What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-08-06 compared with 2025-05-06 · 777 added, 527 removed, 572 unchanged (70% of the section changed)

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Accordingly, investors should use caution in relying on forward-looking statements, which are based on results, trends and assumptions at the time they are made, to anticipate future results or trends.

The most significant factors that may cause actual results to differ materially from those expressed or implied by the forward-looking statements include the risks and uncertainties related to adverse changes in general economic and capital market conditions, including continued inflation, elevated interest rates, supply chain disruptions, dislocation and volatility in capital markets, and potential longer-term changes in consumer and client behavior, sustained changes in client preferences and space utilization, as well as the other important factors below and the risks described in (i) our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 including those described under the caption “Risk Factors,” (ii) our subsequent filings under the Exchange Act and (iii) the risk factors set forth in this Form 10-Q in Part II, Item 1A, if any.

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

• volatile or adverse global economic and political conditions, including policy changes by the presidential administration, such as the direct and indirect negative impacts that new and increased tariffs may have on (1) our current and prospective clients and their demand for office space and (2) the costs and availability of construction materials and the economic returns on our construction and development activities, the impact of geopolitical conflicts, health crises and dislocations in the credit markets could adversely affect economic conditions and/or restrict our access to cost-effective capital, which could have a material adverse effect on our business opportunities, results of operations and financial condition;

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

• volatile or adverse economic, capital markets and political conditions, including continued inflation, elevated interest rates, supply chain disruptions and policy changes related to tariffs, which may directly or indirectly impact us, our current clients and our prospective clients, including their demand for office space, and the costs and availability of construction materials and the economic returns on our construction and development activities;

• volatile or adverse geopolitical conflicts and dislocations in the credit markets could adversely affect economic conditions and/or restrict our access to cost-effective capital, which could have a material adverse effect on our business opportunities, results of operations and financial condition;

• risks associated with the availability and terms of financing, the use of debt to fund acquisitions and developments or refinance existing indebtedness, including the impact of higher interest rates on the cost and/or availability of financing and the use of forward interest rate contracts and derivatives and the effectiveness of such arrangements;

• general risks affecting the real estate industry (including, without limitation, the inability to enter into or renew leases on attractive terms, sustained changes in client preferences and space utilization, dependence on clients’ financial condition, and competition from other developers, owners and operators of real estate);

• failure to manage effectively our growth and expansion into new markets and sub-markets or to integrate acquisitions and developments successfully;

• failure to integrate acquisitions and developments successfully;

• risks and uncertainties affecting property development and construction;

• the ability of our joint venture partners to satisfy their obligations;

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

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• risks associated with the availability and terms of financing and the use of debt to fund acquisitions and developments or refinance existing indebtedness, including the impact of higher interest rates on the cost and/or availability of financing;

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

• risks associated with actual or threatened terrorist attacks;

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

• risks associated with security breaches, incidents, and compromises through cyber-attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology (IT) networks and related systems, which support our operations and our buildings;

• risks associated with cyber security breaches, incidents, and compromises, as well as other significant disruptions of our information technology (IT) networks and related systems, which support our operations and our buildings;

• risks associated with legal proceedings and other claims that could result in substantial monetary damages and other costs;

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• risks associated with our dependence on key personnel whose continued service is not guaranteed.

The risks set forth above are not exhaustive.

Investors are also urged to carefully review the disclosures we make concerning these risks and other factors that may affect our business and operating results, including the risks and uncertainties described in (i) our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 including those described under the caption “Risk Factors,” (ii) our subsequent filings under the Exchange Act and (iii) the risk factors set forth in this Form 10-Q in Part II, Item 1A, if any.

Other sections of this report may include additional factors that could adversely affect our business and financial performance.

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We expressly disclaim any responsibility to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events, or otherwise, and you should not rely upon these forward-looking statements after the date of this report.

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

BXP is one of the largest publicly traded office real estate investment trusts (REITs) (based on total market capitalization as of June 30, 2025) in the United States that develops, owns, and manages primarily premier workplaces.

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

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

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

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

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

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We believe our key competitive advantages are our commitment to the office asset class and to our clients as many competitors have divested in the sector, a strong balance sheet with access to capital in the secured and unsecured debt markets and the private and public equity markets, and one of the highest quality portfolios of premier workplaces in the U.S.

