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10-Q · Item 2 MD&A

BXP, Inc. · 10-Q · Item 2 MD&A

BXP · Real Estate

Filed 2026-08-06 · CY2026 Q3 · Company’s FY2026 Q2 · 21,912 words

Read the original on sec.gov ↗

Palanor summary

BXP continues executing its strategic plan focused on premier workplaces in gateway markets. The company reported leasing momentum with 1.8 million square feet signed in Q2 2026, occupancy improvements to 88.4%, and progress on asset sales generating $432 million year-to-date. Management expressed confidence in achieving occupancy goals despite economic uncertainty and life sciences weakness.

Written by Palanor from the full document. Not the company’s words.

Sentiment

+0.20

Confidence

60%

Scored on the whole document. No single passage carries these two numbers, so none is highlighted.

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

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

This Quarterly Report on Form 10-Q, including the documents incorporated by reference herein, contain forward-looking statements within the meaning of the federal securities laws, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we are including this statement for purposes of complying with those safe harbor provisions, in each case, to the extent applicable. The forward-looking statements are contained principally, but not only, under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

We caution investors that forward-looking statements are based on current beliefs, expectations of future events and assumptions made by, and information currently available to, our management. When used, the words “anticipate,” “believe,” “budget,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “project,” “should,” “will,” and similar expressions that do not relate solely to historical matters are intended to identify forward-looking statements. These statements are subject to risks, uncertainties and assumptions and are not guarantees of future performance or occurrences, which may be affected by known and unknown risks, trends, uncertainties and factors that are, in some cases, beyond our control. If one or more of these known or unknown risks or uncertainties materialize, or if underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements.

We caution you that, while forward-looking statements reflect our good-faith beliefs when we make them, they are not guarantees of future performance or occurrences and are impacted by actual events when they occur after we make such statements. Accordingly, investors should use caution in relying on forward-looking statements, which are based on results, trends and assumptions at the time they are made, to anticipate future results or trends.

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

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

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

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

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

•failure to integrate acquisitions and developments successfully;

•risks and uncertainties affecting property development and construction;

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

•risks associated with actual or threatened terrorist attacks;

•costs of compliance with the Americans with Disabilities Act and other similar laws;

•potential liability for uninsured losses and environmental contamination;

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

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

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

•risks associated with BXP’s potential failure to qualify as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”);

•possible adverse changes in tax and environmental laws;

•the impact of newly adopted accounting principles on our accounting policies and on period-to-period comparisons of financial results;

•risks associated with possible state and local tax audits; and

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

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

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

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

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

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

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

Overview

BXP is one of the largest publicly traded office REITs (based on total market capitalization as of June 30, 2026) in the United States that develops, owns, and manages primarily premier workplaces. Our properties are concentrated in six gateway markets in the U.S. - Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC.

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

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

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

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We believe our key competitive advantages are our commitments to the office asset class and to our clients as many competitors have divested from the sector, a strong balance sheet with access to capital in the secured and unsecured debt markets and the private and public equity markets, and the high quality of our portfolio of premier workplaces. Our core strategy has always been to develop, acquire and manage premier workplaces in gateway markets with high barriers-to-entry and attractive demand drivers and to focus on executing long-term leases with financially strong clients that are diverse across market sectors. We believe this strategy provides a competitive advantage as our clients are interested in leasing space in vibrant, amenitized and accessible premier workplaces.

T1This 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 sentiment, as premier workplaces have outperformed the broader office market consistently and substantially in both rental rates achieved and occupancy. T2We believe this divergence validates our strategy and differentiates BXP from other office companies.

Premier workplaces in our five traditional central business district (“CBD”) markets (Boston, New York, San Francisco, Seattle and Washington, DC) have consistently outperformed the broader office market in those CBDs on several key metrics, including occupancy, net absorption levels, rental rates and landlord concessions. This outperformance is evident in BXP’s portfolio where we derive approximately 91% 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 June 30, 2026, multiplied by twelve. Our share of annualized rental obligations is calculated as the consolidated amount, plus our share of the amount from our unconsolidated joint ventures (calculated based on our economic percentage ownership interest), less our partners’ share of the amount from our consolidated joint ventures (calculated based on the partners’ economic percentage ownership interest). As of June 30, 2026, our CBD assets were 90.7% occupied and 93.6% leased (including vacant space for which we have signed leases that have not yet commenced in accordance with GAAP).

As of June 30, 2026, the weighted-average remaining lease term for (1) our in-place leases, based on square feet, including those signed by our unconsolidated joint ventures but excluding residential units, was approximately 7.7 years, and (2) our 20 largest clients, based on square feet, was approximately 9.4 years. Through year-end 2027, we have relatively low exposure to contractual lease expirations with approximately 4.6% of our share of the square footage of our in-service portfolio expiring.

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

Growth in Funds from Operations (“FFO”) per share depends in large part on the success of our leasing activity and improved occupancy. T3Leasing momentum remained strong during the second quarter of 2026, as we signed leases for approximately 1.8 million square feet.

During the second quarter of 2026, we continued to advance our strategic asset sales plan and remain ahead of our original disposition objectives. T4Since January 1, 2026, we have generated approximately $432 million of net sale proceeds and approximately $1.3 billion since our Investor Conference. In addition, five assets are currently under contract for sale, representing approximately $180 million of expected net proceeds, including approximately $120 million anticipated to close during 2026. We also continue to actively market several additional assets. Based on assets currently under contract and those being marketed, we estimate that net disposition proceeds in 2026 could aggregate up to an additional $440 million by year end. We also continue to evaluate additional capital raising opportunities to further enhance liquidity and funding flexibility.

Outlook

Leasing conditions across BXP's portfolio remain constructive, supported by continued demand for premier office assets and improving leasing execution. Activity is increasingly concentrated in BXP’s premier office locations, including Midtown Manhattan, Boston's Back Bay, Reston Town Center, and select San Francisco submarkets, where tightening availability and improving demand are contributing to leasing momentum. At the same time, discussion surrounding the impact of artificial intelligence on office-using employment has become more balanced and constructive, contributing to a more favorable demand backdrop. Collectively, these trends support BXP's view that premier workplaces in gateway markets remain well-positioned to capture evolving tenant demand.

While overall leasing conditions remain favorable, recovery trends continue to differ across markets and property types. T5Life science leasing demand remains below historical levels, particularly among earlier-stage

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companies, and certain markets continue to experience a more measured pace of leasing activity. Additionally, T6elevated financing costs and broader economic uncertainty continue to influence real estate investment and occupier decision-making.

Looking ahead, leasing for vacant space in our in-service buildings and coverage of near‑term lease expirations are expected to be the primary drivers of occupancy and revenue growth in our same property portfolio. We have a modest 300,000 square feet of leases expiring prior to December 31, 2026, a strong pipeline of active negotiations, and a meaningful volume totaling 1.1 million square feet of executed leases scheduled to commence this year.

Together, these factors provide increased visibility into continued occupancy improvement and position us ahead of the occupancy trajectory for 2026 outlined at our September 2025 Investor Day, reinforcing our confidence in achieving our stated goals.

On the supply side, new office construction has effectively slowed to a halt across most of our markets, which we expect will improve long‑term supply‑demand fundamentals and reinforce the relative competitiveness of institutional, well‑amenitized assets. T7Capital markets sentiment toward the office sector has continued to improve, as reflected in increasing private market transaction activity and greater availability of both debt and equity capital at more attractive pricing. This backdrop is expected to support our leasing momentum, facilitate orderly execution of strategic asset sales, and enable continued capital recycling initiatives throughout 2026.

Leasing Activity and Occupancy

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

In the second quarter of 2026, we executed 106 leases totaling approximately 1.8 million square feet with a weighted-average lease term of approximately 9.9 years. The amount leased is approximately 129% of our historical 10-year average for the second quarter. Notable signed leases for projects under development include:

•an approximately 148,000 square foot lease with McDermott Will & Schulte at 343 Madison Avenue in New York City, New York, bringing the pre-leased percentage of the project to 50%, and

•an approximately 322,000 square foot lease with Boston Dynamics at Reservoir Place in Waltham, Massachusetts.

At June 30, 2026, BXP’s total in-service portfolio occupancy was 88.4%, an increase of 100 basis points from the first quarter of 2026. Total portfolio leased percentage was 91.3% (including vacant space for which we have signed leases that have not yet commenced revenue recognition in accordance with GAAP), an increase of 40 basis points from the first quarter of 2026. The spread between leased and occupied square footage was 290 basis points, representing approximately 1.3 million square feet of leases yet to commence, of which approximately 85% is expected to commence before year-end 2026.

An overview of the leasing activity in each of our regions for the three months ended June 30, 2026 is set forth in the table below. Amounts shown are in square feet, except for percentages, and include 100% of the unconsolidated joint venture properties.

Leases executed (1)

Region

Total

Second generation space vacant < 2 Years (2)

Change in second generation cash rents, net (3)

Occupancy

Leased (4)

Boston

512,847

177,582

23.66

%

92.9

%

94.2

%

Los Angeles

44,882

3,434

—

%

88.2

%

90.9

%

New York

498,936

217,885

19.92

%

86.7

%

92.0

%

San Francisco

375,987

232,441

(17.76)

%

79.7

%

82.8

%

Seattle

103,440

62,700

(20.11)

%

81.9

%

85.9

%

Washington, DC

219,069

183,799

(10.20)

%

90.5

%

92.7

%

Total / Weighted Average

1,755,161

877,841

1.58

%

88.4

%

91.3

%

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__________________

(1)Represents leases executed during the three months ended June 30, 2026 for which we either (1) commenced lease revenue recognition in such quarter or (2) will commence lease revenue recognition in subsequent quarters, in accordance with GAAP, and includes leases at properties currently under development/redevelopment.

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

(3)Represents the increase (decrease) in net rent (gross rent less operating expenses) under the new leases versus expired leases on the 877,841 square feet of second generation leases that had been occupied within the 24 months preceding the execution of the new leases; excludes leases that management considers temporary because the client is not expected to occupy the space on a long-term basis. The calculation for the increase (decrease) of gross rent is based on current quarter expenses.

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

The table below details the leasing activity and second generation leasing information for leases executed, including 100% of the unconsolidated joint venture properties, during the three and six months ended June 30, 2026:

Three months ended June 30, 2026

Six months ended June 30, 2026

(Square Feet)

1st generation leases (1)

551,047

745,798

2nd generation leases with new clients (2)

734,967

1,317,235

2nd generation leases renewals (2)

469,147

841,020

Leases executed during the period, in square feet (3)

1,755,161

2,904,053

Second generation leasing information: (2)

Weighted Average Lease Term

83 Months

92 Months

Weighted Average Free Rent Period

172 Days

185 Days

Total Transaction Costs Per Square Foot (4)

$99.12

$109.65

Lease costs per year of term

$14.32

$14.30

__________________

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

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

(3)Represents leases executed during the three months ended June 30, 2026 for which we either (1) commenced lease revenue recognition in such quarter or (2) will commence lease revenue recognition in subsequent quarters, in accordance with GAAP, and includes leases at properties currently under development/redevelopment.

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

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The table below details the vacancy activity in our portfolio, including 100% of the unconsolidated joint venture properties, that commenced revenue recognition during the three and six months ended June 30, 2026:

Three months ended June 30, 2026

Six months ended June 30, 2026

(Square Feet)

Vacant space available at the beginning of the period

5,756,769

6,342,127

Vacant space from property dispositions/properties taken out of service (1)

—

(389,363)

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

572,578

602,862

Leases expiring or terminated during the period

1,629,883

3,820,382

Total space available for lease

7,959,230

10,376,008

1st generation leases (3)

775,869

896,626

2nd generation leases with new clients (4)

825,784

1,619,957

2nd generation lease renewals (4)

970,125

2,471,973

Total leases commenced during the period (5)

2,571,778

4,988,556

Vacant space available for lease at the end of the period

5,387,452

5,387,452

__________________

(1)Total square feet from property dispositions during the six months ended June 30, 2026 consists of 260,762 square feet at Gateway Commons and 79,382 square feet at North First Business Park. Total square feet from properties taken out of service during the six months ended June 30, 2026 consists of 49,219 square feet at Santa Monica Business Park.

(2)Total square feet from properties placed in service during the three months ended June 30, 2026 consists of 572,578 square feet at 290 Binney Street. Total square feet from properties placed in service during the six months ended June 30, 2026 consists of 572,578 square feet at 290 Binney Street and 30,284 square feet at Reston Next Retail.

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

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

(5)Leases for 296,406 and 598,600 square feet were signed during the three and six months ended June 30, 2026, respectively.

Investment Activity

BXP fully placed in-service 290 Binney Street in Cambridge, Massachusetts. 290 Binney Street is a 16-story, 572,578 square foot laboratory/life sciences property that is 100% leased to AstraZeneca.

BXP commenced the redevelopment of Reservoir Place, an approximately 363,000 square foot project located in Waltham, Massachusetts, that is 89% pre-leased to Boston Dynamics. Boston Dynamics plans to transform the property into a premier center for robotics and AI innovation.

As part of BXP’s strategy to use residential entitlements to maximize the value of its land holdings, BXP raised private equity from an institutional investor and formed a joint venture that commenced the development of a 4.7-acre land parcel into a 359-unit multi-family residential project in Herndon, Virginia. BXP has a 20% ownership interest in the joint venture and is serving as the development manager.

