch-up” cash payment on the MYLTIP Units that are ultimately earned in an amount equal to the regular and special dividends, if any, declared during the performance period on a number of shares of Common Stock agreed to the number of 2022 - 2024 MYLTIP Units that are earned, less the distributions actually paid during the performance period on all of the awarded 2022 - 2024 MYLTIP Units.

On February 1, 2024, the measurement period for the Company’s 2021 MYLTIP awards ended and, based on BXP’s absolute and relative TSR performance, the final payout was determined to be 112 % of target, or an aggregate of approximately $ 12.6 million (after giving effect to employee separations).

After the three-year performance period for each plan has ended, (1) the number of MYLTIP Units, both vested and unvested, that MYLTIP award recipients have earned, if any, based on the establishment of a performance pool, will be entitled to receive distributions in an amount per unit equal to distributions, both regular and special, payable on an OP Unit and (2) with respect to the 2023 - 2025 MYLTIP Units, the Company will make a “catch-up” cash payment on the MYLTIP Units that are ultimately earned in an amount equal to the regular and special dividends, if any, declared during the performance period on a number of shares of Common Stock equal to the number of 2023 - 2025 MYLTIP Units that are earned, less the distributions actually paid during the performance period on all of the awarded 2023 - 2025 MYLTIP Units.

On January 31, 2025, the three -year measurement period for the Company’s 2022 MYLTIP awards ended and, based on BXP’s absolute and relative TSR performance, the final payout was determined to be 59 % of target, or an aggregate of approximately $ 5.4 million (after giving effect to employee separations).

As a result, an aggregate of 177,919 2022 MYLTIP Units that had been previously granted were automatically forfeited.

The following table presents BPLP’s distributions on the OP Units and LTIP Units and MYLTIP Units paid or declared in 2024 and during the nine months ended September 30, 2023:

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

Record Date Payment Date Distributions per OP Unit and LTIP Unit Distributions per MYLTIP Unit

September 30, 2024 October 31, 2024 $ 0.98 $ 0.098

June 28, 2024 July 31, 2024 $ 0.98 $ 0.098

March 31, 2025 April 30, 2025 $ 0.98 $ 0.098

December 31, 2024 January 30, 2025 $ 0.98 $ 0.098

September 29, 2023 October 31, 2023 $ 0.98 $ 0.098

June 30, 2023 July 31, 2023 $ 0.98 $ 0.098

March 28, 2024 April 30, 2024 $ 0.98 $ 0.098

December 29, 2023 January 30, 2024 $ 0.98 $ 0.098

Upon presentation of an OP Unit for redemption, BPLP must redeem the OP Unit for cash equal to the then value of a share of Common Stock of BXP.

BXP may, in its sole discretion, elect to assume and satisfy the redemption obligation by paying either cash or issuing one share of Common Stock.

The value of the OP Units (other than OP Units owned by BXP), and LTIP Units (including the 2012 OPP Units and 2013 - 2021 MYLTIP Units), assuming in each case that all conditions had been met for the conversion thereof, had all of such units been redeemed at September 30, 2024 was approximately $ 1.5 billion

based on the last reported price of a share of Common Stock on the New York Stock Exchange of $ 80.46 per share on September 30, 2024.

Based on the last reported price of a share of Common Stock on the New York Stock Exchange of $ 67.19 per share on March 31, 2025, the value of the OP Units (other than OP Units owned by BXP), and LTIP Units (including the 2012 OPP Units and 2013 - 2022 MYLTIP Units), assuming in each case that all conditions had been met for the conversion thereof, had all of such units been redeemed at March 31, 2025 was approximately $ 1.3 billion.

T able of Contents

Noncontrolling Interests—Property Partnerships

The noncontrolling interests in property partnerships consist of the outside equity interests in ventures that are consolidated with the financial results of the Company because the Company exercises control over the entities that own the properties.

The equity interests in these ventures that are not owned by the Company, totaling approximately $ 1.9 billion and $ 1.6 billion at September 30, 2024 and December 31, 2023, respectively, are included in Noncontrolling Interests—Property Partnerships on the accompanying Consolidated Balance Sheets.

On March 21, 2024, the Company completed the sale of a 45 % interest in 290 Binney Street in Cambridge, Massachusetts.