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

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

We consider premier workplaces to be well-located buildings that are modern structures or have been modernized to compete with newer buildings, are professionally managed and maintained, and offer a number and type of amenities that are in high demand by clients that are focused on the importance of the physical work environment in recruiting and retaining the best and brightest employees.

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We therefore caution investors that our use and definition of “premier workplaces” may be different than the use and definition of similar expressions and traditional classifications that may be used by other companies.

sublease space), current and expected future demand for the space, the impact of other clients’ expansion rights and general economic factors.

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

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

Our core strategy has always been to develop, acquire and manage premier workplaces in gateway markets with high barriers-to-entry and attractive demand drivers and to focus on executing long-term leases with financially strong clients that are diverse across market sectors.

We believe this strategy provides a competitive advantage that helps BXP distinguish itself from competitors as our clients are interested in leasing space in vibrant, amenitized and accessible premier workplaces to encourage more in-person work.

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

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

Over the past several years, BXP’s experience and performance has diverged from the larger market and media sentiment, as premier workplaces have outperformed the broader office market consistently and substantially in both rental rates achieved and occupancy.

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This outperformance is evident in BXP’s portfolio where we derive approximately 89% of our share of annualized rental obligations from predominantly premier workplaces located in CBDs.

We define annualized rental obligations as the monthly contractual base rent (excluding percentage rent and rent abatements) and budgeted reimbursements from clients under existing leases as of March 31, 2025, multiplied by twelve.

Our share of annualized rental obligations is calculated as the consolidated amount, plus our share of the amount from our unconsolidated joint ventures (calculated based on our economic percentage ownership interest), less our partners’ share of the amount from our consolidated joint ventures (calculated based on the partners’ economic percentage ownership interest).

As of March 31, 2025, our CBD assets are 89.8% occupied and 92.3% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

As of March 31, 2025, the weighted-average remaining lease term for (1) our in-place leases, based on square feet, including those signed by our unconsolidated joint ventures but excluding residential units, was approximately 7.9 years, and (2) our 20 largest clients, based on square feet, was approximately 9.8 years.

The market is experiencing increased volatility in the capital markets, heightened concerns over the potential for inflation and increased interest rates and a reduction in consumer confidence.

These factors led many to forecast a potential recession or decline in U.S.

Gross Domestic Product (“GDP”) growth in 2025, and the recent report that first quarter GDP declined by 0.3% did not contradict those forecasts.

For BXP, the primary drivers of leasing activity continue to be corporate confidence and in-person workplace behavior.

Despite our initial concerns that clients might delay or cancel space requirements in response to a more uncertain operating environment, we have not observed this trend to date.

Of the approximately one million square feet currently under negotiation, only one prospective user—accounting for approximately 8,000 square feet—has elected not to move forward, citing current market conditions.

Our overall leasing pipeline remains active and robust.

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In the life sciences sector, proposed federal funding cuts to the National Institutes of Health and other research organizations, as well as uncertainties regarding U.S.

Food and Drug Administration approvals, are creating additional headwinds.

These challenges are leading some investors and operators within the life sciences community to reconsider new financial commitments, which may impact leasing velocity in this sector.

Should the U.S.

economy enter a recession, we would expect overall leasing demand to soften;

however, we also believe a recession could result in lower interest rates and a potential decline in remote work due to a weaker labor market.

With respect to construction costs, while tariffs are expected to increase the prices of certain materials, we anticipate modest impact on our overall construction budgets, due to the limited proportion of non-U.S.

sourced materials used in our projects and strong competition among contractors.

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

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

We remain focused on:

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

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

• completing the construction and leasing of our development properties;

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

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

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

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

The following is an overview of leasing and investment activity in the first quarter of 2025 and recent business highlights.

As of June 30, 2025, our CBD assets are 89.9% occupied and 92.5% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

As of June 30, 2025, the weighted-average remaining lease term for (1) our in-place leases, based on square feet, including those signed by our unconsolidated joint ventures but excluding residential units, was approximately 7.8 years, and (2) our 20 largest clients, based on square feet, was approximately 9.9 years.

BXP’s leasing activity remains healthy and active across many of our core submarkets, supported by improving corporate sentiment and a continued rebound in office utilization.