On July 28, 2026, BXP entered into a $1.2 billion construction loan for the development of 343 Madison Avenue in New York City, New York (see Note 14 to the Consolidated Financial Statements). The financing represents a significant milestone in the capitalization of the project and supports its ongoing construction. In addition, T8the loan significantly reduces BXP's remaining equity requirement to complete its development pipeline from approximately $2.1 billion to approximately $900 million.

Critical Accounting Estimates

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

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statements and the reported amounts of revenue and expenses during the reporting period. Actual results may differ from those estimates and assumptions.

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

Results of Operations

At June 30, 2026 and 2025, we owned or had joint venture interests in a portfolio of 164 and 186 commercial real estate properties, respectively (in each case, the “Total Property Portfolio”). As a result of changes within our Total Property Portfolio, the financial data presented below shows significant changes in revenue and expenses from period-to-period. Accordingly, we do not believe that our period-to-period financial data with respect to the Total Property Portfolio provides a complete understanding of our operating results. Therefore, the comparison of operating results for the three and six months ended June 30, 2026 and 2025 shows separately the changes attributable to the properties that were owned by us and in-service throughout each period compared (the “Same Property Portfolio”) and the changes attributable to the properties included in the Acquired, Placed In-Service, In or Held for Development or Redevelopment or Sold Portfolios.

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

NOI is a non-GAAP financial measure equal to net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership, as applicable, the most directly comparable GAAP financial measures, plus (1) net income attributable to noncontrolling interests, interest expense, loss from early extinguishment of debt, 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), gains on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.

We use NOI internally as a performance measure and believe it provides useful information to investors regarding our results of operations and financial condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership. For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred at the corporate level as opposed to the property level. Similarly, interest expense may be incurred at the property level even though the financing proceeds may be used at the corporate level (e.g., used for other investment activity).

In addition, depreciation and amortization expense, because of historical cost accounting and useful life estimates, may distort operating performance measures at the property level. NOI presented by us may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.

We believe that in order to understand our operating results, NOI should be examined in conjunction with net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership as presented in our Consolidated Financial Statements. NOI should not be considered as a substitute for net income attributable to BXP, Inc. or net income attributable to Boston Properties Limited Partnership (determined in accordance with GAAP) or any other GAAP financial measures and should only be considered together with and as a supplement to our financial information prepared in accordance with GAAP.

Gains on sales of real estate, impairment losses and depreciation expense may differ between BXP and BPLP as a result of previously applied acquisition accounting by BXP for the issuance of common stock in connection with non-sponsor redemptions of common units of limited partnership interest of BPLP (“OP Units”). This accounting resulted in a step-up of the real estate assets at BXP that was allocated to certain properties. The difference between the real estate assets of BXP as compared to BPLP for certain properties having an allocation of the real estate step-up will result in a corresponding difference in gains on sales of real estate, impairment losses and

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depreciation expense upon the sale of these properties. For additional information see the Explanatory Note that immediately follows the cover page of this Quarterly Report on Form 10-Q.

Results of Operations for the Six Months Ended June 30, 2026 and 2025

Net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership increased by approximately $20.0 million and $23.4 million, respectively, for the six months ended June 30, 2026 compared to 2025, as set forth in the following tables and for the reasons discussed below under the heading “Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

The following are reconciliations of (1) Net Income Attributable to BXP, Inc. to NOI and (2) Net Income Attributable to Boston Properties Limited Partnership to NOI for the six months ended June 30, 2026 and 2025. For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 48.

BXP

Six months ended June 30,

2026

2025

Increase/

(Decrease)

%

Change

(in thousands)

Net Income Attributable to BXP, Inc.

$

170,186

$

150,161

$

20,025

13.34

%

Net Income Attributable to Noncontrolling Interests:

Noncontrolling interest—common units of the Operating Partnership

19,294

17,036

2,258

13.25

%

Noncontrolling interests in property partnerships

45,990

38,849

7,141

18.38

%

Net Income

235,470

206,046

29,424

14.28

%

Other Expenses:

Add:

Interest expense

305,518

326,227

(20,709)

(6.35)

%

Loss from early extinguishment of debt

—

338

(338)

(100.00)

%

Impairment loss

18,036

—

18,036

100.00

%

Loss on sales-type lease

—

2,490

(2,490)

(100.00)

%

Other Income:

Less:

Unrealized gain (loss) on non-real estate investments

113

(522)

635

121.65

%

Gains from investments in securities

3,819

2,235

1,584

70.87

%

Interest and other income (loss)

15,022

15,813

(791)

(5.00)

%

Gains on sales of real estate

20,399

18,390

2,009

10.92

%

Income (loss) from unconsolidated joint ventures

32,965

(5,463)

38,428

703.42

%

Other Expenses:

Add:

Depreciation and amortization expense

464,944

443,926

21,018

4.73

%

Transaction costs

67

1,125

(1,058)

(94.04)

%

Payroll and related costs from management services contracts

8,771

8,603

168

1.95

%

General and administrative expense

109,785

94,800

14,985

15.81

%

Other Revenue:

Less:

Direct reimbursements of payroll and related costs from management services contracts

8,771

8,603

168

1.95

%

Development and management services revenue

16,840

18,621

(1,781)

(9.56)

%

Net Operating Income (“NOI”)

$

1,044,662

$

1,025,878

$

18,784

1.83

%

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BPLP

Six months ended June 30,

2026

2025

Increase/

(Decrease)

%

Change

(in thousands)

Net Income Attributable to Boston Properties Limited Partnership

$

194,101

$

170,702

$

23,399

13.71

%

Net Income Attributable to Noncontrolling Interests:

Noncontrolling interests in property partnerships

45,990

38,849

7,141

18.38

%

Net Income

240,091

209,551

30,540

14.57

%

Other Expenses:

Add:

Interest expense

305,518

326,227

(20,709)

(6.35)

%

Loss from early extinguishment of debt

—

338

(338)

(100.00)

%

Impairment loss

16,752

—

16,752

100.00

%

Loss on sales-type lease

—

2,490

(2,490)

(100.00)

%

Other Income:

Less:

Unrealized gain (loss) on non-real estate investments

113

(522)

635

121.65

%

Gains from investments in securities

3,819

2,235

1,584

70.87

%

Interest and other income (loss)

15,022

15,813

(791)

(5.00)

%

Gains on sales of real estate

20,418

18,489

1,929

10.43

%

Income (loss) from unconsolidated joint ventures

32,965

(5,463)

38,428

703.42

%

Other Expenses:

Add:

Depreciation and amortization expense

461,626

440,520

21,106

4.79

%

Transaction costs

67

1,125

(1,058)

(94.04)

%

Payroll and related costs from management services contracts

8,771

8,603

168

1.95

%

General and administrative expense

109,785

94,800

14,985

15.81

%

Other Revenue:

Less:

Direct reimbursements of payroll and related costs from management services contracts

8,771

8,603

168

1.95

%

Development and management services revenue

16,840

18,621

(1,781)

(9.56)

%

Net Operating Income (“NOI”)

$

1,044,662

$

1,025,878

$

18,784

1.83

%

Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025

The table below shows selected operating information for the Same Property Portfolio and the Total Property Portfolio. The Same Property Portfolio consists of 138 properties totaling approximately 40.7 million net rentable square feet, excluding unconsolidated joint ventures. The Same Property Portfolio includes properties acquired or placed in-service on or prior to January 1, 2025 and owned and in service through June 30, 2026. The Total Property Portfolio includes the effects of the other properties either acquired, placed in-service, in or held for development or redevelopment after January 1, 2025 or disposed of on or prior to June 30, 2026. This table includes a reconciliation from the Same Property Portfolio to the Total Property Portfolio by also providing information for the six months ended June 30, 2026 and 2025 with respect to the properties that were acquired, placed in-service, in or held for development or redevelopment, or sold. We did not acquire any properties during the six months ended June 30, 2026 and 2025.

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Same Property Portfolio

Properties

Placed In-Service

Portfolio

Properties in or Held for Development or Redevelopment Portfolio

Properties Sold Portfolio

Total Property Portfolio

2026

2025

Increase/

(Decrease)

%

Change

2026

2025

2026

2025

2026

2025

2026

2025

Increase/

(Decrease)

%

Change

(dollars in thousands)

Rental Revenue: (1)

Lease Revenue (Excluding Termination Income)

$

1,598,565

$

1,561,814

$

36,751

2.35

%

$

21,463

$

516

$

5,440

$

16,233

$

936

$

13,073

$

1,626,404

$

1,591,636

$

34,768

2.18

%

Termination Income

15,656

806

14,850

1,842.43

%

—

—

—

—

—

350

15,656

1,156

14,500

1,254.33

%

Lease Revenue

1,614,221

1,562,620

51,601

3.30

%

21,463

516

5,440

16,233

936

13,423

1,642,060

1,592,792

49,268

3.09

%

Parking and Other

66,982

62,926

4,056

6.45

%

811

—

246

1,289

—

191

68,039

64,406

3,633

5.64

%

Total Rental Revenue (1)

1,681,203

1,625,546

55,657

3.42

%

22,274

516

5,686

17,522

936

13,614

1,710,099

1,657,198

52,901

3.19

%

Real Estate Operating Expenses

660,904

632,130

28,774

4.55

%

4,125

852

10,599

11,382

379

6,801

676,007

651,165

24,842

3.82

%

Net Operating Income (Loss), Excluding Residential and Hotel

1,020,299

993,416

26,883

2.71

%

18,149

(336)

(4,913)

6,140

557

6,813

1,034,092

1,006,033

28,059

2.79

%

Residential Net Operating Income (2)

3,599

1,915

1,684

87.94

%

—

—

—

—

320

10,490

3,919

12,405

(8,486)

(68.41)

%

Hotel Net Operating Income (2)

6,651

7,440

(789)

(10.60)

%

—

—

—

—

—

—

6,651

7,440

(789)

(10.60)

%

Net Operating Income (Loss)

$

1,030,549

$

1,002,771

$

27,778

2.77

%

$

18,149

$

(336)

$

(4,913)

$

6,140

$

877

$

17,303

$

1,044,662

$

1,025,878

$

18,784

1.83

%

_______________

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

(2)For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 48. Residential Net Operating Income for the six months ended June 30, 2026 and 2025 is comprised of Residential Revenue of $8,135 and $24,880 less Residential Expenses of $4,216 and $12,475, respectively. Hotel Net Operating Income for the six months ended June 30, 2026 and 2025 is comprised of Hotel Revenue of $24,002 and $24,370 less Hotel Expenses of $17,351 and $16,930, respectively, per the Consolidated Statements of Operations.

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Same Property Portfolio

Lease Revenue (Excluding Termination Income)

Lease revenue (excluding termination income) from the Same Property Portfolio increased by approximately $36.8 million for the six months ended June 30, 2026 compared to 2025. The increase was a result of our average revenue per square foot increasing by approximately $1.08, contributing approximately $19.5 million, and our average occupancy increasing from 88.1% to 89.1%, contributing approximately $17.3 million.

Termination Income

Termination income increased by approximately $14.9 million for the six months ended June 30, 2026 compared to 2025.

Termination income for the six months ended June 30, 2026 and 2025 related to 18 and three clients, respectively, across the Same Property Portfolio and totaled approximately $15.7 million and $0.8 million, respectively.

Parking and Other Revenue

Parking and other revenue increased by approximately $4.1 million for the six months ended June 30, 2026 compared to 2025. Parking and other revenue increased by approximately $3.4 million and $0.7 million, respectively. The increase in parking revenue was primarily due to an increase in monthly parking. The increase in other revenue was primarily associated with an increase in insurance proceeds.

Real Estate Operating Expenses

Real estate operating expenses from the Same Property Portfolio increased by approximately $28.8 million, or 4.6%, for the six months ended June 30, 2026 compared to 2025.

Properties Placed In-Service Portfolio

The table below lists the properties that were placed in-service or partially placed in-service between January 1, 2025 and June 30, 2026.

Quarter Initially Placed In-Service

Quarter Fully Placed In-Service

Rental Revenue

Real Estate Operating Expenses

Name

Square Feet

2026

2025

Change

2026

2025

Change

(dollars in thousands)

Reston Next Office Phase II

Third Quarter, 2024

Third Quarter, 2025

86,629

$

1,531

$

118

$

1,413

$

423

$

108

$

315

Reston Next Retail

First Quarter, 2025

First Quarter, 2026

30,284

—

—

—

146

29

117

1050 Winter Street

Second Quarter, 2025

Third Quarter, 2025

162,274

2,863

398

2,465

1,443

715

728

290 Binney Street

Second Quarter, 2026

Second Quarter, 2026

572,578

17,880

—

17,880

2,113

—

2,113

851,765

$

22,274

$

516

$

21,758

$

4,125

$

852

$

3,273

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Properties in or Held for Development or Redevelopment Portfolio

The table below lists the properties that were in or held for development or redevelopment between January 1, 2025 and June 30, 2026.