The institutional investor funded approximately $ 97.2 million in cash at closing, which is less than 45 % of the agreed upon carrying value of the property immediately prior to the transaction.

The institutional investor will fund all construction costs until its equity balance is proportionate to its ownership percentage, after which the Company and the institutional investor will fund the development project based on their respective ownership interests.

The Company retains a 55 % ownership interest in the joint venture.

The transaction did not qualify as a sale of real estate for financial reporting purposes as the Company continues to effectively control the property and thus will continue to account for the property on a consolidated basis in its financial statements and no gain was recognized in the Consolidated Statements of Operations.

The Company provides customary development, property management and leasing services to the joint venture.

The Company has accounted for the transaction as an equity transaction and as of March 21, 2024 has recognized noncontrolling interest in its Consolidated Balance Sheets totaling approximately $ 104.6 million, which is equal to 45 % of the aggregate carrying value of the total equity of the property immediately prior to the transaction.

The difference between the cash proceeds received and the noncontrolling interest recognized, which was approximately $ 7.5 million, has been reflected as a decrease in additional paid-in capital in the Company’s Consolidated Balance Sheets.

At the end of each reporting period, there will be a reallocation of the partners’ equity balances such that the ending balance in each partners’ capital account reflects each partners’ claim on net assets.

These adjustments will impact additional paid-in capital and noncontrolling interest in property partnerships in the Company’s Consolidated Balance Sheets.

For the three and nine months ended September 30, 2024, the adjustment was approximately $( 27.1 ) million and $ 7.8 million, respectively.

290 Binney Street is an approximately 573,000 net rentable square foot laboratory/life sciences development project located in Cambridge, Massachusetts.

The development project is 100 % pre-leased to a life sciences company.

The equity interests in these ventures that are not owned by the Company, totaling approximately $ 1.9 billion at March 31, 2025 and December 31, 2024, are included in Noncontrolling Interests—Property Partnerships on the accompanying Consolidated Balance Sheets.

Stockholders’ Equity / Partners’ Capital

As of September 30, 2024, BXP had 157,979,898 shares of Common Stock outstanding.

As of September 30, 2024, BXP owned 1,762,427 general partnership units and 156,217,471 limited partnership units in BPLP.

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

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

On May 17, 2023, BXP renewed its “at the market” (“ATM”) stock offering program through which it may sell from time to time up to an aggregate of $ 600.0 million of its Common Stock through sales agents over a three -year period.

3 unchanged sentences

No shares of Common Stock have been issued under this ATM stock offering program.

During the nine months ended September 30, 2024, BXP issued 951,881 shares of Common Stock in connection with the redemption of an equal number of redeemable OP Units from limited partners.

The following table presents BXP’s dividends per share and BPLP’s distributions per OP Unit and LTIP Unit paid or declared in 2024 and during the nine months ended September 30, 2023:

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

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

Record Date Payment Date Dividend (Per Share) Distribution (Per Unit)

September 30, 2024 October 31, 2024 $ 0.98 $ 0.98

June 28, 2024 July 31, 2024 $ 0.98 $ 0.98

March 31, 2025 April 30, 2025 $ 0.98 $ 0.98

December 31, 2024 January 30, 2025 $ 0.98 $ 0.98

September 29, 2023 October 31, 2023 $ 0.98 $ 0.98

June 30, 2023 July 31, 2023 $ 0.98 $ 0.98

March 28, 2024 April 30, 2024 $ 0.98 $ 0.98

1 unchanged sentence

Segment Information

The following tables present reconciliations of Net Income (Loss) Attributable to BXP, Inc.

to the Company’s share of Net Operating Income and Net Income (Loss) Attributable to Boston Properties Limited Partnership to the Company’s share of Net Operating Income for the three and nine months ended September 30, 2024 and 2023.

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

Operating segments are defined as components of an enterprise that engage in business activities from which they may earn revenues and incur expenses and about which discrete financial information is available that is evaluated regularly by the Chief Operating Decision Makers (“CODM”).

The CODM decides how resources should be allocated and assesses performance on a recurring basis, at least quarterly.

The Company’s CODMs are its Chief Executive Officer and President.

The CODMs review operating performance and financial reports by geographic area and property type.

