BXP, Inc.

BXP, Inc. is a fully integrated, self-administered and self-managed real estate investment trust (REIT) and one of the largest publicly-traded office REITs (based on total market capitalization as of December 31, 2025) in the United States that develops, owns and manages primarily premier workplaces. The company's properties are concentrated in six dynamic gateway markets: Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC. At December 31, 2025, BXP owned or had joint venture interests in a portfolio of 179 ¹ commercial real estate properties, aggregating approximately 52.6 million ² net rentable square feet of primarily premier workplaces, including eight properties under construction/redevelopment totaling approximately 3.5 million ³ net rentable square feet. The properties consisted of 157 ⁴ office properties (including four properties under construction/redevelopment), 14 ⁵ retail properties (including one property under construction), seven ⁶ residential properties (including three properties under construction), and one ⁷ hotel.

BXP competes in the leasing of premier workplace, retail and residential space with a considerable number of other real estate companies, some of which may have greater financial resources. The company's competitive advantages include its development experience, organizational depth, utilization of joint venture partner relationships, and balance sheet position, which allow it to selectively develop premier workplaces. Additional competitive factors include control of sites that could support approximately 13.6 million ⁸ and 4.7 million ⁹ of additional square feet of new office and residential developments, respectively, a reputation gained through 56 ¹⁰ years of successful operations, relationships with leading national corporations, universities and public institutions, relationships with nationally recognized financial institutions, a track record for executing acquisitions efficiently, ability to act quickly on due diligence and financing, relationships with institutional buyers and sellers, ability to procure entitlements from multiple municipalities, and relationships with domestic and foreign investors.

BXP generates revenue primarily through the ownership, management, and leasing of premier workplaces, including office, retail, residential, and hotel properties. The company is a full-service real estate company with substantial in-house expertise in acquisitions, development, financing, capital markets, construction management, property management, marketing, leasing, accounting, risk management, tax and legal services. BXP refers to its tenants as 'clients' due to the many facets of continuous engagements that span beyond the usual tenant/landlord relationship. The company's business is conducted through Boston Properties Limited Partnership (BPLP), an umbrella partnership REIT (UPREIT) structure, with BXP as the sole general partner. As of December 31, 2025, BXP owned an approximate 89.7% ¹¹ ownership interest in BPLP, with the remaining approximate 10.3% ¹² interest owned by limited partners.

BXP's portfolio at December 31, 2025, consisted of 157 ¹³ office properties (including four properties under construction/redevelopment), 14 ¹⁴ retail properties (including one property under construction), seven ¹⁵ residential properties (including three properties under construction), and one ¹⁶ hotel. The weighted-average lease term of in-place leases based on square feet, including leases signed by unconsolidated joint ventures, was approximately 7.9 ¹⁷ years. In 2025, BXP executed approximately 5.6 million ¹⁸ square feet of leases with a weighted-average lease term of 10.1 ¹⁹ years. Based on leases in place at December 31, 2025, leases with respect to approximately 2.6% ²⁰, or approximately 1.2 million ²¹ square feet, of the total square feet in the portfolio, including unconsolidated joint ventures but excluding Gateway Commons and North First Business Park, will expire in calendar year 2026. The total development pipeline, including office, laboratory/life sciences and retail developments, but excluding residential developments, was 61% ²² pre-leased as of February 20, 2026.