Date Commenced Held for Development / Redevelopment

Rental Revenue

Real Estate Operating Expenses

Name

Square Feet

2026

2025

Change

2026

2025

Change

Held for Development or Redevelopment (1)

(dollars in thousands)

Lexington Office Park

March 31, 2023

167,000

$

585

$

438

$

147

$

1,011

$

947

$

64

1000 & 1100 Winter Street

December 31, 2025

567,000

2,587

7,619

(5,032)

4,555

4,271

284

Kingstowne One

September 30, 2024

154,000

937

323

614

614

696

(82)

Santa Monica Business Park (2)

March 31, 2026

260,000

1,471

5,790

(4,319)

2,648

3,112

(464)

1,148,000

5,580

14,170

(8,590)

8,828

9,026

(198)

Redevelopment

Reservoir Place (3)

March 31, 2025

363,000

106

3,352

(3,246)

1,771

2,356

(585)

363,000

106

3,352

(3,246)

1,771

2,356

(585)

1,511,000

$

5,686

$

17,522

$

(11,836)

$

10,599

$

11,382

$

(783)

_____________

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

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

(3)Reservoir Place is an approximately 528,000 square foot office building, of which approximately 165,000 square feet remains in-service. Reservoir Place commenced redevelopment during the six months ended June 30, 2026.

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Properties Sold Portfolio

The table below lists the properties we sold between January 1, 2025 and June 30, 2026.

Rental Revenue

Real Estate Operating Expenses

Name

Date Sold

Square Feet

2026

2025

Change

2026

2025

Change

(dollars in thousands)

Land

17 Hartwell Avenue

June 27, 2025

30,000

$

—

$

(4)

$

4

$

—

$

215

$

(215)

Almaden Boulevard

October 17, 2025

N/A

—

191

(191)

—

249

(249)

Land Parcels at Broad Run

December 1, 2025

N/A

—

—

—

—

24

(24)

3625 Peterson Way

December 11, 2025

N/A

—

1,228

(1,228)

—

554

(554)

North First Business Park (1)

January 14, 2026

191,000

77

1,113

(1,036)

61

968

(907)

Shady Grove Parcel 1

February 5, 2026

N/A

—

—

—

(1)

137

(138)

Total Land

221,000

77

2,528

(2,451)

60

2,147

(2,087)

Residential

Proto Kendall Square

December 18, 2025

166,700

—

6,069

(6,069)

—

2,126

(2,126)

Signature at Reston Town Center

December 19, 2025

517,800

—

9,493

(9,493)

—

4,050

(4,050)

The Lofts at Atlantic Wharf

February 25, 2026

87,000

863

2,459

(1,596)

543

1,355

(812)

Total Residential

771,500

863

18,021

(17,158)

543

7,531

(6,988)

Non-Strategic Office / Retail

140 Kendrick Street

December 17, 2025

409,200

—

9,611

(9,611)

—

4,114

(4,114)

Kingstowne Retail

April 17, 2026

88,300

859

1,475

(616)

319

540

(221)

Total Non-Strategic Office / Retail

497,500

859

11,086

(10,227)

319

4,654

(4,335)

1,490,000

$

1,799

$

31,635

$

(29,836)

$

922

$

14,332

$

(13,410)

______________

(1)Rental revenue for the six months ended June 30, 2025 includes approximately $0.4 million of termination income.

Residential Net Operating Income

Net operating income for our residential same property increased by approximately $1.7 million for the six months ended June 30, 2026 compared to 2025.

The following reflects our occupancy and rental rate information, by region, for our residential same property for the six months ended June 30, 2026 and 2025.

Average Monthly Rental Rate (1)

Average Rental Rate Per Occupied Square Foot

Average Physical Occupancy (2)

Average Economic Occupancy (3)

Region

2026

2025

Change (%)

2026

2025

Change (%)

2026

2025

Change (%)

2026

2025

Change (%)

San Francisco

$

3,178

$

3,055

4.0

%

$

4.02

$

3.84

4.7

%

91.9

%

90.1

%

2.0

%

91.0

%

88.6

%

2.7

%

_____________

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

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

(3)Average Economic Occupancy is defined as (1) total possible revenue less vacancy loss divided by (2) total possible revenue, expressed as a percentage. Total possible revenue is determined by valuing average occupied units at contract rates and average vacant units at Market Rents. Vacancy loss is determined by valuing vacant units at current Market Rents. By measuring vacant units at their Market Rents, Average Economic Occupancy takes into account the fact that units of different sizes and locations within a residential property have different economic impacts on a residential property’s total possible gross revenue. Market Rents used by us in calculating Economic Occupancy are based on the current market rates set by the managers of our residential properties based on their experience in renting their residential property’s units and publicly available market data. Actual market rents and trends in such rents for a

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Table of Contents

region as reported by others may vary materially from Market Rents used by us. Market Rents for a period are based on the average Market Rents during that period and do not reflect any impact for cash concessions.

Hotel Net Operating Income

The Boston Marriott Cambridge hotel had net operating income of approximately $6.7 million for the six months ended June 30, 2026, representing a decrease of approximately $0.8 million compared to the six months ended June 30, 2025, which was partially attributable to an increase in operating expenses.

The following reflects our occupancy and rate information for the Boston Marriott Cambridge hotel for the six months ended June 30, 2026 and 2025.

2026

2025

Change (%)

Occupancy

79.3

%

78.8

%

0.6

%

Average daily rate

$

320.95

$

318.90

0.6

%

REVPAR

$

254.40

$

251.45

1.2

%

Other Operating Revenue and Expense Items

Development and Management Services Revenue

Development and management services revenue decreased by approximately $1.8 million for the six months ended June 30, 2026 compared to 2025. Management services revenue and development services revenue decreased by approximately $1.6 million and $0.2 million, respectively. The decrease in management services revenue is primarily related to a leasing commission earned from an unconsolidated joint venture in the New York region in 2025 that did not recur in 2026.

General and Administrative Expense

General and administrative expense increased by approximately $15.0 million for the six months ended June 30, 2026 compared to 2025 primarily due to increases in compensation expense and other general and administrative expenses of approximately $13.6 million and $1.4 million, respectively. The increase in compensation expense includes an approximately $5.8 million non-cash increase related to the December 2025 issuance of the 2025 Outperformance Plan Awards (“2025 OPP Units”) and an approximately $1.6 million increase in the value of our deferred compensation plan.

Wages directly related to the development of rental properties are capitalized and included in real estate assets on our Consolidated Balance Sheets and amortized over the useful lives of the applicable asset or lease term. Capitalized wages for each of the six months ended June 30, 2026 and 2025 were approximately $8.6 million and $9.2 million, respectively. These costs are not included in the general and administrative expenses discussed above.

Transaction Costs

Transaction costs decreased by approximately $1.1 million for the six months ended June 30, 2026 compared to 2025. In general, transaction costs relating to the formation of new joint ventures and the pursuit of other transactions are expensed as incurred.

Depreciation and Amortization Expense

Depreciation and amortization expense increased by approximately $21.0 million and $21.1 million for the six months ended June 30, 2026 compared to 2025, for BXP and BPLP, respectively, as detailed below (in thousands).

Portfolio

BXP

BPLP

2026

2025

Change

2026

2025

Change

Same Property Portfolio

$

453,340

$

428,163

$

25,177

$

450,022

$

424,757

$

25,265

Properties Placed In-Service Portfolio

6,246

469

5,777

6,246

469

5,777

Properties in or Held for Development or Redevelopment Portfolio

4,963

6,373

(1,410)

4,963

6,373

(1,410)

Properties Sold Portfolio

395

8,921

(8,526)

395

8,921

(8,526)

$

464,944

$

443,926

$

21,018

$

461,626

$

440,520

$

21,106

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

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

Other Income and Expense Items

Income (Loss) from Unconsolidated Joint Ventures

For the six months ended June 30, 2026 compared to 2025, income (loss) from unconsolidated joint ventures increased by approximately $38.4 million primarily due to approximately $42.4 million from gains on sales related to three transactions during the six months ended June 30, 2026 (See Note 5 to the Consolidated Financial Statements).

Gains on Sales of Real Estate

Gains on sales of real estate increased by approximately $2.0 million and $1.9 million for the six months ended June 30, 2026 compared to 2025, for BXP and BPLP, respectively, as detailed below. For additional information on the sales that occurred during the six months ended June 30, 2026, refer to Note 3 to the Consolidated Financial Statements.

Gain (Loss) on Sale (1)

Property

Location

Date Disposed

Square Feet

BXP

BPLP

2026

Land:

North First Business Park (2)

San Jose, CA

January 14, 2026

191,000

$

(229)

$

(229)

Shady Grove Parcel 1 (2)

Rockville, MD

February 5, 2026

N/A

(763)

(763)

Subtotal

191,000

(992)

(992)

Residential:

The Lofts at Atlantic Wharf (3)

Boston, MA

February 25, 2026

87,000

14,764

14,764

Retail:

Kingstowne Retail (3)

Alexandria, VA

April 17, 2026

88,300

7,029

7,048

Total

366,300

$

20,801

$

20,820

2025

Land:

17 Hartwell Avenue (3)

Lexington, MA

June 27, 2025

30,000

$

18,390

$

18,489

Total

30,000

$

18,390

$

18,489

_______________

(1)For the six months ended June 30, 2026, the total excludes approximately $0.3 million of loss in connection with the sale of our entire 50% ownership interest in the joint venture entity that owned Gateway Commons as a result of our outstanding receivable balance for development and construction management fees that were forfeited (see Note 5 to the Consolidated Financial Statements), and $0.1 million of loss related to sales that occurred in prior periods.

(2)We had previously recognized an impairment loss for this property.

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

Interest and Other Income (Loss)

Interest and other income (loss) decreased by approximately $0.8 million for the six months ended June 30, 2026 compared to 2025, due primarily to lower interest income partially offset by a reserve related to the unpaid default interest on one of our related party notes receivable during the six months ended June 30, 2025 of approximately $4.3 million.

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Gains from Investments in Securities

Gains from investments in securities for the six months ended June 30, 2026 and 2025 related to investments that we have made to reduce our market risk relating to deferred compensation plans that we maintain for BXP’s officers and former non-employee directors. Under their respective deferred compensation plans, eligible officers and non-employee directors are permitted to defer a portion of their current compensation on a pre-tax basis and receive a tax-deferred return on the amounts deferred based on the performance of specific investments selected by participating officers and non-employee directors. In order to reduce our market risk relating to these plans, we typically acquire, similar or identical investments as those selected by each officer or non-employee director and hold them in a separate account that is unrestricted as to its use.

This enables us to generally match our liabilities to participants under our deferred compensation plans with equivalent assets and thereby limit our market risk. The performance of these investments is recorded as gains from investments in securities. During the six months ended June 30, 2026 and 2025, we recognized gains of approximately $3.8 million and $2.2 million, respectively, on these investments. By comparison, our general and administrative expense increased by approximately $3.8 million and $2.2 million during the six months ended June 30, 2026 and 2025, respectively, as a result of increases in our liability under our deferred compensation plans that were associated with the performance of the specific investments selected by participating officers and former non-employee directors of BXP.

Unrealized Gain (Loss) on Non-Real Estate Investments

We invest in non-real estate investments, which primarily consist of environmentally-focused investment funds. During the six months ended June 30, 2026 and 2025, we recognized an unrealized gain (loss) of approximately $0.1 million and $(0.5) million, respectively, due to the observable changes in the fair value of the investments.

Loss on Sales-Type Lease

During the six months ended June 30, 2025, we recognized approximately $2.5 million in additional costs, which had previously been contingent, related to a ground lease for land at our Reston Next property located in Reston, Virginia. We entered into the ground lease in 2020 with a third-party hotel developer and amended it in 2022. The amendment resulted in the derecognition of the assets related to the ground lease and the classification of the ground lease as a sales-type lease resulting in the recognition of a gain on sales-type lease of approximately $10.1 million.

Impairment Loss

On May 27, 2026, we entered into an agreement to sell our leasehold interest and improvements thereon commonly known as the Sumner Square to a third party and on May 29, 2026, the sale met our “held for sale” criteria. Following the classification of the assets as “held for sale,” the assets are written down to the lower of carrying value or estimated fair value, less the costs to sell. As a result, BXP and BPLP recognized a non-cash impairment loss of approximately $18.0 million and $16.8 million, respectively, during the six months ended June 30, 2026 (See Notes 2, 3 and 14 to the Consolidated Financial Statements).

Loss From Early Extinguishment of Debt

On March 28, 2025, BPLP amended and restated its revolving credit agreement. As a result of the amendment and restatement, during the six months ended June 30, 2025, we recognized a loss from early extinguishment of debt of approximately $0.3 million related to unamortized origination costs.

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Interest Expense

Interest expense decreased by approximately $20.7 million for the six months ended June 30, 2026 compared to 2025, as detailed below.