In addition, given the size of the Company’s joint venture portfolio, the CODMs utilize the Company’s share of net operating income (“NOI”), which includes the Company’s share of NOI from consolidated and unconsolidated joint ventures, as its profit or loss measure in assessing each segment’s performance and deciding how to allocate resources.

The Company’s share of NOI is used by the CODMs to evaluate the profitability and performance of each geographic area on a consistent and comparable basis, supporting decisions on capital resource allocation, including in connection with development, redevelopment, acquisition and disposition activities in each segment.

Additionally, the Company believes its share of NOI is useful as a profit or loss measure and believes it provides useful information regarding its results of operations and financial condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership.

Asset information by segment is not reported because the Company and the CODMs are not provided with the segment asset information and therefore do not use this measure to assess performance or allocate resources.

Asset values for the Company’s properties are reported in the Consolidated Balance Sheets at historical cost, which may not reflect current market values.

Therefore, depreciation and amortization expense is not allocated among

T able of Contents

The following are not included in the Company’s share of NOI as they are not necessarily linked to the operating performance of a real estate asset and are often incurred at the corporate level as opposed to the property level:

development and management services revenue, direct reimbursements of payroll and related costs from management services contracts, income (loss) from unconsolidated joint ventures, interest and other income (loss), gains (losses) from investments in securities, unrealized gain (loss) on non-real estate investments, corporate general and administrative expense, payroll and related costs from management services contracts, transaction costs, depreciation and amortization expense, loss on sales-type lease, impairment loss, loss from early extinguishment of debt, interest expense and net income attributable to noncontrolling interests.

The Company’s share of NOI presented may not be comparable to what is reported by other REITs or real estate companies that define NOI differently.

The Company’s segments by geographic area are Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC.

The Company also presents information for each segment by property type, including Office (which includes office, life sciences and retail), Residential and Hotel.

The Company shows the different property types as the revenue from each type is derived from non-comparable lease structures.

The following tables present reconciliations of Company’s share of NOI to Net Income Attributable to BXP, Inc.

and Net Income Attributable to Boston Properties Limited Partnership for the three months ended March 31, 2025 and 2024.

Three months ended March 31,

(in thousands)

Net income (loss) attributable to BXP, Inc.

$ 83,628 $ ( 111,826 ) $ 243,126 $ 70,290

Noncontrolling interest—common units of the Operating Partnership

9,587 ( 12,626 ) 28,596 8,642

Noncontrolling interests in property partnerships 15,237 20,909 50,283 59,337

Interest expense 163,194 147,812 474,727 424,492

Impairment loss — — 13,615 —

Net operating income from unconsolidated joint ventures 31,919 39,165 98,936 122,175

Depreciation and amortization expense 222,890 207,435 661,148 618,746

Transaction costs 188 751 890 1,970

Payroll and related costs from management services contracts

3,649 3,906 12,090 13,750

General and administrative expense 33,352 31,410 127,479 131,387

Net operating income attributable to noncontrolling interests in property partnerships

44,487 50,047 138,448 145,102

Unrealized gain (loss) on non-real estate investment 94 ( 51 ) 548 332

Gains (losses) from investments in securities 2,198 ( 925 ) 4,785 2,311

Interest and other income (loss) 14,430 20,715 39,747 48,999

Gains on sales of real estate 517 517 517 517

Income (loss) from unconsolidated joint ventures ( 7,011 ) ( 247,556 ) 6,376 ( 261,793 )

Direct reimbursements of payroll and related costs from management services contracts

3,649 3,906 12,090 13,750

Company’s share of NOI $ 494,778 $ 497,680

Development and management services revenue 9,775 6,154

Company’s share of Net Operating Income $ 498,510 $ 490,999 $ 1,489,103 $ 1,473,449

Three months ended September 30, Nine months ended September 30,

2024 2023 2024 2023

(in thousands)

Net income (loss) attributable to Boston Properties Limited Partnership $ 94,919 $ ( 122,696 ) $ 276,826 $ 84,232

Noncontrolling interests in property partnerships 15,237 20,909 50,283 59,337

Interest expense 163,194 147,812 474,727 424,492

Impairment loss — — 13,615 —

Net operating income from unconsolidated joint ventures 31,919 39,165 98,936 122,175