While conditions vary by region, we are encouraged by the breadth and depth of tenant demand in our premier assets, particularly in our East Coast markets.

Corporate confidence, one of the primary drivers of leasing activity, has been buoyed by several macroeconomic and policy developments.

These include the recent passage of H.R.

1, informally known as the One Big Beautiful Bill Act (the “OBBB”), a continued trend toward regulatory easing, geopolitical risk mitigation in select regions, the expected resolution of key U.S.

trade and tariff agreements, and the potential for reductions in short-term interest rates.

Capital markets are reflecting this improved sentiment, with U.S.

equity indices recently reaching new highs and investment-grade credit spreads hovering near 10-year lows.

Corporate health remains broadly stable, supported by the constructive business environment and these dynamics are reinforcing business confidence, which in turn supports decision-making around long-term investments, including office space commitments.

In parallel, in-person work behavior continues to trend positively, enhancing demand for high-quality office environments.

Over the past two years, there has been a notable shift among large corporations toward increased office attendance requirements, with a growing number moving away from fully remote and hybrid models.

These evolving workplace policies have meaningfully contributed to leasing activity in select markets, particularly where premier office space supports employee engagement and productivity.

Return-to-office trends remain strongest in our East Coast markets, particularly in New York City, while our West Coast markets continue to lag, albeit with early signs of increased usage.

We remain focused on leveraging these positive trends by actively engaging with tenants, deploying capital prudently, and positioning our portfolio to meet evolving demand for best-in-class, highly amenitized, and sustainable office environments.

Leasing Activity and Occupancy

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

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

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

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

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

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

• our relationships with local brokers.

Although all the markets in which we operate still need consistent incremental absorption to constitute a macro recovery, we continue to see pockets of strength where low availability is driving constructive client behavior.

This is particularly true in New York and Boston, which accounts for 62% of our share of annualized rental obligations.

As clients choose premier workplaces in sound financial condition with building owners that are committed for the long

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term to their properties operated by the best property management teams, we expect to continue to be successful in gaining market share.

Based on the first quarter leasing results, our current pipeline of transactions under negotiation and possible additional activity, we have seen limited impact on our 2025 leasing plan of four million square feet, inclusive of approximately three million square feet of leasing on vacant space and known 2025 expirations.

In the first quarter of 2025, we executed 91 leases totaling more than 1.1 million square feet with a weighted-average lease term of approximately 10.9 years.

This result represents a 25% increase in the number of square feet leased over the first quarter of 2024.

Notable leases for the quarter included an approximately 244,000 square foot lease at 200 Fifth Avenue in New York, New York and an approximately 162,000 square foot lease in Waltham, Massachusetts, both of which were on vacant space.

At March 31, 2025, the overall occupancy of our in-service office and retail properties was 86.9%, a decline of 60 basis points from December 31, 2024, primarily due to the known expiration of an approximately 350,000 square foot lease at 200 Fifth Avenue in New York, New York, the majority of which space was re-leased in the first quarter.

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

Including vacant space for which we have signed leases that have not yet commenced revenue recognition in accordance with GAAP, our in-service office and retail properties were approximately 89.4% leased at March 31, 2025.

The percentage leased remained stable quarter-over-quarter demonstrating the continued strength of BXP’s leasing activity and pipeline, as illustrated by the lease executed at 200 Fifth Avenue in the first quarter.

Investment Activity

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

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

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

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

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

Consistent with this strategy, on March 5, 2025, we completed the formation of a joint venture with CrossHarbor Capital and Albanese Organization to develop 290 Coles Street, a fully entitled, 670-unit market-rate residential project offering panoramic views of the Hudson River and Manhattan skyline in Jersey City, New Jersey.

The estimated total investment (inclusive of interest carry on the equity investments) is approximately $455.8 million.

BXP owns 19.46% of the common equity interests in the venture and will also provide up to $65.0 million of the required capital as preferred equity.

In addition, the joint venture entered into a $225.0 million construction loan that bears interest at a rate of Term SOFR plus 2.50% per annum, and matures on March 5, 2029 with an additional one-year extension option, subject to certain conditions.

As of March 31, 2025, our development/redevelopment pipeline consisted of nine properties that, when completed, we expect will total approximately 3.0 million net rentable square feet.