During the year ended December 31, 2025, BXP acquired 2100 M Street, a vacant office building in Washington, DC, for a purchase price, including transaction costs, of approximately $55.9 million ²³ of cash. Excluding unconsolidated joint ventures, BXP completed eight ²⁴ sale transactions for an aggregate gross sales price of approximately $702.6 million ²⁵, resulting in net proceeds of approximately $682.5 million ²⁶ and gains on sales of real estate of $175.0 million ²⁷ and $177.6 million ²⁸ for BXP and BPLP, respectively. BXP recognized impairment losses of approximately $85.8 million ²⁹ and $82.9 million ³⁰ for BXP and BPLP, respectively. BXP commenced development/redevelopment of four ³¹ properties, including 343 Madison Avenue in New York City, aggregating approximately 1.9 million ³² in estimated net rentable square feet when complete, with the company's share of the aggregated estimated total investment to complete these properties being approximately $2.1 billion ³³. BXP also partially or fully placed in-service four ³⁴ properties that totaled approximately 727,000 ³⁵ net rentable square feet. As of December 31, 2025, BXP had eight ³⁶ properties under construction/redevelopment, aggregating approximately 3.5 million ³⁷ in estimated net rentable square feet when completed, with an estimated share of the aggregate total investment to complete these projects of approximately $3.9 billion ³⁸, of which approximately $2.5 billion ³⁹ remained to be invested. BXP acquired its partner's 45% ⁴⁰ ownership interest in the consolidated entity developing 343 Madison Avenue for approximately $43.5 million ⁴¹ of cash. BXP acquired an aggregate of 291,040 ⁴² common units of limited partnership interest, including a total of 87,398 ⁴³ common units issued upon the conversion of LTIP Units, 2012 OPP Units and 2013-2021 MYLTIP awards, presented by the holders for redemption, in exchange for an equal number of shares of BXP common stock. BXP's unconsolidated joint ventures completed three ⁴⁴ sale transactions, with BXP's share of the aggregate gross sales price being approximately $237.7 million ⁴⁵, resulting in BXP's share of net proceeds of approximately $170.2 million ⁴⁶ and recognized gains on sales of approximately $53.7 million ⁴⁷. BXP recognized an other-than-temporary impairment loss on its investment in Gateway Commons of approximately $145.1 million ⁴⁸. In the aggregate, excluding unconsolidated joint ventures, BXP's debt market activities totaled approximately $4.2 billion ⁴⁹. BXP repaid $850.0 million ⁵⁰ of 3.20% unsecured senior notes due January 15, 2025, upsized the unsecured commercial paper program from $500.0 million ⁵¹ to $750.0 million ⁵² in March 2025, extended the maturity date for the $700.0 million ⁵³ unsecured term loan to 2030, upsized the amended and restated revolving credit agreement from $2.0 billion ⁵⁴ to $2.25 billion ⁵⁵ and extended its maturity date to 2030 in March 2025, and issued $1.0 billion ⁵⁶ of 2.00% unsecured exchangeable senior notes due 2030 in September 2025. BPLP entered into an interest rate swap contract with a notional amount of $300.0 million ⁵⁷ to fix Daily Simple SOFR at a fixed interest rate of 3.6775% ⁵⁸ per annum. BXP's unconsolidated joint ventures' debt market activities totaled approximately $1.2 billion ⁵⁹, of which BXP's share was approximately $0.5 billion ⁶⁰.

At BXP's September 2025 Investor Day, management detailed a three-year action plan focused on near-term earnings growth by leveraging BXP's operational expertise and portfolio of premier workplaces within core gateway markets to: grow occupancy; develop premier assets with a focus on projects underway and a selective approach to future opportunities; execute on a multi-year asset sales program to dispose of non-income producing land, select residential, and non-strategic and select strategic office assets, with proceeds designated to reduce leverage and fund the development pipeline; and secure private equity partnerships on select assets to complement other funding sources and increase investment yields.

A key component of BXP's strategic action plan is the execution of a multi-year asset sales program to generate approximately $1.9 billion ⁶¹ in net proceeds to fund the development pipeline and reduce leverage. BXP also intends to pursue external growth through selective development of premier workplaces, including high-rise urban developments, mixed-use developments (including office, residential and retail), low-rise suburban office and residential properties, within budget and on schedule. The company believes it is well-positioned to achieve external growth through acquisitions and may explore joint venture or lending opportunities with existing property owners located in desirable locations. BXP also intends to seek third-party development contracts to enable it to retain and utilize existing development and construction management staff, especially when internal development is less active or when new development is less-warranted due to market conditions.

BXP's internal growth strategies focus on increasing cash flow from existing properties through an increase in occupancy and rental rates, as the properties are of high quality and in desirable locations with diversified economies that have historically experienced job growth. The strategy includes providing high-quality property management services using employees to encourage clients to renew, expand and relocate; achieving speed and transaction cost efficiency in replacing departing clients through in-house services; and working with new or existing clients with space expansion or contraction needs, leveraging expertise and clustering of assets to maximize cash flow. BXP also expects to benefit from the re-development of existing assets, where increasing building size and/or cash flow can generate appropriate returns on incremental investment.