Component

Change in interest expense for the six months ended June 30, 2026 compared to June 30, 2025

(in thousands)

Increases to interest expense due to:

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

$

10,000

Amortization expense of financing fees

2,062

Unsecured commercial paper

563

Other interest expense (excluding senior notes)

115

Total increases to interest expense

12,740

Decreases to interest expense due to:

Repayment of $1.0 billion in aggregate principal of 3.650% senior notes due 2026 on February 2, 2026

(15,348)

Decrease in interest associated with unsecured term loans and the unsecured credit facility, net (1)

(7,477)

Increase in capitalized interest related to development projects

(6,894)

Mortgage loan financings (1)

(2,282)

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

(1,058)

Decrease in interest due to finance leases

(390)

Total decreases to interest expense

(33,449)

Total change in interest expense

$

(20,709)

______________

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

Interest expense directly related to the development of rental properties is capitalized and included in real estate assets on our Consolidated Balance Sheets and amortized over the useful lives of the real estate or lease term. As portions of properties are placed in-service, we cease capitalizing interest on that portion and interest is then expensed. Interest capitalized for the six months ended June 30, 2026 and 2025 was approximately $29.4 million and $22.5 million, respectively. These costs are not included in the interest expense referenced above.

At June 30, 2026, our variable rate debt consisted of (1) the $100.0 million unsecured term loan facility (“2024 Unsecured Term Loan”), (2) BPLP’s $2.95 billion unsecured credit facility (“2025 Credit Facility”) and (3) BPLP’s $750.0 million unsecured commercial paper program (“Commercial Paper Program”). The 2025 Credit Facility consists of (1) a revolving line of credit (the “Revolving Facility”) of $2.25 billion and (2) an unsecured term loan facility (the “Term Loan Facility”) of $700.0 million. As of June 30, 2026, there were $100.0 million, $700.0 million and $750.0 million outstanding under the 2024 Unsecured Term Loan, 2025 Credit Facility and Commercial Paper Program, respectively.

In addition, we have an aggregate of $800.0 million of mortgage notes collateralized by Santa Monica Business Park and 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known as Kendall Center Green Garage) properties that bear interest at variable rates. However, $600.0 million of this debt has been hedged with interest rate swaps to fix SOFR, the base rate for the mortgage collateralized by 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known as Kendall Center Green Garage) properties, for the applicable debt term.

For a summary of our consolidated debt as of June 30, 2026 refer to the heading “Liquidity and Capital Resources—Debt” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

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Noncontrolling Interests in Property Partnerships

Noncontrolling interests in property partnerships increased by approximately $7.1 million for the six months ended June 30, 2026 compared to 2025, as detailed below.

Property

Noncontrolling Interests in Property Partnerships for the six months ended June 30,

2026

2025

Change

(in thousands)

767 Fifth Avenue (the General Motors Building) (1)

$

7,660

$

4,800

$

2,860

7 Times Square (2)

5,245

7,120

(1,875)

601 Lexington Avenue

6,057

5,666

391

100 Federal Street

6,219

5,725

494

Atlantic Wharf Office Building

8,562

7,750

812

343 Madison Avenue (3)

—

(1)

1

300 Binney Street

7,218

7,132

86

290 Binney Street (4)

5,029

657

4,372

$

45,990

$

38,849

$

7,141

______________

(1)The increase was primarily due to a decrease in repairs and maintenance expense.

(2)The decrease was primarily due to the expiration of a tax credit.

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

(4)Property was fully placed in-service on April 30, 2026.

Noncontrolling Interest—Common Units of the Operating Partnership

For BXP, noncontrolling interest—common units of the Operating Partnership increased by approximately $2.3 million for the six months ended June 30, 2026 compared to 2025 due to an increase in allocable income. Due to our ownership structure, there is no corresponding line item on BPLP’s financial statements.

Results of Operations for the Three Months Ended June 30, 2026 and 2025

Net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership decreased approximately $20.4 million and $21.5 million, respectively, for the three months ended June 30, 2026 compared to 2025, as detailed in the following tables and for the reasons discussed below under the heading “Comparison of the three months ended June 30, 2026 to the three months ended June 30, 2025” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

The following are reconciliations of (1) Net Income Attributable to BXP, Inc. to NOI and (2) Net Income Attributable to Boston Properties Limited Partnership to NOI for the three months ended June 30, 2026 and 2025. For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 48.

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Table of Contents

BXP

Three months ended June 30,

2026

2025

Increase/

(Decrease)

%

Change

(in thousands)

Net Income Attributable to BXP, Inc.

$

68,564

$

88,977

$

(20,413)

(22.94)

%

Net Income Attributable to Noncontrolling Interests:

Noncontrolling interest—common units of the Operating Partnership

7,779

10,064

(2,285)

(22.70)

%

Noncontrolling interests in property partnerships

26,121

20,100

6,021

29.96

%

Net Income

102,464

119,141

(16,677)

(14.00)

%

Other Expenses:

Add:

Interest expense

153,425

162,783

(9,358)

(5.75)

%

Impairment loss

18,036

—

18,036

100.00

%

Unrealized loss on non-real estate investments

75

39

36

92.31

%

Loss from unconsolidated joint ventures

2,448

3,324

(876)

(26.35)

%

Other Income:

Less:

Gains from investments in securities

4,385

2,600

1,785

68.65

%

Interest and other income (loss)

6,137

8,063

(1,926)

(23.89)

%

Gain on sale of real estate

6,997

18,390

(11,393)

(61.95)

%

Other Expenses:

Add:

Depreciation and amortization expense

236,977

223,819

13,158

5.88

%

Transaction costs

(62)

357

(419)

(117.37)

%

Payroll and related costs from management services contracts

3,901

4,104

(203)

(4.95)

%

General and administrative expense

50,444

42,516

7,928

18.65

%

Other Revenue:

Less:

Direct reimbursements of payroll and related costs from management services contracts

3,901

4,104

(203)

(4.95)

%

Development and management services revenue

7,633

8,846

(1,213)

(13.71)

%

Net Operating Income (“NOI”)

$

538,655

$

514,080

$

24,575

4.78

%

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BPLP

Three months ended June 30,

2026

2025

Increase/

(Decrease)

%

Change

(in thousands)

Net Income Attributable to Boston Properties Limited Partnership

$

79,302

$

100,843

$

(21,541)

(21.36)

%

Net Income Attributable to Noncontrolling Interests:

Noncontrolling interests in property partnerships

26,121

20,100

6,021

29.96

%

Net Income

105,423

120,943

(15,520)

(12.83)

%

Other Expenses:

Add:

Interest expense

153,425

162,783

(9,358)

(5.75)

%

Impairment loss

16,752

—

16,752

100.00

%

Unrealized loss on non-real estate investments

75

39

36

92.31

%

Loss from unconsolidated joint ventures

2,448

3,324

(876)

(26.35)

%

Other Income:

Less:

Gains from investments in securities

4,385

2,600

1,785

68.65

%

Interest and other income (loss)

6,137

8,063

(1,926)

(23.89)

%

Gains on sales of real estate

7,016

18,489

(11,473)

(62.05)

%

Other Expenses:

Add:

Depreciation and amortization expense

235,321

222,116

13,205

5.95

%

Transaction costs

(62)

357

(419)

(117.37)

%

Payroll and related costs from management services contracts

3,901

4,104

(203)

(4.95)

%

General and administrative expense

50,444

42,516

7,928

18.65

%

Other Revenue:

Less:

Direct reimbursements of payroll and related costs from management services contracts

3,901

4,104

(203)

(4.95)

%

Development and management services revenue

7,633

8,846

(1,213)

(13.71)

%

Net Operating Income (“NOI”)

$

538,655

$

514,080

$

24,575

4.78

%

Comparison of the three months ended June 30, 2026 to the three months ended June 30, 2025

The table below shows selected operating information for the Same Property Portfolio and the Total Property Portfolio. The Same Property Portfolio consists of 138 properties totaling approximately 40.7 million net rentable square feet, excluding unconsolidated joint ventures. The Same Property Portfolio includes properties acquired or placed in-service on or prior to April 1, 2025 and owned and in-service through June 30, 2026. The Total Property Portfolio includes the effects of the other properties either acquired, placed in-service, in or held for development or redevelopment after April 1, 2025 or disposed of on or prior to June 30, 2026. This table includes a reconciliation from the Same Property Portfolio to the Total Property Portfolio by also providing information for the three months ended June 30, 2026 and 2025 with respect to the properties that were acquired, placed in-service, in or held for development or redevelopment, or sold. We did not acquire any properties during the three months ended June 30, 2026 and 2025.

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Same Property Portfolio

Properties

Placed In-Service

Portfolio

Properties in or Held for

Development or

Redevelopment

Portfolio

Properties Sold Portfolio

Total Property Portfolio

2026

2025

Increase/

(Decrease)

%

Change

2026

2025

2026

2025

2026

2025

2026

2025

Increase/

(Decrease)

%

Change

(dollars in thousands)

Rental Revenue: (1)

Lease Revenue (Excluding Termination Income)

$

802,747

$

778,461

$

24,286

3.12

%

$

19,908

$

428

$

2,541

$

7,602

$

154

$

6,345

$

825,350

$

792,836

$

32,514

4.10

%

Termination Income

2,828

559

2,269

405.90

%

—

—

—

—

—

350

2,828

909

1,919

211.11

%

Lease Revenue

805,575

779,020

26,555

3.41

%

19,908

428

2,541

7,602

154

6,695

828,178

793,745

34,433

4.34

%

Parking and Other Revenue

36,484

33,642

2,842

8.45

%

811

—

108

713

—

102

37,403

34,457

2,946

8.55

%

Total Rental Revenue (1)

842,059

812,662

29,397

3.62

%

20,719

428

2,649

8,315

154

6,797

865,581

828,202

37,379

4.51

%

Real Estate Operating Expenses

326,187

316,247

9,940

3.14

%

3,135

395

4,793

5,409

20

3,433

334,135

325,484

8,651

2.66

%

Net Operating Income (Loss), Excluding Residential and Hotel

515,872

496,415

19,457

3.92

%

17,584

33

(2,144)

2,906

134

3,364

531,446

502,718

28,728

5.71

%

Residential Net Operating Income (2)

1,677

552

1,125

203.80

%

—

—

—

—

—

5,402

1,677

5,954

(4,277)

(71.83)

%

Hotel Net Operating Income (2)

5,532

5,408

124

2.29

%

—

—

—

—

—

—

5,532

5,408

124

2.29

%

Net Operating Income (Loss)

$

523,081

$

502,375

$

20,706

4.12

%

$

17,584

$

33

$

(2,144)

$

2,906

$

134

$

8,766

$

538,655

$

514,080

$

24,575

4.78

%

_______________

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

(2)For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page 48. Residential Net Operating Income for the three months ended June 30, 2026 and 2025 is comprised of Residential Revenue of $3,683 and $12,532 less Residential Expenses of $2,006 and $6,578, respectively. Hotel Net Operating Income for the three months ended June 30, 2026 and 2025 is comprised of Hotel Revenue of $14,901 and $14,773 less Hotel Expenses of $9,369 and $9,365, respectively, per the Consolidated Statements of Operations.

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Same Property Portfolio

Lease Revenue (Excluding Termination Income)

Lease revenue (excluding termination income) from the Same Property Portfolio increased by approximately $24.3 million for the three months ended June 30, 2026 compared to 2025. The increase resulted from our average revenue per square foot increasing by approximately $1.47, contributing approximately $13.2 million, and our average occupancy increasing from 88.0% to 89.2%, contributing approximately $11.1 million.

Termination Income

Termination income increased by approximately $2.3 million for the three months ended June 30, 2026 compared to 2025.

Termination income for the three months ended June 30, 2026 and 2025 related to 13 and two clients, respectively, across the Same Property Portfolio and totaled approximately $2.8 million and $0.6 million, respectively.

Parking and Other Revenue

Parking and other revenue increased by approximately $2.8 million for the three months ended June 30, 2026 compared to 2025. Parking and other revenue increased by approximately $2.0 million and $0.8 million, respectively. The increase in parking revenue was primarily due to an increase in monthly parking. The increase in other revenue was primarily associated with an increase in insurance proceeds.

Real Estate Operating Expenses

Real estate operating expenses from the Same Property Portfolio increased by approximately $9.9 million, or 3.1%, for the three months ended June 30, 2026 compared to 2025.

Properties Placed In-Service Portfolio

The table below lists the properties that were placed in-service or partially placed in-service between April 1, 2025 and June 30, 2026.

Quarter Initially Placed In-Service

Quarter Fully Placed In-Service

Rental Revenue

Real Estate Operating Expenses

Name

Square Feet

2026

2025

Change

2026

2025

Change

(dollars in thousands)

Reston Next Office Phase II

Third Quarter, 2024

Third Quarter, 2025

86,629

$

1,111

$

61

$

1,050

$

203

$

55

$

148

Reston Next Retail

First Quarter, 2025

First Quarter, 2026

30,284

—

—

—

90

16

74

1050 Winter Street

Second Quarter, 2025

Third Quarter, 2025

162,274

1,728

367

1,361

729

324

405

290 Binney Street

Second Quarter, 2026

Second Quarter, 2026

572,578

17,880

—

17,880

2,113

—

2,113

851,765

$

20,719

$

428

$

20,291

$

3,135

$

395

$

2,740

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Table of Contents

Properties In or Held for Development or Redevelopment Portfolio

The table below lists the properties that were in or held for development or redevelopment between April 1, 2025 and June 30, 2026.