Our share of the estimated total cost for these projects is approximately $2.4 billion, of which approximately $1.2 billion remains to be invested.

The commercial space in the pipeline, which excludes the residential project, was 62% pre-leased as of April 28, 2025, an increase from 50% at February 21, 2025.

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

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

We are currently in active negotiations for the disposition of eight land sites and, if successful, these dispositions could generate approximately $250.0 million of aggregate net proceeds over the next 24 months.

Several of these sales require re-entitlement, which we anticipate will result in relatively longer closing periods than

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typical transactions.

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

A brief overview of each of our markets follows.

During the first quarter of 2025, we executed approximately 304,000 square feet of leases and approximately 153,000 square feet of leases commenced in the Boston region.

Approximately 98,000 square feet of the leases that commenced had been vacant for less than one year and represent an increase in net rental obligations of approximately 15.7% over the prior leases.

As of March 31, 2025, our approximately 8.4 million square foot Boston CBD in-service portfolio was approximately 96.1% occupied and approximately 97.9% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Our approximately 2.7 million square foot in-service CBD portfolio in Cambridge was approximately 97.2% occupied and 98.1% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP) as of March 31, 2025.

As of March 31, 2025, our approximately 4.5 million square foot Route 128-Mass Turnpike in-service portfolio was approximately 77.0% occupied and approximately 80.0% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

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

As of March 31, 2025, our LA in-service properties were approximately 83.9% occupied and 86.6% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

During the first quarter of 2025, we executed approximately 420,000 square feet of leases in the New York region and approximately 237,000 square feet of leases commenced.

Approximately 91,000 square feet of the leases that commenced had been vacant for less than one year, and they represent an increase in net rental obligations of approximately 4.3% over the prior leases.

As of March 31, 2025, our New York CBD in-service portfolio was approximately 88.1% occupied and approximately 92.3% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

This is particularly true in our East Coast regions, which account for 77% of our share of annualized rental obligations.

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

In the second quarter of 2025, we executed 91 leases totaling more than 1.1 million square feet and having a weighted-average lease term of approximately 9.4 years.

Over the last four quarters (i.e., July 1, 2024-June 30, 2025), our leasing volume of approximately 5.7 million square feet was approximately 18% greater than our leasing volume for the previous four quarters (i.e., July 1, 2023-June 30, 2024).

We continue to increase the pre-leasing of our development pipeline with approximately 200,000 square feet of development leasing in the second quarter of 2025.

Based on the second quarter leasing results, our current pipeline of transactions under negotiation and possible additional activity, we believe we can achieve our 2025 leasing plan of four million square feet.

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

At June 30, 2025, the overall occupancy of our in-service office and retail properties was 86.4%, a decline of 0.5% from March 31, 2025, primarily due to the known expiration of an approximately 360,000 square foot lease in the urban edge of the Boston region.

The difference between leased and occupied square footage has grown to 2.7%, which represents approximately 1.3 million square feet of space for which revenue recognition is expected to commence in 2025 and 2026.

Approximately 500,000 square feet of the 1.3 million square feet of space is expected to commence in 2025, with the majority of the remaining 800,000 square feet commencing in the latter half of 2026.

An overview of the leasing activity in each of our regions for the three months ended June 30, 2025 is set forth in the table below.

Amounts shown are in square feet, except for percentages, and include 100% of the unconsolidated joint venture properties.

Leases commenced (1)

Region Leases executed (2)

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

Occupancy Leased (4)

Boston 235,824 389,743 137,748 (0.13) % 89.7 % 91.2 %

Los Angeles 7,322 59,736 36,972 (48.64) % 86.3 % 86.9 %

New York 344,170 182,473 88,889 (15.18) % 84.4 % 90.2 %

San Francisco 159,599 157,520 97,952 (18.71) % 78.7 % 80.7 %

During the first quarter of 2025, we executed leases for approximately 263,000 square feet and approximately 284,000 square feet commenced in the San Francisco region.

Approximately 250,000 square feet of leases that commenced had been vacant for less than one year and represent an increase in net rental obligations of approximately 0.1% over the prior leases.