BXP's capital allocation strategy includes a multi-year asset sales program to generate approximately $1.9 billion ⁶² in net proceeds to fund the development pipeline and reduce leverage. The company also plans to secure private equity partnerships on select assets to complement other funding sources and increase investment yields. BXP's debt market activities in 2025 totaled approximately $4.2 billion ⁶³, underscoring consistent access to debt capital. The company upsized its unsecured commercial paper program from $500.0 million ⁶⁴ to $750.0 million ⁶⁵ and upsized its revolving credit agreement from $2.0 billion ⁶⁶ to $2.25 billion ⁶⁷ with a maturity date extended to 2030. BXP also issued $1.0 billion ⁶⁸ of 2.00% unsecured exchangeable senior notes due 2030.

BXP's development pipeline as of December 31, 2025, included eight ⁶⁹ properties under construction/redevelopment, aggregating approximately 3.5 million ⁷⁰ in estimated net rentable square feet when completed. The company estimates its share of the aggregate estimated total investment to complete these projects is approximately $3.9 billion ⁷¹, of which approximately $2.5 billion ⁷² remained to be invested as of December 31, 2025. The total development pipeline, including office, laboratory/life sciences and retail developments, but excluding residential developments, was 61% ⁷³ pre-leased as of February 20, 2026. BXP's unconsolidated joint ventures' debt market activities totaled approximately $1.2 billion ⁷⁴, of which BXP's share was approximately $0.5 billion ⁷⁵.

BXP's capital allocation also includes the 2025 Multi-Year Long-Term Incentive Program awards approved on January 22, 2025, with an aggregate value of approximately $12.7 million ⁷⁶, and the 2025 Outperformance Plan Awards approved on December 22, 2025, with an aggregate value of approximately $31.9 million ⁷⁷ for an opportunity to earn up to an aggregate of 711,864 ⁷⁸ LTIP Units. BXP also acquired an aggregate of 291,040 ⁷⁹ common units of limited partnership interest in exchange for an equal number of shares of BXP common stock during 2025.

BXP's performance depends upon the economic conditions, particularly the supply and demand characteristics, of its six gateway markets: Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC. Market and economic volatility due to adverse economic and political conditions, health crises or dislocations in the credit markets could have a material adverse effect on results of operations, financial condition and ability to pay dividends and/or distributions. The company faces risks associated with sustained changes in client preferences and space utilization from full-time, collective in-person work environments to hybrid or remote work models and/or changes from workforce reduction due to artificial intelligence, which could decrease overall demand for workplaces and negatively impact market rental rates and property values. BXP's maturing debt bears interest at lower rates than current market rates, which has increased, and may continue to increase interest costs and could adversely impact the ability to refinance existing debt or sell assets on favorable terms or at all. The company's degree of leverage could limit its ability to obtain additional financing or affect the market price of its equity and debt securities. BXP also faces risks associated with climate change and severe weather events, as well as regulatory efforts intended to reduce the effects of climate change, and potential liability for environmental contamination could result in substantial costs.

Management's message to shareholders, as detailed at the September 2025 Investor Day, emphasizes a three-year action plan focused on near-term earnings growth by leveraging BXP's operational expertise and portfolio of premier workplaces within core gateway markets. The strategic priorities emphasized for the period ahead include: growing occupancy; developing premier assets with a focus on projects underway and a selective approach to future opportunities; executing on a multi-year asset sales program to generate approximately $1.9 billion ⁸⁰ in net proceeds to dispose of non-income producing land, select residential, and non-strategic and select strategic office assets, with proceeds designated to reduce leverage and fund the development pipeline; and securing private equity partnerships on select assets to complement other funding sources and increase investment yields. Management believes these components align with the broader, long-term strategy of maintaining leadership in core markets, prudently growing the portfolio, and disciplined capital allocation to drive shareholder value.