Date Commenced Held for Development / Redevelopment

Rental Revenue

Real Estate Operating Expenses

Name

Square Feet

2026

2025

Change

2026

2025

Change

Held for Development or Redevelopment (1)

(dollars in thousands)

Lexington Office Park

March 31, 2023

167,000

$

286

$

227

$

59

$

329

$

378

$

(49)

1000 & 1100 Winter Street

December 31, 2025

567,000

1,222

3,749

(2,527)

2,086

2,008

78

Kingstowne One

September 30, 2024

154,000

347

(89)

436

295

305

(10)

Santa Monica Business Park (2)

March 31, 2026

260,000

731

2,951

(2,220)

1,303

1,606

(303)

1,148,000

2,586

6,838

(4,252)

4,013

4,297

(284)

Redevelopment

Reservoir Place (3)

March 31, 2025

363,000

63

1,477

(1,414)

780

1,112

(332)

363,000

63

1,477

(1,414)

780

1,112

(332)

1,511,000

$

2,649

$

8,315

$

(5,666)

$

4,793

$

5,409

$

(616)

______________

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

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

(3)Reservoir Place is an approximately 528,000 square foot office building, of which approximately 165,000 square feet remains in-service. Reservoir Place commenced redevelopment during the three months ended June 30, 2026.

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Properties Sold Portfolio

The table below lists the properties we sold between April 1, 2025 and June 30, 2026.

Rental Revenue

Real Estate Operating Expenses

Name

Date Sold

Square Feet

2026

2025

Change

2026

2025

Change

(dollars in thousands)

Land

17 Hartwell Avenue

June 27, 2025

30,000

$

—

$

—

$

—

$

—

$

98

$

(98)

Almaden Boulevard

October 17, 2025

N/A

—

101

(101)

—

125

(125)

Land Parcels at Broad Run

December 1, 2025

N/A

—

—

—

—

11

(11)

3625 Peterson Way

December 11, 2025

N/A

—

614

(614)

—

271

(271)

North First Business Park (1)

January 14, 2026

191,000

—

450

(450)

—

482

(482)

Shady Grove Parcel 1

February 5, 2026

N/A

—

—

—

—

55

(55)

Total Land

221,000

—

1,165

(1,165)

—

1,042

(1,042)

Residential

Proto Kendall Square

December 18, 2025

166,700

—

3,064

(3,064)

—

983

(983)

Signature at Reston Town Center

December 19, 2025

517,800

—

4,777

(4,777)

—

2,101

(2,101)

The Lofts at Atlantic Wharf

February 25, 2026

87,000

—

1,335

(1,335)

—

690

(690)

Total Residential

771,500

—

9,176

(9,176)

—

3,774

(3,774)

Non-Strategic Office / Retail

140 Kendrick Street

December 17, 2025

409,200

—

4,903

(4,903)

—

2,139

(2,139)

Kingstowne Retail

April 17, 2026

88,300

154

729

(575)

20

252

(232)

Total Non-Strategic Office / Retail

497,500

154

5,632

(5,478)

20

2,391

(2,371)

1,490,000

$

154

$

15,973

$

(15,819)

$

20

$

7,207

$

(7,187)

______________

(1)Rental revenue for the three months ended June 30, 2025 includes approximately $0.4 million of termination income.

Residential Net Operating Income

Net operating income for our residential same property increased by approximately $1.1 million for the three months ended June 30, 2026 compared to 2025.

The following reflects our occupancy and rental rate information, by region, for our residential same property for the three months ended June 30, 2026 and 2025.

Average Monthly Rental Rate (1)

Average Rental Rate Per Occupied Square Foot

Average Physical Occupancy (2)

Average Economic Occupancy (3)

Region

2026

2025

Change (%)

2026

2025

Change (%)

2026

2025

Change (%)

2026

2025

Change (%)

San Francisco

$

3,270

$

2,996

9.1

%

$

4.12

$

3.76

9.6

%

92.1

%

89.6

%

2.8

%

91.9

%

87.9

%

4.6

%

_______________

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

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

(3)Average Economic Occupancy is defined as (1) total possible revenue less vacancy loss divided by (2) total possible revenue, expressed as a percentage. Total possible revenue is determined by valuing average occupied units at contract rates and average vacant units at Market Rents. Vacancy loss is determined by valuing vacant units at current Market Rents. By measuring vacant units at their Market Rents, Average Economic Occupancy takes into account the fact that units of different sizes and locations within a residential property have different economic impacts on a residential property’s total possible gross revenue. “Market Rents” used by us in calculating Average Economic Occupancy are based on the current market rates set by the managers of our residential properties based on their experience in renting their residential property’s units and publicly available market data. Actual market rents and trends

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in such rents for a region as reported by others may vary materially from Market Rents used by us. Market Rents for a period are based on the average Market Rents during that period and do not reflect any impact for cash concessions.

Hotel Net Operating Income

The Boston Marriott Cambridge hotel had Net Operating Income of approximately $5.5 million for the three months ended June 30, 2026, representing an increase of approximately $0.1 million compared to the three months ended June 30, 2025.

The following reflects our occupancy and rate information for the Boston Marriott Cambridge hotel for the three months ended June 30, 2026 and 2025.

2026

2025

Change (%)

Occupancy

84.8

%

82.8

%

2.4

%

Average daily rate

$

374.01

$

373.26

0.2

%

REVPAR

$

317.08

$

308.90

2.6

%

Other Operating Revenue and Expense Items

Development and Management Services Revenue

Development and management services revenue decreased by approximately $1.2 million for the three months ended June 30, 2026 compared to 2025. Development services revenue and management services revenue decreased by approximately $0.7 million and $0.5 million, respectively. The decrease in development services revenue is primarily related to decreases in fees associated with tenant improvement projects in the Boston and New York regions. The decrease in management services revenue is primarily related to a leasing commission earned from an unconsolidated joint venture in the New York region in 2025 that did not recur in 2026.

General and Administrative Expense

General and administrative expense increased by approximately $7.9 million for the three months ended June 30, 2026 compared to 2025 primarily due to increases in compensation expense and other general and administrative expenses of approximately $7.4 million and $0.5 million, respectively. The increase in compensation expense includes an approximately $2.9 million non-cash increase related to the December 2025 issuance of the 2025 OPP Units and an approximately $1.8 million increase in the value of our deferred compensation plan.

Wages directly related to the development of rental properties are capitalized and included in real estate assets on our Consolidated Balance Sheets and amortized over the useful lives of the applicable asset or lease term. Capitalized wages for the three months ended June 30, 2026 and 2025 were approximately $4.6 million and $4.7 million, respectively. These costs are not included in the general and administrative expenses discussed above.

Transaction Costs

Transaction costs decreased by approximately $0.4 million for the three months ended June 30, 2026 compared to 2025. In general, transaction costs relating to the formation of new joint ventures and the pursuit of other transactions are expensed as incurred.

Depreciation and Amortization Expense

Depreciation and amortization expense increased by approximately $13.2 million for the three months ended June 30, 2026 compared to 2025, for BXP and BPLP, as detailed below (in thousands).

Portfolio

BXP

BPLP

2026

2025

Change

2026

2025

Change

Same Property Portfolio

$

228,897

$

216,265

$

12,632

$

227,241

$

214,562

$

12,679

Properties Placed In-Service Portfolio

5,651

247

5,404

5,651

247

5,404

Properties in or Held for Development or Redevelopment Portfolio

2,407

2,847

(440)

2,407

2,847

(440)

Properties Sold Portfolio

22

4,460

(4,438)

22

4,460

(4,438)

$

236,977

$

223,819

$

13,158

$

235,321

$

222,116

$

13,205

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

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

Other Income and Expense Items

Loss from Unconsolidated Joint Ventures

For the three months ended June 30, 2026 compared to 2025, loss from unconsolidated joint ventures decreased by approximately $0.9 million primarily due to the approximately $0.8 million gain on sale of real estate in connection with the sale of 13150 Worldgate Drive, during the three months ended June 30, 2026 (See Note 5 to the Consolidated Financial Statements).

Gains on Sales of Real Estate

For the three months ended June 30, 2026 compared to 2025, gains on sales of real estate for BXP and BPLP decreased by approximately $11.4 million and $11.5 million, respectively, as detailed below (dollars in thousands). For additional information on the sale that occurred during the three months ended June 30, 2026, refer to Note 3 to the Consolidated Financial Statements.

Gain on Sale (1)

Property

Location

Date Disposed

Square Feet

BXP

BPLP

2026

Retail:

Kingstowne Retail

Alexandria, VA

April 17, 2026

88,300

$

7,029

$

7,048

Total

88,300

$

7,029

$

7,048

2025

Land:

17 Hartwell Avenue

Lexington, MA

June 27, 2025

30,000

$

18,390

$

18,489

Total

30,000

$

18,390

$

18,489

_______________

(1)The fair value of the real estate disposed exceeded the carrying value. For the three months ended June 30, 2026, amounts exclude approximately $32,000 of loss related to sales that occurred in prior periods.

Interest and Other Income (Loss)

Interest and other income (loss) decreased by approximately $1.9 million for the three months ended June 30, 2026 compared to 2025, due primarily to lower interest income partially offset by a reserve related to the unpaid default interest on one of our related party notes receivable during the three months ended June 30, 2025 of approximately $1.2 million.

Gains from Investments in Securities

Gains from investments in securities for the three months ended June 30, 2026 and 2025 related to investments that we have made to reduce our market risk relating to deferred compensation plans that we maintain for BXP’s officers and former non-employee directors. Under their respective deferred compensation plans, eligible officers and non-employee directors are permitted to defer a portion of their current compensation on a pre-tax basis and receive a tax-deferred return on the amounts deferred based on the performance of specific investments selected by participating officers and non-employee directors. In order to reduce our market risk relating to these plans, we typically acquire similar or identical investments as those selected by each officer or non-employee director and hold them in a separate account that is unrestricted as to its use.

This enables us to generally match our liabilities to participants under our deferred compensation plans with equivalent assets and thereby limit our market risk. The performance of these investments is recorded as gains from investments in securities. During the three months ended June 30, 2026 and 2025, we recognized gains of approximately $4.4 million and $2.6 million, respectively, on these investments. By comparison, our general and administrative expense increased by approximately $4.4 million and $2.6 million during the three months ended June 30, 2026 and 2025, respectively, as a result of increases in our liability under our deferred compensation plans that were associated with the

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performance of the specific investments selected by participating officers and former non-employee directors of BXP.

Unrealized Loss on Non-Real Estate Investments

We invest in non-real estate investments, which primarily consist of environmentally-focused investment funds. During the three months ended June 30, 2026 and 2025, we recognized an unrealized loss of approximately $75,000 and $39,000, respectively, due to the observable changes in the fair value of the investments.

Impairment Loss

On May 27, 2026, we entered into an agreement to sell our leasehold interest and improvements thereon commonly known as the Sumner Square to a third party and on May 29, 2026, the sale met our “held for sale” criteria. Following the classification of the assets as “held for sale,” the assets are written down to the lower of carrying value or estimated fair value, less the costs to sell. As a result, BXP and BPLP recognized a non-cash impairment loss of approximately $18.0 million and $16.8 million, respectively, during the three months ended June 30, 2026 (See Notes 2, 3 and 14 to the Consolidated Financial Statements).

Interest Expense

Interest expense decreased by approximately $9.4 million for the three months ended June 30, 2026 compared to 2025, as detailed below.

Component

Change in interest expense for the three months ended June 30, 2026 compared to June 30, 2025

(in thousands)

Increases to interest expense due to:

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

$

5,000

Amortization expense of financing fees

1,039

Other interest expense (excluding senior notes)

52

Total increases to interest expense

6,091

Decreases to interest expense due to:

Repayment of $1.0 billion in aggregate principal of 3.650% senior notes due 2026 on February 2, 2026

(9,210)

Decrease in interest associated with unsecured term loans and the unsecured credit facility, net (1)

(3,593)

Unsecured commercial paper

(1,133)

Increase in capitalized interest related to development projects

(720)

Mortgage loan financings (1)

(597)

Decrease in interest due to finance leases

(196)

Total decreases to interest expense

(15,449)

Total change in interest expense

$

(9,358)

______________

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

Interest expense directly related to the development of rental properties is capitalized and included in real estate assets on our Consolidated Balance Sheets and amortized over the useful lives of the real estate or lease term. As portions of properties are placed in-service, we cease capitalizing interest on that portion and interest is then expensed. Interest capitalized for the three months ended June 30, 2026 and 2025 was approximately $12.9 million and $12.1 million, respectively. These costs are not included in the interest expense referenced above.

At June 30, 2026, our variable rate debt consisted of (1) the $100.0 million 2024 Unsecured Term Loan, (2) BPLP’s $2.95 billion 2025 Credit Facility and (3) BPLP’s $750.0 million Commercial Paper Program. The 2025 Credit Facility consists of (1) the Revolving Facility of $2.25 billion and (2) the Term Loan Facility of $700.0 million. As of June 30, 2026, there were $100.0 million, $700.0 million and $750.0 million outstanding under the 2024 Unsecured Term Loan, 2025 Credit Facility and Commercial Paper Program, respectively.

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In addition, we have an aggregate of $800.0 million of mortgage notes collateralized by Santa Monica Business Park and 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known as Kendall Center Green Garage) properties that bear interest at variable rates. However, $600.0 million of this debt has been hedged with interest rate swaps to fix SOFR, the base rate for the mortgage collateralized by 325 Main Street, 355 Main Street, 90 Broadway and Cambridge East Garage (also known as Kendall Center Green Garage) properties, for the applicable debt term.