As of March 31, 2025, our San Francisco CBD in-service properties were approximately 81.7% occupied and approximately 83.7% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

Our Seattle in-service portfolio includes Safeco Plaza, an approximately 763,000 square foot property of which we own 33.67%, and Madison Centre, an approximately 755,000 square foot property.

As of March 31, 2025, these in-service properties were approximately 81.9% occupied and approximately 84.4% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

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Seattle 18,556 60,884 — — % 84.6 % 85.9 %

Washington, DC 356,350 73,262 43,933 (14.51) % 90.5 % 92.3 %

During the first quarter of 2025, we executed leases for approximately 80,000 square feet and leases for approximately 97,000 square feet commenced in the Washington, DC region.

Leases for approximately 36,000 square feet that commenced had been vacant for less than one year and represent a decrease in net rental obligations of approximately 14.3% over the prior leases.

As of March 31, 2025, our Washington, DC CBD in-service properties were approximately 89.3% occupied and approximately 90.8% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

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

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

As of March 31, 2025, our approximately 4.6 million square foot Reston CBD portfolio was approximately 94.9% occupied and approximately 97.2% leased (including vacant space for which have signed leases that have not yet commenced in accordance with GAAP).

Leasing Statistics

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

Three months ended March 31, 2025

Total / Weighted Average 1,121,821 923,618 405,494 (14.27) % 86.4 % 89.1 %

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(1) Represents space with signed leases for which lease revenue recognition has commenced in accordance with GAAP during the three months ended June 30, 2025 .

(2) Represents leases executed during the three months ended June 30, 2025 for which we either (1) commenced lease revenue recognition in such quarter or (2) will commence lease revenue recognition in subsequent quarters, in accordance with GAAP, and includes leases at properties currently under development.

square feet of leases executed during the three months ended June 30, 2025 for which we recognized lease revenue in the three months ended June 30, 2025 is 155,936.

(3) Represents the increase (decrease) in net rent (gross rent less operating expenses) on the new versus expired leases on the 405,494 square feet of second generation leases that had been occupied within the prior 12 months for the three months ended June 30, 2025.

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

Three months ended June 30, 2025 Six months ended June 30, 2025

(Square Feet)

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Vacant space from property dispositions/properties taken out of service (1) — (462,680)

Vacant space from properties placed (and partially placed) in-service (2) 55,604 55,604

Leases expiring or terminated during the period 1,079,592 2,703,323

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1 st generation leases

71,334 90,253

2 nd generation leases with new clients

648,974 1,037,043

2 nd generation lease renewals

203,310 731,270

Total space leased (3) 923,618 1,858,566

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Leases commencing during the period, in square feet 852,284 1,768,313

Weighted Average Lease Term 64 Months

Weighted Average Free Rent Period 143 Days

Weighted Average Lease Term 80 Months 71 Months

Weighted Average Free Rent Period 160 Days 151 Days

Total Transaction Costs Per Square Foot (6) $85.84 $79.71

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(1) Total square feet from properties taken out of service during the three months ended March 31, 2025 consists of 201,634 square feet at Reservoir Place and 261,046 square feet at Reston Corporate Center.

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

(3) Represents leases executed during the three months ended March 31, 2025 for which we either (1) commenced lease revenue recognition in such period or (2) will commence lease revenue recognition in subsequent periods, in accordance with GAAP, and includes leases at properties currently under development.

The total square feet of leases e xecuted for which revenue recognition commenced during the three months ended March 31, 2025 was 122,095 square feet.

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(1) Total square feet from properties taken out of service during the six months ended June 30, 2025 consists of 201,634 square feet at Reservoir Place and 261,046 square feet at Reston Corporate Center.

(2) Total square feet from properties partially placed in-service during the three and six months ended June 30, 2025 consists of 55,604 square feet at 1050 Winter Street.

(3) Represents leases for which lease revenue recognition has commenced in accordance with GAAP during the three and six months ended June 30, 2025 .

(4) Represents leases executed during the three and six months ended June 30, 2025 for which we either (1) commenced lease revenue recognition in such period or (2) will commence lease revenue recognition in subsequent periods, in accordance with GAAP, and includes leases at properties currently under development.

The total square feet of leases e xecuted for which revenue recognition commenced during the three and six months ended June 30, 2025 was 155,936 and 278,031 square feet, respectively.