Depreciation and amortization expense 221,186 205,679 656,044 613,446

Transaction costs 188 751 890 1,970

Payroll and related costs from management services contracts

3,649 3,906 12,090 13,750

General and administrative expense 33,352 31,410 127,479 131,387

Direct reimbursements of payroll and related costs from management services contracts

Income (loss) from unconsolidated joint ventures ( 2,139 ) 19,186

Interest and other income (loss) 7,750 14,529

Gains (losses) from investments in securities ( 365 ) 2,272

Unrealized gain (loss) on non-real estate investments ( 483 ) 396

Net operating income attributable to noncontrolling interests in property partnerships

49,702 46,570

Unrealized gain (loss) on non-real estate investment 94 ( 51 ) 548 332

Gains (losses) from investments in securities 2,198 ( 925 ) 4,785 2,311

Interest and other income (loss) 14,430 20,715 39,747 48,999

Gains on sales of real estate 517 517 517 517

Income (loss) from unconsolidated joint ventures ( 7,011 ) ( 247,556 ) 6,376 ( 261,793 )

Direct reimbursements of payroll and related costs from management services contracts

General and administrative expense 52,284 50,018

Payroll and related costs from management services contracts

Transaction costs 768 513

Depreciation and amortization expense 220,107 218,716

Loss on sales-type lease 2,490 —

Net operating income from unconsolidated joint ventures 32,682 35,430

Impairment loss — 13,615

Loss from early extinguishment of debt 338 —

Interest expense 163,444 161,891

Net Income 86,905 106,604

Noncontrolling interests in property partnerships 18,749 17,221

Noncontrolling interest—common units of the Operating Partnership

Net income attributable to BXP, Inc.

$ 61,177 $ 79,883

T able of Contents

Three months ended March 31,

(in thousands)

Company’s share of NOI $ 494,778 $ 497,680

Development and management services revenue 9,775 6,154

Company’s share of Net Operating Income $ 498,510 $ 490,999 $ 1,489,103 $ 1,473,449

Net operating income (“NOI”) is a non-GAAP financial measure equal to net income (loss) attributable to BXP, Inc.

and net income (loss) attributable to Boston Properties Limited Partnership, as applicable, the most directly comparable GAAP financial measures, plus (1) net income (loss) attributable to noncontrolling interests, interest expense, impairment loss, 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 investment, gains (losses) from investments in securities, interest and other income (loss), gains on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.

The Company believes NOI is useful to investors as a performance measure and believes it provides useful information to investors regarding its results of operations and financial condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income (loss) attributable to BXP, Inc.

and net income (loss) 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 the Company may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.

The Company’s internal reporting utilizes its share of NOI, which includes its share of NOI from consolidated and unconsolidated joint ventures, which is a non-GAAP financial measure that is calculated as the consolidated amount, plus the Company’s share of the amount from the Company’s unconsolidated joint ventures (calculated based upon the Company’s economic percentage ownership interest and, in some cases, after priority allocations), less the Company’s partners’ share of the amount from the Company’s consolidated joint ventures (calculated based upon the partners’ economic percentage ownership interests and, in some cases, after priority allocations, income allocation to private REIT shareholders and their share of fees due to the Company).

The Company’s share of NOI from unconsolidated joint ventures, as defined above, also does not include its share of loss from early extinguishment of debt, unrealized gain (loss) on derivative instruments, gain on sale / consolidation, gain on investment, and impairment losses on investments, all of which are included within Income (Loss) from Unconsolidated Joint Ventures in the Company’s Consolidated Statements of Operations.

Management utilizes its share of NOI in assessing its performance as the Company has several significant joint ventures and, in some cases, the Company exercises significant influence over, but does not control, the joint venture, in which case GAAP requires that the Company account for the joint venture entity using the equity method of accounting and the Company does not consolidate it for financial reporting purposes.

In other cases, GAAP requires that the Company consolidate the venture even though the Company’s partner(s) owns a significant percentage interest.

As a result, the presentations of the Company’s share of NOI should not be considered a substitute for, and should only be considered together with and as a supplement to, the Company’s financial information presented in accordance with GAAP.

Asset information by segment is not reported because the Company does not use this measure to assess performance.

Therefore, depreciation and amortization expense is not allocated among segments.