For a summary of our consolidated debt as of June 30, 2026 refer to the heading “Liquidity and Capital Resources—Debt” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Noncontrolling Interests in Property Partnerships

Noncontrolling interests in property partnerships increased by approximately $6.0 million for the three months ended June 30, 2026 compared to 2025, as detailed below.

Property

Noncontrolling Interests in Property Partnerships for the three months ended June 30,

2026

2025

Change

(in thousands)

767 Fifth Avenue (the General Motors Building) (1)

$

4,552

$

2,217

$

2,335

7 Times Square (2)

2,130

4,018

(1,888)

601 Lexington Avenue

3,435

3,084

351

100 Federal Street

3,131

2,964

167

Atlantic Wharf Office Building

4,314

3,910

404

343 Madison Avenue (3)

—

3

(3)

300 Binney Street

3,647

3,610

37

290 Binney Street (4)

4,912

294

4,618

$

26,121

$

20,100

$

6,021

_______________

(1)The increase was primarily due to a decrease in repairs and maintenance expense.

(2)The decrease was primarily due to the expiration of a tax credit.

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

(4)Property was fully placed in-service on April 30, 2026.

Noncontrolling Interest—Common Units of the Operating Partnership

For BXP, noncontrolling interest—common units of the Operating Partnership decreased by approximately $2.3 million for the three months ended June 30, 2026 compared to 2025 primarily due to a decrease in allocable income, which was primarily the result of recognizing a greater gain on sales of real estate during the three months ended June 30, 2025, as well as a decrease in the noncontrolling interest’s ownership percentage. Due to our ownership structure, there is no corresponding line item on BPLP’s financial statements.

Liquidity and Capital Resources

General

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

•fund normal recurring expenses;

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

•$100.0 million of principal outstanding on the 2024 Unsecured Term Loan maturing September 26, 2026, for which we have two, one-year extension options, subject to customary conditions;

•$1.0 billion of 2.750% unsecured senior notes due October 1, 2026;

•$2.3 billion of mortgage debt that is secured by 767 Fifth Avenue in New York City (BXP holds a 60% ownership interest) and matures on June 9, 2027; and

•amounts that become due under the Commercial Paper Program;

•fund capital calls from our unconsolidated joint venture investments to fund development costs, capital improvements, leasing costs and debt service and principal repayments;

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•fund mezzanine debt obligations;

•fund development and redevelopment costs;

•fund capital expenditures, including major renovations, tenant improvements and leasing costs;

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

•make the minimum distribution required to enable BXP to maintain its REIT qualification under the Code.

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

•cash flow from operations;

•distributions of cash flows from joint ventures;

•cash and cash equivalent balances;

•borrowings under BPLP’s Revolving Facility, unsecured term loans, short-term bridge facilities and construction loans (which may require guarantees by BPLP);

•proceeds from the sales of real estate and interests in joint ventures owning real estate, including proceeds generated from BXP’s asset sales program;

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

•private equity sources, including institutional investors;

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

•issuances of BXP equity securities and/or preferred or common units of partnership interests in BPLP.

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

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

Balance Sheet & Financing Activity

As of July 31, 2026, we had available cash of approximately $345.7 million (of which approximately $93.3 million was attributable to our consolidated joint venture partners). Our liquidity and capital resources depend on a wide range of factors. We believe that our access to capital and our strong liquidity, including the approximately $1.3 billion available under BPLP’s Revolving Facility (after deducting the $750.0 million being used as a backstop for the Commercial Paper Program), and our available cash, are generally sufficient to fund our near-term capital needs on existing development and redevelopment projects, repay our maturing indebtedness when due (if not refinanced or extended), satisfy our REIT distribution requirements (see “REIT Tax Distribution Considerations” below) and still allow us to act opportunistically on attractive investment opportunities.

Specifically with respect to the mortgage debt secured by 767 Fifth Avenue, we expect to refinance the loan in the commercial mortgage market and have received several lender quotes to refinance the debt at or prior to its maturity. However, there can be no assurance that we will be able to refinance the loans on terms favorable to us, or at all.

From January 1, 2025 through August 5, 2026, we completed 19 sales transactions of which our share of the aggregate gross sales price was approximately $1.5 billion and our share of the net proceeds was approximately $1.3 billion.

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

We have not sold any shares under BXP’s $1.0 billion “at the market” equity offering program.

Construction & Redevelopment Activities

As of June 30, 2026, we have six properties under development or redevelopment. Our share of the estimated total investment for these projects is approximately $3.3 billion, of which approximately $900 million remained to be invested after the closing of a $1.2 billion construction loan secured by 343 Madison Avenue on July 28, 2026 (See Note 14 to the Consolidated Financial Statements). The commercial space in the pipeline, which excludes residential units, was approximately 65% pre-leased as of July 31, 2026.

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The following table presents information on properties under construction/redevelopment as of June 30, 2026 (dollars in thousands):

Financings

Construction/Redevelopment Properties

Estimated Stabilization Date

Location

# of Buildings

Estimated Square Feet

Investment to Date (1)(2)(3)

Estimated Total Investment (1)(2)

Total Available (1)

Outstanding at June 30, 2026

(1)

Estimated Future Equity Requirement (1)(2)(4)

Percentage Leased (5)

Office

Reservoir Place (Redevelopment) (6)

Q2 2027

Waltham, MA

—

363,000

$

11,954

$

87,000

$

—

$

—

$

75,046

89

%

725 12th Street (Redevelopment)

Q4 2030

Washington, DC

1

320,000

109,553

349,600

—

—

240,047

87

%

343 Madison Avenue (7)

Q2 2031

New York, NY

1

930,000

429,623

1,971,000

—

—

1,541,377

50

%

Total Office Properties under Construction/Redevelopment

2

1,613,000

551,130

2,407,600

—

—

1,856,470

66

%

Residential (8)

17 Hartwell Avenue (312 units) (20% ownership)

Q2 2028

Lexington, MA

1

347,000

18,773

35,900

19,747

512

—

—

%

17 Hartwell Avenue - Retail

—

2,100

—

—

—

—

—

—

%

121 Broadway Street (439 units)

Q2 2029

Cambridge, MA

1

490,000

371,098

597,800

—

—

226,702

—

%

121 Broadway Street - Retail

—

1,550

—

—

—

—

—

—

%

290 Coles Street (670 Units) (19.46% ownership)

Q3 2029

Jersey City, NJ

1

693,000

39,873

88,700

56,422

15,515

7,920

—

%

(9)

290 Coles Street - Retail

—

13,000

—

—

—

—

—

—

%

Worldgate Drive (359 units) (20% ownership)

Q2 2030

Herndon, VA

1

347,000

4,435

26,400

13,639

—

8,326

—

%

Total Residential Properties under Construction

4

1,893,650

434,179

748,800

89,808

16,027

242,948

—

%

Total Properties under Construction/Redevelopment (10)

6

3,506,650

$

985,309

$

3,156,400

$

89,808

$

16,027

$

2,099,418

65

%

(11)

___________

(1)Represents our share.

(2)Each of Investment to Date, Estimated Total Investment and Estimated Future Equity Requirement represent our share of acquisition expenses, as applicable, and reflects our share of the estimated net revenue/expenses that we expect to incur prior to stabilization of the project, including any amounts actually received or paid through June 30, 2026.

(3)Includes approximately $94.7 million of unpaid but accrued construction costs and leasing commissions.

(4)Excludes approximately $94.7 million of unpaid but accrued construction costs and leasing commissions.

(5)Represents percentage leased as of July 31, 2026, including leases with future commencement dates.

(6)Reservoir Place is an approximately 528,000 square foot office building, of which approximately 165,000 square feet remains in-service (see Note 3 to the Consolidated Financial Statements).

(7)On July 28, 2026, we closed on a $1.2 billion construction loan reducing our future equity spend for this project to approximately $341 million (see Note 14 to the Consolidated Financial Statements).

(8)Residential Projects are shown in gross square feet.

(9)Total Available Financing and Outstanding at June 30, 2026 includes our share of the $225 million construction loan and $65 million of preferred equity. We provided the preferred equity, which accrues at a 13% internal rate of return and has been fully funded.

(10)In connection with the development of 290 Binney Street (see Note 3 to the Consolidated Financial Statements), we have the sole obligation to construct an underground electrical vault for an estimated gross cost of $183.9 million. We have entered into a contract to sell the electrical vault to a third-party for a fixed price of $84.1 million upon completion. The net investment of $99.8 million will be included in our outside basis in 290 Binney Street. We have invested $147.1 million for the vault as of June 30, 2026.

(11)Percentage leased excludes residential units.

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REIT Tax Distribution Considerations

Dividend

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

Holders of common and LTIP units (other than unearned MYLTIP units and 2025 OPP Units) of limited partnership interest in BPLP receive the same distribution per unit that is paid per share of BXP common stock.

Sales

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

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

Cash Flow Summary

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

Cash and cash equivalents and cash held in escrows aggregated approximately $553.5 million and $527.8 million at June 30, 2026 and 2025, respectively, representing an increase of approximately $25.6 million. The following table sets forth changes in cash flows:

Six months ended June 30,

2026

2025

Change

(in thousands)

Net cash provided by operating activities

$

602,524

$

563,181

$

39,343

Net cash used in investing activities

(348,881)

(612,404)

263,523

Net cash used in financing activities

(1,257,446)

(758,132)

(499,314)

Our principal source of cash flow is related to the operation of our properties. The weighted-average term of our in-place leases, including leases signed by our unconsolidated joint ventures, excluding residential units, was approximately 7.7 years as of June 30, 2026, with occupancy rates historically in the range of approximately 86% to 92%. Generally, our properties generate a relatively consistent stream of cash flows that provides us with resources to pay operating expenses, debt service and fund regular quarterly dividend and distribution payment requirements. In addition, over the past several years, we have raised capital through the sale of some of our properties and through secured and unsecured borrowings.

Cash is used in investing activities to fund acquisitions, development, net investments in unconsolidated joint ventures and maintenance and repositioning capital expenditures. Cash is provided by investing activities from sales of real estate and sales of investments in unconsolidated joint ventures. Cash used in investing activities for the six months ended June 30, 2026 and June 30, 2025 is detailed below:

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Six months ended June 30,

2026

2025

(in thousands)

Construction in progress (1)

$

(404,691)

$

(278,667)

Building, pre-development and other capital improvements (2)

(55,819)

(129,031)

Tenant improvements

(176,520)

(139,748)

Proceeds from sales of real estate (3)

143,936

21,840

Capital contributions to unconsolidated joint ventures (4)

(69,117)

(84,432)

Capital distributions from unconsolidated joint ventures (5)

7,431

—

Proceeds from sales of investments in unconsolidated joint ventures (6)

215,058

—

Investment in non-real estate investments

(1,103)

(1,430)

Issuance of notes receivables (including related party)

(9,946)

(1,800)

Investments in securities, net

1,890

864

Net cash used in investing activities

$

(348,881)

$

(612,404)

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

(1)Construction in progress for the six months ended June 30, 2026 included ongoing expenditures associated with Reston Next Retail and 290 Binney Street, which were fully placed in-service during the six months ended June 30, 2026. In addition, we incurred costs associated with our development/redevelopment of 121 Broadway Street, 725 12th Street, 343 Madison Avenue and Reservoir Place.

Construction in progress for the six months ended June 30, 2025 included ongoing expenditures associated with Reston Next Office Phase II, Reston Next Retail and 1050 Winter Street, which were partially placed in-service during the six months ended June 30, 2025. In addition, we incurred costs associated with our development/redevelopment of 290 Binney Street, 121 Broadway and 725 12th Street.

(2)Building, pre-development and other capital improvements for the six months ended June 30, 2025 included approximately $39.4 million of pre-development expenditures associated with the 343 Madison Avenue project. Beginning July 31, 2025, costs associated with the continued development of 343 Madison Avenue are included within construction in progress.

(3)Proceeds from sales of real estate for the six months ended June 30, 2026 were primarily from four transactions (See Note 3 to the Consolidated Financial Statements).

Proceeds from sale of real estate for the six months ended June 30, 2025 consisted of approximately $21.8 million of proceeds from the sale of the land at 17 Hartwell Avenue. On June 27, 2025, we entered into a new joint venture for the redevelopment of 17 Hartwell Avenue.

(4)Capital contributions to unconsolidated joint ventures for the six months ended June 30, 2026 consisted primarily of cash contributions of approximately $35.5 million, $9.8 million, $6.1 million, $6.0 million and $4.4 million to our 290 Coles Street, 360 Park Avenue South, 17 Hartwell Avenue, 200 Fifth Avenue and 13150 Worldgate Drive joint ventures, respectively. On June 4, 2026, we entered into a new joint venture for the development of 13150 Worldgate Drive (See Note 5 to the Consolidated Financial Statements).

Capital contributions to unconsolidated joint ventures for the six months ended June 30, 2025 consisted primarily of cash contributions of approximately $21.6 million, $21.2 million, $16.6 million and $11.1 million to our 290 Coles Street, 751 Gateway, 360 Park Avenue South and 200 Fifth Avenue joint ventures, respectively. On March 5, 2025, we entered into a new joint venture for the development of 290 Coles Street.