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

Of the 916,029 square feet of second generation leases that commenced revenue recognition during the three months ended March 31, 2025, leases for 793,934 square feet were signed in prior periods.

Of the 852,284 and 1,768,313 square feet of second generation leases that commenced revenue recognition during the three and six months ended June 30, 2025, respectively, leases for 703,677 and 1,497,611 square feet, respectively, were signed in prior periods.

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

(6) Represents the increase in gross rent (base rent plus expense reimbursements) on the new versus expired leases on the 620,626 square feet of second generation leases that had been occupied within the prior 12 months for the three months ended March 31, 2025;

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

(7) Represents the increase in net rent (gross rent less operating expenses) on the new versus expired leases on the 620,626 square feet of second generation leases that had been occupied within the prior 12 months for the three months ended March 31, 2025.

Transactions during the three months ended March 31, 2025 and recent business highlights included the following:

Development activities

• On January 16, 2025, we 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, we 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.

On April 5, 2025, this property was partially placed in-service.

The project is fully pre-leased.

Unconsolidated joint venture activities

• On February 27, 2025, a joint venture in which we have 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, we 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, we agreed to fund up to $65.0 million of the required capital through a preferred equity investment.

Our 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.

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.

Debt activities

• 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.

• 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

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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 connection with the amendment and restatement, we 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 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.

On April 22, 2025, BPLP amended 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 Tenth Amended and Restated Credit Agreement, which governs the 2025 Credit Facility, remained unchanged (See Note 6 to the Consolidated Financial Statements).

• On March 28, 2025, BPLP increased the amount by which it may issue unsecured commercial paper notes under its commercial paper program (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 remained unchanged (See Note 6 to the Consolidated Financial Statements).

Derivative instrument and hedging activity

• 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.

(7) Represents the increase (decrease) in gross rent (base rent plus expense reimbursements) on the new versus expired leases on the 405,494 and 1,026,120 square feet of second generation leases that had been occupied within the prior 12 months for the three and six months ended June 30, 2025, respectively;

excludes leases

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

(8) Represents the increase (decrease) in net rent (gross rent less operating expenses) on the new versus expired leases on the 405,494 and 1,026,120 square feet of second generation leases that had been occupied within the prior 12 months for the three and six months ended June 30, 2025, respectively.

Investment Activity

We will be proceeding with full vertical construction of 343 Madison Avenue in New York City, New York.

343 Madison Avenue will be a highly amenitized, sustainably designed, 46-story, 930,000 square foot premier workplace with direct access to Grand Central Station.

We have elected to acquire our partner’s 45% interest in the project at cost, or approximately $43.5 million, during the third quarter of 2025.

In addition, we have signed a letter of intent with a prospective client to lease approximately 274,000 square feet, or approximately 30% of the building’s total square footage, and we have other tenant proposals in discussion, underscoring the continued strong demand for the future premier workplace.

We believe 343 Madison Avenue represents a strong and significant value creation opportunity for shareholders.

As part of our strategy to use residential entitlements to maximize the value of our land holdings, we are redeveloping 17 Hartwell Avenue, an approximately 30,000 net rentable square feet office property that was recently demolished, into a fully entitled, 312-unit residential property in Lexington, Massachusetts with our joint venture partner.

We sold the land at 17 Hartwell Avenue to the joint venture for approximately $21.8 million in cash.

We also contributed development costs of approximately $5.6 million for our 20% ownership interest.

BXP and BPLP recognized a gain upon sale of the real estate of approximately $18.4 million and $18.5 million, respectively.

We will be the development manager for the project.

In addition, the joint venture entered into a $98.7 million construction loan that is scheduled to mature on July 10, 2030, and bears interest at a fixed rate of 6.75% per annum.

17 Hartwell Avenue is expected to be completed in mid-2027.

Critical Accounting Estimates

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There have been no significant changes in our critical accounting estimates since the year ended December 31, 2024.

Results of Operations for the Three Months Ended March 31, 2025 and 2024

Supplemental United States Federal Income Tax Considerations

The following discussion supplements and updates the disclosures under the heading “United States Federal Income Tax Considerations” in the prospectus dated May 17, 2023, contained in our Registration Statements on Form S-3 (File Nos.

333-272012, 333-272012-01) filed with the Securities and Exchange Commission on May 17, 2023 (the “Existing Tax Disclosure”).