Interest expense, impairment loss, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts, corporate general and administrative expense, unrealized gain (loss) on non-real estate investment, gains (losses) from investments in securities, interest and other income (loss), gains on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue are not included in NOI and are provided as reconciling items to the Company’s reconciliations of its share of NOI to net income.

The Company’s segments are based on the Company’s method of internal reporting which classifies its operations by geographic area.

The Company’s segments by geographic area are Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC.

The Company also presents information for each segment by property type, including Office (which includes office, life sciences and retail), Residential and Hotel.

Information by geographic area and property type (dollars in thousands):

For the three months ended September 30, 2024:

Boston Los Angeles New York San Francisco Seattle Washington, DC Total

Rental Revenue:

Office $ 300,613 $ 18,661 $ 258,295 $ 128,929 $ 10,821 $ 104,290 $ 821,609

Residential 4,219 — — 3,152 — 4,746 12,117

Hotel 15,082 — — — — — 15,082

Total 319,914 18,661 258,295 132,081 10,821 109,036 848,808

% of Grand Totals 37.69 % 2.20 % 30.43 % 15.56 % 1.27 % 12.85 % 100.00 %

Rental Expenses:

Office 107,876 7,344 111,419 52,410 3,382 39,478 321,909

Residential 1,621 — — 2,346 — 2,021 5,988

Hotel 9,833 — — — — — 9,833

Total 119,330 7,344 111,419 54,756 3,382 41,499 337,730

% of Grand Totals 35.34 % 2.17 % 32.99 % 16.21 % 1.00 % 12.29 % 100.00 %

Net operating income $ 200,584 $ 11,317 $ 146,876 $ 77,325 $ 7,439 $ 67,537 $ 511,078

% of Grand Totals 39.25 % 2.21 % 28.74 % 15.13 % 1.46 % 13.21 % 100.00 %

Net operating income attributable to noncontrolling interests in property partnerships ( 10,823 ) — ( 33,664 ) — — — ( 44,487 )

Company’s share of net operating income from unconsolidated joint ventures 9,099 6,835 3,472 4,285 1,899 6,329 31,919

Company’s share of net operating income $ 198,860 $ 18,152 $ 116,684 $ 81,610 $ 9,338 $ 73,866 $ 498,510

% of Grand Totals 39.89 % 3.64 % 23.41 % 16.37 % 1.87 % 14.82 % 100.00 %

_______________

(1) Rental Revenue is equal to Total Revenue per the Company’s Consolidated Statements of Operations, less Development and Management Services Revenue and Direct Reimbursements of Payroll and Related Costs from Management Services Contracts Revenue per the Consolidated Statements of Operations.

For the three months ended September 30, 2023:

Boston Los Angeles New York San Francisco Seattle Washington, DC Total

Rental Revenue:

Office $ 276,153 $ — $ 268,680 $ 135,839 $ 13,660 $ 91,488 $ 785,820

Residential 4,198 — — 3,214 — 4,377 11,789

Hotel 13,484 — — — — — 13,484

Total 293,835 — 268,680 139,053 13,660 95,865 811,093

% of Grand Totals 36.23 % — % 33.13 % 17.14 % 1.68 % 11.82 % 100.00 %

Rental Expenses:

Office 97,358 — 107,462 50,450 2,971 36,213 294,454

Residential 1,629 — — 2,221 — 1,888 5,738

Hotel 9,020 — — — — — 9,020

Total 108,007 — 107,462 52,671 2,971 38,101 309,212

% of Grand Totals 34.94 % — % 34.75 % 17.03 % 0.96 % 12.32 % 100.00 %

Net operating income $ 185,828 $ — $ 161,218 $ 86,382 $ 10,689 $ 57,764 $ 501,881

% of Grand Totals 37.03 % — % 32.12 % 17.21 % 2.13 % 11.51 % 100.00 %

Direct reimbursements of payroll and related costs from management services contracts

Income (loss) from unconsolidated joint ventures ( 2,139 ) 19,186

Interest and other income (loss) 7,750 14,529

Gains (losses) from investments in securities ( 365 ) 2,272

Unrealized gain (loss) on non-real estate investments ( 483 ) 396

Net operating income attributable to noncontrolling interests in property partnerships

Company’s share of net operating income from unconsolidated joint ventures 7,946 12,508 3,938 4,023 1,874 8,876 39,165