(5)Capital distributions from unconsolidated joint ventures for the six months ended June 30, 2026 consisted of cash distributions, resulting from excess net proceeds from ABXP Worldgate Investments LLC’s sale of 13150 Worldgate Drive (See Note 5 to the Consolidated Financial Statements).

(6)Proceeds from sales of investments in unconsolidated joint ventures for the six months ended June 30, 2026 were primarily from two transactions (See Note 5 to the Consolidated Financial Statements).

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Cash used in financing activities for the six months ended June 30, 2026 totaled approximately $1.3 billion. This amount consisted primarily of the repayment of BPLP’s $1.0 billion in aggregate principal amount of its 3.650% unsecured senior notes due February 1, 2026 and the payment of our regular dividends and distributions to our shareholders and unitholders. Future debt payments are discussed below under the heading “Debt.”

Capitalization

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

June 30, 2026

Shares / Units Outstanding

Common Stock Equivalent

Equivalent Value (1)

Common Stock

159,522

159,522

$

10,577,904

Common Operating Partnership Units

17,971

17,971

1,191,657

(2)

Total Equity

177,493

$

11,769,561

Consolidated Debt

$

15,618,563

Add:

BXP’s share of unconsolidated joint venture debt (3)

1,102,142

Subtract:

Partners’ share of Consolidated Debt (4)

1,365,355

BXP’s Share of Debt

$

15,355,350

Consolidated Market Capitalization

$

27,388,124

BXP’s Share of Market Capitalization

$

27,124,911

Consolidated Debt/Consolidated Market Capitalization

57.03

%

BXP’s Share of Debt/BXP’s Share of Market Capitalization

56.61

%

_______________

(1)Values are based on the closing price per share of BXP’s common stock on the New York Stock Exchange on June 30, 2026 of $66.31.

(2)Includes long-term incentive plan units (including 2012 OPP Units and 2013 - 2023 MYLTIP Units but excluding the 2024 - 2026 MYLTIP Units and 2025 OPP Units because the performance periods had not ended as of June 30, 2026).

(3)See page 80 for additional information.

(4)See page 78 for additional information.

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

(1) our consolidated debt; plus

(2) the product of (x) the closing price per share of BXP common stock on June 30, 2026, as reported by the New York Stock Exchange, multiplied by (y) the sum of:

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

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

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

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

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The calculation of consolidated market capitalization does not include LTIP Units issued in the form of 2012 and 2025 OPP Units or MYLTIP Units unless and until certain performance thresholds are achieved and they are earned. Because their performance periods have not yet ended, the 2024 - 2026 MYLTIP Units and 2025 OPP Units are not included in this calculation as of June 30, 2026.

We also present BXP’s Share of Market Capitalization and BXP’s Share of Debt/BXP’s Share of Market Capitalization, which are calculated in the same manner, except that BXP’s Share of Debt is utilized instead of our consolidated debt in both the numerator and the denominator. BXP’s Share of Debt is defined as our consolidated debt plus our share of debt from our unconsolidated joint ventures (calculated based upon our ownership percentage), minus our partners’ share of debt from our consolidated joint ventures (calculated based upon the partners’ percentage ownership interests adjusted for basis differentials). Management believes that BXP’s Share of Debt provides useful information to investors regarding our financial condition because it includes our share of debt from unconsolidated joint ventures and excludes our partners’ share of debt from consolidated joint ventures, in each case presented on the same basis.

We have several significant joint ventures and presenting various measures of financial condition in this manner can help investors better understand our financial condition and/or results of operations after taking into account our economic interest in these joint ventures. We caution investors that the ownership percentages used in calculating BXP’s Share of Debt may not completely and accurately depict all of the legal and economic implications of holding an interest in a consolidated or unconsolidated joint venture. For example, in addition to partners’ interests in profits and capital, venture agreements vary in the allocation of rights regarding decision making (both for routine and major decisions), distributions, transferability of interests, financing and guarantees, liquidations and other matters.

Moreover, in some cases we exercise significant influence over, but do not control, the joint venture in which case GAAP requires that we account for the joint venture entity using the equity method of accounting and we do not consolidate it for financial reporting purposes. In other cases, GAAP requires that we consolidate the venture even though our partner(s) own(s) a significant percentage interest. As a result, management believes that the presentation of BXP’s Share of a financial measure should not be considered a substitute for, and should only be considered with and as a supplement to our financial information presented in accordance with GAAP.

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

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

Debt

The following table summarizes certain information with respect to our indebtedness outstanding as of June 30, 2026 and 2025 (dollars in thousands).

Interest Rate

Amount

Stated

GAAP (1)

Maturity Date

6/30/2026

6/30/2025

Unsecured Senior Notes (2)

Unsecured Senior Notes (3)

3.650

%

3.766

%

February 1, 2026

N/A

$

1,000,000

Unsecured Senior Notes

2.750

%

3.495

%

October 1, 2026

$

1,000,000

1,000,000

Unsecured Senior Notes

6.750

%

6.924

%

December 1, 2027

750,000

750,000

Unsecured Senior Notes

4.500

%

4.628

%

December 1, 2028

1,000,000

1,000,000

Unsecured Senior Notes

3.400

%

3.505

%

June 21, 2029

850,000

850,000

Unsecured Senior Notes

2.900

%

2.984

%

March 15, 2030

700,000

700,000

Unsecured Senior Notes

3.250

%

3.343

%

January 30, 2031

1,250,000

1,250,000

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Interest Rate

Amount

Stated

GAAP (1)

Maturity Date

6/30/2026

6/30/2025

Unsecured Senior Notes

2.550

%

2.671

%

April 1, 2032

850,000

850,000

Unsecured Senior Notes

2.450

%

2.524

%

October 1, 2033

850,000

850,000

Unsecured Senior Notes

6.500

%

6.619

%

January 15, 2034

750,000

750,000

Unsecured Senior Notes

5.750

%

5.842

%

January 15, 2035

850,000

850,000

Total Principal Amount

8,850,000

9,850,000

Less: Unamortized discount and deferred financing costs, net

38,842

49,423

Carrying Amount

8,811,158

9,800,577

Unsecured Exchangeable Senior Notes

2.000

%

2.496

%

October 1, 2030

1,000,000

N/A

Less: Unamortized deferred financing costs

21,358

N/A

Carrying Amount

978,642

N/A

Unsecured Commercial Paper (4)

4.10

%

4.11

%

Various

750,000

750,000

Unsecured Line of Credit (Revolving Credit Facility) (5)

—

%

—

%

March 29, 2030

—

185,000

Unsecured Term Loans

2024 Unsecured Term Loan (6)

4.62

%

4.77

%

September 26, 2026

100,000

100,000

Unsecured Term Loan Facility (7)

4.59

%

4.71

%

March 30, 2029

700,000

700,000

Total Principal Amount

800,000

800,000

Less: Deferred financing costs and fair value adjustments, net

2,435

3,360

Carrying Amount

797,565

796,640

Mortgage Notes

767 Fifth Avenue (the General Motors Building) (60% ownership) (2)(8)

3.43

%

3.64

%

June 9, 2027

2,300,000

2,300,000

Santa Monica Business Park (2)(9)

5.20

%

5.32

%

October 8, 2028

200,000

200,000

90 Broadway, 325 Main Street, 355 Main Street, and Cambridge East Garage (also known as Kendall Center Green Garage) (2)(10)

6.04

%

6.27

%

October 26, 2028

600,000

600,000

901 New York Avenue (11)

5.00

%

5.06

%

January 5, 2029

195,912

200,161

601 Lexington Avenue (55% ownership) (2)

2.79

%

2.93

%

January 9, 2032

1,000,000

1,000,000

Total Principal Amount

4,295,912

4,300,161

Less: Deferred financing costs and fair value adjustments, net

14,714

21,373

Carrying Amount

4,281,198

4,278,788

Total Consolidated Debt

$

15,618,563

$

15,811,005

_______________

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

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

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

(4)At June 30, 2026, the weighted average interest rate of the commercial paper notes outstanding was approximately 4.11% per annum, and they had a weighted-average maturity of 41 days from the date of issuance. At July 31, 2026, BPLP had an aggregate of $750.0 million of commercial paper notes outstanding that bore interest at a weighted-

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average rate of approximately 4.08% per annum and had a weighted-average maturity of 45 days, from the date of issuance.

(5)The unsecured line of credit bears interest at a variable rate of SOFR+0.85% per annum. The 2025 Credit Facility is used as a backstop for the $750.0 million Commercial Paper Program. As such, BPLP intends to maintain, at a minimum, availability under the unsecured line of credit in an amount equal to the amount of unsecured commercial paper notes outstanding. The table below provides the principal indebtedness outstanding and remaining capacity under the unsecured line of credit at June 30, 2026 and July 31, 2026 (dollars in thousands).

June 30, 2026

July 31, 2026

Facility

Outstanding

Remaining Capacity

Outstanding

Remaining Capacity

Unsecured Line of Credit

$

2,250,000

$

—

$

2,250,000

$

165,000

$

2,085,000

Less:

Unsecured Commercial Paper

750,000

750,000

Letters of Credit

1,253

2,496

Total Remaining Capacity

$

1,498,747

$

1,332,504

(6)The 2024 Unsecured Term Loan bears interest at a variable rate of SOFR+1.05% per annum. BPLP entered into an interest rate swap contract to fix SOFR at a weighted-average, fixed interest rate of 3.6775% per annum. The interest rate swap contract ended on April 6, 2026. The 2024 Unsecured Term Loan has two, one-year extension options, subject to certain conditions.

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

(8)In connection with the refinancing of the loan, we guaranteed the consolidated entity’s obligation to fund various reserves for tenant improvement costs and allowances, leasing commissions and free rent obligations in lieu of cash deposits. As of June 30, 2026, the maximum funding obligation under the guarantee was approximately $6.4 million. We earn a fee from the joint venture for providing the guarantee and have an agreement with our partners to reimburse the joint venture for their share of any payments made under the guarantee.

(9)The mortgage loan bears interest at a variable rate of Daily Simple SOFR+1.60% per annum. BPLP entered into an interest rate swap contract to fix Daily Simple SOFR at a weighted-average fixed interest rate of 3.6775% per annum. The interest rate swap contract ended on April 6, 2026.

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

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

The following table lists our mortgage notes, net outstanding and our partners’ share, based on their respective ownership percentage, from our consolidated joint ventures as of June 30, 2026 (dollars in thousands).

Carrying Amount

Properties

100%

Partners’ Share

Wholly-owned

901 New York Avenue

$

195,594

N/A

Santa Monica Business Park

199,428

N/A

90 Broadway, 325 Main Street, 355 Main Street, and Cambridge East Garage (also known as Kendall Center Green Garage)

596,885

N/A

Subtotal

991,907

N/A

Consolidated Joint Ventures

767 Fifth Avenue (the General Motors Building) (60% ownership) (1)

2,296,739

$

918,707

601 Lexington Avenue (55% ownership)

992,552

446,648

Subtotal

3,289,291

1,365,355

Total

$

4,281,198

$

1,365,355

_______________

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

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The table below provides the debt statistics of our outstanding consolidated indebtedness at June 30, 2026 and June 30, 2025.

June 30, 2026

June 30, 2025

Weighted Average

Weighted Average

% of Total Debt

Stated Rates

GAAP Rates (1)

Maturity (years)

% of Total Debt

Stated Rates

GAAP Rates (1)

Maturity (years)

Floating Rate Debt (2)

11.19

%

4.45

%

4.53

%

1.4

10.32

%

5.02

%

5.09

%

2.2

Fixed Rate Debt (3)

88.81

%

3.83

%

3.98

%

3.8

89.68

%

3.97

%

4.14

%

4.4

Consolidated Debt

100.00

%

3.90

%

4.04

%

3.5

100.00

%

4.08

%

4.24

%

4.1

Unsecured Debt

72.59

%

3.94

%

4.06

%

3.9

72.94

%

4.19

%

4.29

%

4.4

Secured Debt

27.41

%

3.80

%

3.98

%

2.3

27.06

%

3.80

%

4.10

%

3.3

Consolidated Debt

100.00

%

3.90

%

4.04

%

3.5

100.00

%

4.08

%

4.24

%

4.1

_______________

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

(2)The unsecured commercial paper notes are included in our floating rate debt statistics. At June 30, 2026, the unsecured commercial paper notes outstanding bore a weighted-average interest rate of approximately 4.11% per annum and had a weighted-average maturity of 41 days from the date of issuance.

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

Derivative Instruments and Hedging Activities

As of June 30, 2026, we had $600.0 million of interest rate swaps outstanding, where hedge accounting was elected, with a fair value of approximately $1.6 million, see Note 7 to the Consolidated Financial Statements.

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Investment in Unconsolidated Joint Ventures - Secured Debt

We have investments in unconsolidated joint ventures with our effective ownership interests ranging from approximately 19% to approximately 71%. Fourteen of these ventures have mortgage indebtedness. We exercise significant influence over, but do not control, these entities. As a result, we account for them using the equity method of accounting. See also Note 5 to the Consolidated Financial Statements. At June 30, 2026, the aggregate carrying amount of debt, including both our and our partners’ share, incurred by these ventures was approximately $2.7 billion (of which our proportionate share is approximately $1.1 billion). The table below summarizes the outstanding debt of these joint venture properties at June 30, 2026.