Capitalized terms herein that are not otherwise defined shall have the same meaning as when used in the Existing Tax Disclosure.

On July 4, 2025, the OBBB, was enacted.

The OBBB makes major changes to the Code, including some provisions of the Code that affect the taxation of REITs and their investors.

In particular,

• For taxable years beginning on or after January 1, 2026, the OBBB relaxed the REIT asset test requirement with respect to taxable REIT subsidiaries, providing that not more than 25% (relaxed from 20%) of the gross value of a REIT’s assets may be represented by securities of one or more taxable REIT subsidiaries.

• The OBBB permanently extended the pass-through qualified business income deduction, generally allowing individuals to deduct 20% of the aggregate amount of ordinary REIT dividends distributed by a REIT.

This deduction was due to expire for tax years beginning after December 31, 2025.

• The OBBB provides that the highest individual marginal tax rate will not revert from 37% to 39.6% for taxable years beginning after December 31, 2025.

The 37% rate is made permanent.

To the extent the information set forth in the Existing Tax Disclosure is inconsistent with this supplemental information, this supplemental information supersedes the information in the Existing Tax Disclosure.

This supplemental information is provided on the same basis and subject to the same qualifications as are set forth in the first four paragraphs of the Existing Tax Disclosure as if those paragraphs were set forth in this Quarterly Report on Form 10-Q.

Results of Operations

At June 30, 2025 and 2024, we owned or had joint venture interests in a portfolio of 186 commercial real estate properties (in each case, the “Total Property Portfolio”).

As a result of changes within our Total Property Portfolio, the financial data presented below shows significant changes in revenue and expenses from period-to-period.

Accordingly, we do not believe that our period-to-period financial data with respect to the Total Property Portfolio provides a complete understanding of our operating results.

Therefore, the comparison of operating results for the three and six months ended June 30, 2025 and 2024 show separately the changes attributable to the properties that were owned by us and in-service throughout each period compared (the “Same Property Portfolio”) and the changes attributable to the properties included in the Acquired, Placed In-Service, In or Held for Development or Redevelopment or Sold Portfolios.

In our analysis of operating results, particularly to make comparisons of Net Operating Income (“NOI”) between periods more meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented.

We refer to properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by us and in-service through the end of the latest period presented as our Same Property Portfolio.

The Same Property Portfolio therefore excludes properties acquired, placed in-service or in or held for development or redevelopment after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented.

NOI is a non-GAAP financial measure equal to net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership, as applicable, the most directly comparable GAAP financial measures, plus (1) net income attributable to noncontrolling interests, interest expense, loss from early extinguishment of debt, impairment loss, loss on sales-type lease, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts and corporate general and administrative expense less (2) unrealized gain (loss) on non-real estate investments, gains from investments in securities, interest and other income (loss), gain on sale of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.

We use NOI internally as a performance measure and believe it provides useful information to investors regarding our results of operations and financial condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership.

For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred at the corporate level as opposed to the property level.

Similarly, interest expense may be incurred at the property level even though the financing proceeds may be used at the corporate level (e.g., used for other investment activity).

In addition, depreciation and amortization expense, because of historical cost accounting and useful life estimates, may distort operating performance measures at the property level.

NOI presented by us may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.

We believe that in order to understand our operating results, NOI should be examined in conjunction with net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership as presented in our Consolidated Financial Statements.

NOI should not be considered as a substitute for net income attributable to BXP, Inc.

or net income attributable to Boston Properties Limited Partnership (determined in accordance with GAAP) or any other GAAP financial measures and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.

Gain on sale of real estate, impairments and depreciation expense may differ between BXP and BPLP as a result of previously applied acquisition accounting by BXP for the issuance of common stock in connection with non-sponsor redemptions of common units of limited partnership interest of BPLP (“OP Units”).

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

The difference between the

real estate assets of BXP as compared to BPLP for certain properties having an allocation of the real estate step-up will result in a corresponding difference in depreciation expense, impairment losses and gains on sales of real estate upon the sale of these properties.