Company’s share of net operating income $ 181,988 $ 12,508 $ 126,895 $ 90,405 $ 12,563 $ 66,640 $ 490,999

% of Grand Totals 37.07 % 2.55 % 25.84 % 18.41 % 2.56 % 13.57 % 100.00 %

49,702 46,570

For the nine months ended September 30, 2024:

General and administrative expense 52,284 50,018

Payroll and related costs from management services contracts

Transaction costs 768 513

Depreciation and amortization expense 218,404 217,019

Loss on sales-type lease 2,490 —

Net operating income from unconsolidated joint ventures 32,682 35,430

Impairment loss — 13,615

Loss from early extinguishment of debt 338 —

Interest expense 163,444 161,891

Net Income 88,608 108,301

Noncontrolling interests in property partnerships 18,749 17,221

Net income attributable to Boston Properties Limited Partnership $ 69,859 $ 91,080

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

Three months ended March 31,

(in thousands)

Revenue $ 865,215 $ 839,439

Development and management services 9,775 6,154

Direct reimbursements of payroll and related costs from management services contracts 4,499 4,293

Total rental revenue $ 850,941 $ 828,992

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

T able of Contents

For the three months ended March 31, 2025:

Boston Los Angeles New York San Francisco Seattle Washington, DC Total

17 unchanged sentences

% of Grand Totals 37.58 % 3.64 % 24.77 % 16.82 % 2.27 % 14.92 % 100.00 %

_______________

For the nine months ended September 30, 2023:

T able of Contents

For the three months ended March 31, 2024:

Boston Los Angeles New York San Francisco Seattle Washington, DC Total

17 unchanged sentences

% of Grand Totals 35.71 % 4.24 % 24.88 % 18.60 % 1.95 % 14.62 % 100.00 %

_______________

Earnings Per Share / Common Unit

The following table provides a reconciliation of both the net income (loss) attributable to BXP, Inc.

and the number of common shares used in the computation of basic earnings per share (“EPS”), which is calculated by dividing net income (loss) attributable to BXP, Inc.

The following table provides a reconciliation of both the net income attributable to BXP, Inc.

and the number of common shares used in the computation of basic earnings per share (“EPS”), which is calculated by dividing net income attributable to BXP, Inc.

by the weighted-average number of common shares outstanding during the period.

5 unchanged sentences

Other potentially dilutive common shares, including stock options, restricted stock and other securities of BPLP that are exchangeable for BXP’s Common Stock, and the related impact on earnings, are considered when calculating diluted EPS.

Three months ended September 30, 2024

T able of Contents

Three months ended March 31, 2025

(Numerator) Shares

9 unchanged sentences

$ 61,177 158,632 $ 0.39

Three months ended September 30, 2023

(Numerator) Shares

(Denominator) Per Share

(in thousands, except for per share amounts)

Basic Earnings:

Net income (loss) attributable to BXP, Inc.

$ ( 111,826 ) 156,880 $ ( 0.71 )

Effect of Dilutive Securities:

Stock Based Compensation

Diluted Earnings:

Net income (loss) attributable to BXP, Inc.

$ ( 111,826 ) 156,880 $ ( 0.71 )

Nine months ended September 30, 2024

Three months ended March 31, 2024

(Numerator) Shares

3 unchanged sentences

Net income attributable to BXP, Inc.

common shareholders $ 243,126 157,250 $ 1.55

Effect of Dilutive Securities:

Stock Based Compensation

$ 79,883 156,983 $ 0.51

Diluted Earnings:

Net income attributable to BXP, Inc.

common shareholders $ 243,126 157,547 $ 1.54

Nine months ended September 30, 2023

(Numerator) Shares

(Denominator) Per Share

(in thousands, except for per share amounts)

Basic Earnings:

Net income attributable to BXP, Inc.

common shareholders $ 70,290 156,837 $ 0.45

Effect of Dilutive Securities:

2 unchanged sentences

Net income attributable to BXP, Inc.

common shareholders $ 70,290 157,177 $ 0.45

The following table provides a reconciliation of both the net income (loss) attributable to Boston Properties Limited Partnership and the number of common units used in the computation of basic earnings per common unit, which is calculated by dividing net income (loss) attributable to Boston Properties Limited Partnership by the weighted-average number of common units outstanding during the period.