In addition to other guarantees specifically noted in the table, we have agreed to customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy), as well as the completion of development projects on certain of the loans.

Properties

Nominal % Ownership

Stated Interest Rate

GAAP Interest Rate (1)

Term of Variable Rate + Spread

Stated Principal Amount

Deferred Financing Costs, Net

Carrying Amount

Carrying Amount (Our share)

Maturity Date

(dollars in thousands)

360 Park Avenue South

71.11

%

6.13

%

6.44

%

Term SOFR+2.50%

$

220,000

$

(890)

$

219,110

$

155,808

(2)(3)(4)

December 13, 2027

1265 Main Street

50.00

%

3.77

%

3.84

%

N/A

32,190

(153)

32,037

16,018

January 1, 2032

Colorado Center

50.00

%

3.56

%

3.59

%

N/A

550,000

(195)

549,805

274,902

(2)

August 9, 2027

The Hub on Causeway - Podium & 100 Causeway Street

50.00

%

5.73

%

5.94

%

N/A

465,000

(4,536)

460,464

230,232

(2)

April 9, 2031

Hub50House

50.00

%

4.43

%

4.51

%

SOFR+1.35%

185,000

(814)

184,186

92,093

(2)(5)

June 17, 2032

Safeco Plaza

33.67

%

4.00

%

4.09

%

N/A

250,000

(58)

249,942

84,156

(2)(6)

November 30, 2028

500 North Capitol Street, NW

30.00

%

6.88

%

7.21

%

N/A

105,000

(182)

104,818

31,445

(2)(7)

December 31, 2026

200 Fifth Avenue

26.69

%

4.34

%

5.60

%

Term SOFR+1.41%

593,848

(4,048)

589,800

154,082

(8)

November 24, 2028

3 Hudson Boulevard

25.00

%

9.24

%

11.06

%

Term SOFR+5.25%

108,000

(2,642)

105,358

26,339

(2)(3)(9)(10)

November 9, 2027

3 Hudson Boulevard

25.00

%

10.86

%

10.86

%

Term SOFR+7.25%

25,439

—

25,439

6,360

(2)(3)(9)

November 9, 2027

Skymark - Reston Next Residential

20.00

%

5.62

%

5.64

%

Term SOFR+2.00%

140,000

(86)

139,914

27,983

(2)(3)(11)

November 13, 2026

17 Hartwell Avenue

20.00

%

6.75

%

6.87

%

N/A

2,558

(466)

2,092

178

(2)(12)

July 10, 2030

13150 Worldgate Drive

20.00

%

N/A

N/A

N/A

—

—

—

—

(2)(13)

June 10, 2031

290 Coles Street

19.46

%

6.15

%

6.46

%

Term SOFR+2.50%

14,743

(1,660)

13,083

2,546

(2)(3)(14)

March 5, 2029

Total

$

2,691,778

$

(15,730)

$

2,676,048

$

1,102,142

_______________

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

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

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

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

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

(6)The joint venture modified the loan and terminated the related interest rate cap agreement (See Note 5 to the Consolidated Financial Statements).

(7)The indebtedness consists of (x) a $70.0 million mortgage loan payable (Note A) and (y) a $35.0 million mortgage loan payable (Note B), both of which bear interest at a fixed rate of 6.88% per annum. We provided $10.5 million of the Note B mortgage financing to the joint venture. Our portion of the loan is reflected as Related Party Notes Receivable, Net on our Consolidated Balance Sheets (See Note 5 to the Consolidated Financial Statements).

(8)The joint venture entered into interest rate swap contracts with notional amounts aggregating $600.0 million through June 12, 2028, resulting in a fixed rate of approximately 4.34% per annum through the expiration of the interest rate swap contracts.

(9)The indebtedness consists of (x) a $108.0 million senior loan with a third-party lender and (y) a mezzanine loan provided by us with a maximum commitment of $50.0 million. As of June 30, 2026, we have funded approximately $25.4 million of the mezzanine loan. The loan is reflected as Related Party Notes Receivable, Net on our Consolidated Balance Sheets.

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

(11)The construction financing has a borrowing capacity of $140.0 million (See Note 5 to the Consolidated Financial Statements).

(12)The construction financing has a borrowing capacity of $98.7 million.

(13)No amounts have been drawn under the $68.2 million construction loan.

(14)The construction financing has a borrowing capacity of $225.0 million.

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State and Local Tax Matters

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

Funds from Operations

Pursuant to the revised definition of FFO adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“Nareit”), we calculate FFO for each of BXP and BPLP by adjusting net income attributable to BXP, Inc. and net income attributable to Boston Properties Limited Partnership (computed in accordance with GAAP), respectively, for gains (or losses) from sales of properties, including a change in control, impairment losses on depreciable real estate consolidated on our balance sheet, impairment losses on our investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures and our share of real estate-related depreciation and amortization.

FFO is a non-GAAP financial measure. We believe the presentation of FFO, combined with the presentation of required GAAP financial measures, improves the understanding of operating results of REITs among the investing public and helps make comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for understanding and comparing our operating results because, by excluding gains and losses related to sales or a change in control of previously depreciated operating real estate assets, impairment losses and real estate asset depreciation and amortization (which can differ across owners of similar assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a company’s real estate across reporting periods and to the operating performance of other companies.

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

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BXP

The following table presents a reconciliation of net income attributable to BXP, Inc. to FFO attributable to BXP, Inc. for the three months ended June 30, 2026 and 2025:

Three months ended June 30,

2026

2025

(in thousands)

Net income attributable to BXP, Inc.

$

68,564

$

88,977

Add:

Noncontrolling interest—common units of the Operating Partnership

7,779

10,064

Noncontrolling interests in property partnerships

26,121

20,100

Net income

102,464

119,141

Add:

Depreciation and amortization

236,977

223,819

Noncontrolling interests in property partnerships’ share of depreciation and amortization

(23,336)

(20,945)

BXP’s share of depreciation and amortization from unconsolidated joint ventures

12,716

16,674

Corporate-related depreciation and amortization

(549)

(600)

Non-real estate depreciation and amortization

2,131

2,131

Impairment loss

18,036

—

Less:

Gains on sales included within loss from unconsolidated joint ventures

1,157

—

Gains on sales of real estate

6,997

18,390

Unrealized loss on non-real estate investments

(75)

(39)

Noncontrolling interests in property partnerships

26,121

20,100

Funds from Operations (FFO) attributable to the Operating Partnership common unitholders (including BXP, Inc.)

314,239

301,769

Less:

Noncontrolling interest—common units of the Operating Partnership’s share of funds from operations

30,827

30,117

Funds from Operations attributable to BXP, Inc.

$

283,412

$

271,652

Our percentage share of Funds from Operations—basic

90.19

%

90.02

%

Weighted average shares outstanding—basic

159,167

158,312

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The following tables present a reconciliation of net income attributable to BXP, Inc. to Diluted FFO attributable to BXP, Inc. for income (numerator) and shares/units (denominator) for the three months ended June 30, 2026 and 2025:

Three months ended June 30,

2026

2025

(in thousands)

Net income attributable to BXP, Inc.

$

68,564

$

88,977

Add:

Noncontrolling interest—common units of the Operating Partnership

7,779

10,064

Noncontrolling interests in property partnerships

26,121

20,100

Net income

102,464

119,141

Add:

Depreciation and amortization

236,977

223,819

Noncontrolling interests in property partnerships’ share of depreciation and amortization

(23,336)

(20,945)

BXP’s share of depreciation and amortization from unconsolidated joint ventures

12,716

16,674

Corporate-related depreciation and amortization

(549)

(600)

Non-real estate depreciation and amortization

2,131

2,131

Impairment loss

18,036

—

Less:

Gains on sales included within loss from unconsolidated joint ventures

1,157

—

Gains on sales of real estate

6,997

18,390

Unrealized loss on non-real estate investments

(75)

(39)

Noncontrolling interests in property partnerships

26,121

20,100

Funds from Operations (FFO) attributable to the Operating Partnership common unitholders (including BXP, Inc.)

314,239

301,769

Effect of Dilutive Securities:

Stock based compensation

—

—

Diluted FFO

314,239

301,769

Less:

Noncontrolling interest—common units of the Operating Partnership’s share of diluted FFO

30,733

30,056

Diluted FFO attributable to BXP, Inc. (1)

$

283,506

$

271,713

_______________

(1)BXP’s share of diluted Funds from Operations was 90.22% and 90.04% for the three months ended June 30, 2026 and 2025, respectively.

Three months ended June 30,

2026

2025

shares/units (in thousands)

Basic Funds from Operations

176,474

175,871

Effect of Dilutive Securities:

Stock based compensation

462

483

Diluted Funds from Operations

176,936

176,354

Less:

Noncontrolling interest—common units of the Operating Partnership’s share of diluted Funds from Operations

17,307

17,559

Diluted Funds from Operations attributable to BXP, Inc. (1)

159,629

158,795

_______________

(1)BXP’s share of diluted Funds from Operations was 90.22% and 90.04% for the three months ended June 30, 2026 and 2025, respectively.

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BPLP

The following table presents a reconciliation of net income attributable to Boston Properties Limited Partnership to FFO attributable to Boston Properties Limited Partnership for the three months ended June 30, 2026 and 2025:

Three months ended June 30,

2026

2025

(in thousands)

Net income attributable to Boston Properties Limited Partnership

$

79,302

$

100,843

Add:

Noncontrolling interests in property partnerships

26,121

20,100

Net income

105,423

120,943

Add:

Depreciation and amortization

235,321

222,116

Noncontrolling interests in property partnerships’ share of depreciation and amortization

(23,336)

(20,945)

BXP’s share of depreciation and amortization from unconsolidated joint ventures

12,716

16,674

Corporate-related depreciation and amortization

(549)

(600)

Non-real estate depreciation and amortization

2,131

2,131

Impairment loss

16,752

—

Less:

Gains on sales included within loss from unconsolidated joint ventures

1,157

—

Gains on sales of real estate

7,016

18,489

Unrealized loss on non-real estate investments

(75)

(39)

Noncontrolling interests in property partnerships

26,121

20,100

Funds from Operations attributable to Boston Properties Limited Partnership (1)

$

314,239

$

301,769

Weighted average shares outstanding—basic

176,474

175,871

_______________

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

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The following tables present a reconciliation of net income attributable to Boston Properties Limited Partnership to Diluted FFO attributable to Boston Properties Limited Partnership for income (numerator) and shares/units (denominator) for the three months ended June 30, 2026 and 2025:

Three months ended June 30,

2026

2025

(in thousands)

Net income attributable to Boston Properties Limited Partnership

$

79,302

$

100,843

Add:

Noncontrolling interests in property partnerships

26,121

20,100

Net income

105,423

120,943

Add:

Depreciation and amortization

235,321

222,116

Noncontrolling interests in property partnerships’ share of depreciation and amortization

(23,336)

(20,945)

BXP’s share of depreciation and amortization from unconsolidated joint ventures

12,716

16,674

Corporate-related depreciation and amortization

(549)

(600)

Non-real estate depreciation and amortization

2,131

2,131

Impairment loss

16,752

—

Less:

Gains on sales included within loss from unconsolidated joint ventures

1,157

—

Gains on sales of real estate

7,016

18,489

Unrealized loss on non-real estate investments

(75)

(39)

Noncontrolling interests in property partnerships

26,121

20,100

Funds from Operations attributable to Boston Properties Limited Partnership (1)

314,239

301,769

Effect of Dilutive Securities:

Stock based compensation

—

—

Diluted Funds from Operations attributable to Boston Properties Limited Partnership

$

314,239

$

301,769

_______________

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

Three months ended June 30,

2026

2025

shares/units (in thousands)

Basic Funds from Operations

176,474

175,871

Effect of Dilutive Securities:

Stock based compensation

462

483

Diluted Funds from Operations

176,936

176,354

Material Cash Commitments

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

During the three months ended June 30, 2026, we paid approximately $139.4 million to fund tenant-related obligations, including tenant improvements and leasing commissions.

In addition, during the three months ended June 30, 2026, we and our unconsolidated joint venture partners incurred approximately $119.4 million of new tenant-related obligations associated with approximately 1.2 million square feet of second generation leases, or approximately $99 per square foot. During the three months ended

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June 30, 2026, we signed approximately 551,000 square feet of first generation leases. The tenant-related obligations for the development properties are included within the projects’ “Estimated Total Investment” referred to in “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

Mentions · how they’re counted

CategoryUnderlinedWord counterModel’s count
AI

AI, artificial intelligence, generative AI, machine learning, large language model, LLM

332
Layoffs

layoffs, RIF, headcount reduction, workforce optimization, restructuring

0—0
Recession

recession, downturn, contraction, slowdown

001
Tariffs

tariff, trade war, trade barriers, trade restrictions, trade policy

110
Buybacks

share repurchase, buyback program

0—0

Underlines use the same word lists the scores use. AI, recession and tariffs follow Palanor’s word counter, so those counts match it exactly on the same text. Layoffs and buybacks use the terms the model was given. The model’s count is an estimate by meaning, not by string, so it can differ from the underlines.

Source: SEC EDGAR · public domain · Highlights by Palanor