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

Results of Operations for the Six Months Ended June 30, 2025 and 2024

Net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership decreased approximately $18.7 million and $21.2 million, respectively, for the three months ended March 31, 2025 compared to 2024, as detailed in the following tables and for the reasons discussed below under the heading “ Comparison of the three months ended March 31, 2025 to the three months ended March 31, 2024” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.

and net income attributable to Boston Properties Limited Partnership decreased by approximately $9.3 million and $11.2 million, respectively, for the six months ended June 30, 2025 compared to 2024, as set forth in the following tables and for the reasons discussed below under the heading “ Comparison of the six months ended June 30, 2025 to the six months ended June 30, 2024” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

The following are reconciliations of (1) Net Income Attributable to BXP, Inc.

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

For a detailed discussion of Net Operating Income (“NOI”), including the reasons management believes NOI is useful to investors, see page 48.

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Three months ended March 31,

to NOI and (2) Net Income Attributable to Boston Properties Limited Partnership to NOI for the six months ended June 30, 2025 and 2024.

For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 51 .

Six months ended June 30,

2025 2024 Increase/

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Interest expense

326,227 311,533 14,694 4.72 %

Loss from early extinguishment of debt 338 — 338 100.00 %

Impairment loss

— 13,615 (13,615) (100.00) %

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

1 unchanged sentence

Unrealized gain (loss) on non-real estate investments (522) 454 (976) (214.98) %

Gains (losses) from investments in securities (365) 2,272 (2,637) (116.07) %

Gains from investments in securities 2,235 2,587 (352) (13.61) %

Interest and other income (loss) 15,813 25,317 (9,504) (37.54) %

7,750 14,529 (6,779) (46.66) %

Gain on sale of real estate 18,390 — 18,390 100.00 %

Income (loss) from unconsolidated joint ventures (5,463) 13,387 (18,850) (140.81) %

12 unchanged sentences

18,621 12,506 6,115 48.90 %

Net Operating Income $ 511,798 $ 508,820 $ 2,978 0.59 %

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Three months ended March 31,

Net Operating Income (“NOI”) $ 1,025,878 $ 1,017,537 $ 8,341 0.82 %

Six months ended June 30,

2025 2024 Increase/

10 unchanged sentences

Impairment loss

— 13,615 (13,615) (100.00) %

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

1 unchanged sentence

Unrealized gain (loss) on non-real estate investments (522) 454 (976) (214.98) %

Gains (losses) from investments in securities (365) 2,272 (2,637) (116.07) %

Gains from investments in securities 2,235 2,587 (352) (13.61) %

Interest and other income (loss) 15,813 25,317 (9,504) (37.54) %

7,750 14,529 (6,779) (46.66) %

Gain on sale of real estate 18,489 — 18,489 100.00 %

Income (loss) from unconsolidated joint ventures (5,463) 13,387 (18,850) (140.81) %

12 unchanged sentences

18,621 12,506 6,115 48.90 %

Net Operating Income $ 511,798 $ 508,820 $ 2,978 0.59 %

At March 31, 2025 and 2024, we owned or had joint venture interests in a portfolio of 185 and 187 commercial real estate properties, respectively (in each case, the “Total Property Portfolio”).

As a result of changes within the Total Property Portfolio, the financial data presented below shows significant changes in revenue and expenses from period-to-period.

Accordingly, we do not believe that our period-to-period financial data with respect to the Total Property Portfolio provides a complete understanding of our operating results.

Therefore, the comparison of operating results for the three months ended March 31, 2025 and 2024 show separately the changes attributable to the properties that were owned by us and in-service throughout each period compared (the “Same Property Portfolio”) and the changes attributable to the properties included in the Acquired, Placed In-Service, In or Held for Development or Redevelopment or Sold Portfolios.

In our analysis of operating results, particularly to make comparisons of net operating income between periods more meaningful, it is important to provide information for properties that were in-service and owned by us throughout each period presented.

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NOI is a non-GAAP financial measure equal to net income attributable to BXP, Inc.

and net income attributable to Boston Properties Limited Partnership, as applicable, the most directly comparable GAAP financial measures, plus (1) net income attributable to noncontrolling interests, interest expense, loss from early extinguishment of debt, impairment loss, loss on sales-type lease, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts and corporate general and administrative expense less (2) unrealized gain (loss) on non-real estate investments, gains (losses) from investments in securities, interest and other income (loss), income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.