$ 79,883 157,132 $ 0.51

The following table provides a reconciliation of both the net income attributable to Boston Properties Limited Partnership and the number of common units used in the computation of basic earnings per common unit, which is calculated by dividing net income attributable to Boston Properties Limited Partnership by the weighted-average number of common units outstanding during the period.

Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities.

4 unchanged sentences

Other potentially dilutive common units and the related impact on earnings are considered when calculating diluted earnings per common unit.

Included in the number of units (the denominator) below are approximately 17,721,000 and 18,002,000 redeemable common units for the three months ended September 30, 2024 and 2023, respectively, and 18,119,000 and 17,928,000 redeemable common units for the nine months ended September 30, 2024 and 2023, respectively.

Three months ended September 30, 2024

Included in the number of units (the denominator) below are approximately 17,550,000 and 18,272,000 redeemable common units for the three months ended March 31, 2025 and 2024, respectively.

T able of Contents

Three months ended March 31, 2025

(Numerator) Units

7 unchanged sentences

Net income attributable to Boston Properties Limited Partnership $ 69,859 176,182 $ 0.40

Three months ended September 30, 2023

(Numerator) Units

(Denominator) Per Unit

(in thousands, except for per unit amounts)

Basic Earnings:

Net income (loss) attributable to Boston Properties Limited Partnership $ ( 122,696 ) 174,882 $ ( 0.70 )

Effect of Dilutive Securities:

Stock Based Compensation

Diluted Earnings:

Net income (loss) attributable to Boston Properties Limited Partnership $ ( 122,696 ) 174,882 $ ( 0.70 )

Nine months ended September 30, 2024

(Numerator) Units

(Denominator) Per Unit

(in thousands, except for per unit amounts)

Basic Earnings:

Net income attributable to Boston Properties Limited Partnership common unitholders

$ 276,826 175,369 $ 1.58

Effect of Dilutive Securities:

Stock Based Compensation — 297 —

Diluted Earnings:

Net income attributable to Boston Properties Limited Partnership common unitholders

$ 276,826 175,666 $ 1.58

Nine months ended September 30, 2023

Three months ended March 31, 2024

(Numerator) Units

2 unchanged sentences

Basic Earnings:

Net income attributable to Boston Properties Limited Partnership common unitholders

$ 84,232 174,765 $ 0.48

Net income attributable to Boston Properties Limited Partnership $ 91,080 175,255 $ 0.52

Effect of Dilutive Securities:

1 unchanged sentence

Diluted Earnings:

Net income attributable to Boston Properties Limited Partnership common unitholders

$ 84,232 175,105 $ 0.48

Net income attributable to Boston Properties Limited Partnership $ 91,080 175,404 $ 0.52

Stock Option and Incentive Plan

On January 25, 2024, the Compensation Committee of BXP’s Board of Directors approved the grant of 2024 Multi-Year Long-Term Incentive Program (the “2024 MYLTIP”) awards under the Boston Properties, Inc.

On January 22, 2025, BXP’s Compensation Committee approved the 2025 Multi-Year Long-Term Incentive Program (the “2025 MYLTIP”) awards under the BXP, Inc.

2021 Stock Incentive Plan (the “2021 Plan”) to certain executive officers of BXP.

The 2024 MYLTIP awards consists of three components.

Two of the components, each weighted 40%, utilize BXP’s TSR over a three-year measurement period as the performance metrics and the third component utilizes a leverage ratio as the performance metric.

The 2025 MYLTIP awards consist of three components.

Two of the components are each weighted 40% and utilize BXP’s TSR and BXP’s diluted Funds from Operations (“FFO”) per share growth, respectively, over a three -year measurement period as the performance metrics and the third component, weighted 20%, utilizes an average leverage ratio as the performance metric.

Earned awards will range from zero to a maximum of 354,940 LTIP Units depending on BXP’s performance under the three components, with a target of approximately 177,470 LTIP Units.

Under ASC 718 “Compensation - Stock Compensation,” the 2024 MYLTIP awards have an aggregate value of approximately $ 11.1 million.

Under ASC 718, the 2025 MYLTIP awards have an aggregate value of approximately $ 12.7 million.

As a result, an aggregate of 177,919 2022 MYLTIP Units that had been previously granted were automatically forfeited.

During the nine months ended September 30, 2024, BXP issued 83,316 shares of restricted common stock and BPLP issued 451,044 LTIP Units and 330,479 2024 MYLTIP Units to employees and non-employee directors under the 2021 Plan.

Employees and non-employee directors paid $ 0.01 per share of restricted common stock and $ 0.25 per LTIP Unit and 2024 MYLTIP Unit.

During the three months ended March 31, 2025, BXP issued 49,486 shares of restricted common stock and BPLP issued 390,825 LTIP Units and 354,940 2025 MYLTIP Units to employees and the life sciences advisory board members under the 2021 Plan.

Employees and life sciences advisory board members paid $ 0.25 per LTIP Unit and 2025 MYLTIP Unit.

When issued, LTIP Units are not economically equivalent in value to a share of Common Stock, but over time can increase in value to one-for-one parity with Common Stock if there is sufficient appreciation in the value of the Company’s assets.

4 unchanged sentences

The shares of restricted common stock

granted during the nine months ended September 30, 2024 were valued at approximately $ 5.3 million.

T able of Contents

granted during the three months ended March 31, 2025 were valued at approximately $ 3.6 million.

The LTIP Units granted were valued at approximately $ 26.0 million using a Monte Carlo simulation method model.

3 unchanged sentences

Dividends paid on both vested and unvested shares of restricted stock are charged directly to Dividends in Excess of Earnings in BXP, Inc.’s Consolidated Balance Sheets and Partners’ Capital in Boston Properties Limited Partnership’s Consolidated Balance Sheets.

Aggregate stock-based compensation expense associated with restricted stock, LTIP Units and MYLTIP Units was approximately $ 4.0 million and $ 4.8 million for the three months ended September 30, 2024 and 2023, respectively, and $ 38.5 million and $ 45.7 million for the nine months ended September 30, 2024 and 2023, respectively.

At September 30, 2024, there was (1) an aggregate of approximately $ 25.4 million of unrecognized compensation expense related to unvested restricted stock and LTIP Units and (2) an aggregate of approximately $( 40,000 ) of unrecognized compensation expense related to unvested 2022 - 2024 MYLTIP Units that is expected to be recognized over a weighted-average period of approximately 2.5 years.

Aggregate stock-based compensation expense associated with restricted stock, LTIP Units and MYLTIP Units was approximately $ 23.0 million and $ 18.5 million for the three months ended March 31, 2025 and 2024, respectively.

At March 31, 2025, there was (1) an aggregate of approximately $ 36.7 million of unrecognized compensation expense related to unvested restricted stock and LTIP Units and (2) an aggregate of approximately $ 3.8 million of unrecognized compensation expense related to unvested 2023 - 2025 MYLTIP Units that is expected to be recognized over a weighted-average period of approximately 2.8 years.

Subsequent Events

On October 5, 2024, the Company fully placed in-service 103 CityPoint, an approximately 113,000 net rentable square foot laboratory/life sciences project located in Waltham, Massachusetts.

On October 8, 2024, the Company modified the mortgage loan collateralized by its 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 + 1.38 % per annum and was scheduled to mature on July 19, 2025 (See Note 6).

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 + 1.38 % per annum until July 19, 2025.

Beginning July 19, 2025, the mortgage loan will bear interest at Daily Simple SOFR + 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 Note 7).

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.

On October 31, 2024, the Company completed and fully placed in-service 300 Binney Street, a laboratory/life sciences redevelopment project with approximately 236,000 net rentable square feet located in Cambridge, Massachusetts.

The property is fully leased to a life sciences tenant.

On April 5, 2025, the Company partially placed in-service 1050 Winter Street in Waltham, Massachusetts.

1050 Winter Street is a redevelopment of an approximately 162,000 net rentable square foot office property.

The project is fully pre-leased.

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

The interest rate swap was entered into to fix Daily Simple SOFR at a fixed interest rate of 3.6775 % per annum for the period commencing on April 7, 2025 and ending on April 6, 2026 .

On April 22, 2025, BPLP amended the Credit Agreement governing its 2025 Credit Facility to remove the SOFR conversion adjustment of 10 basis points previously applicable to the Term Loan Facility.

Other than the foregoing, the material terms of the Credit Agreement remained unchanged (See Note 6).

T able of Contents

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-Q

Item 1. Financial Statements