Form 4: BXP Director Acquires Phantom Stock Units

BXP Director Julie Richardson acquired 481.7 phantom stock units as part of her compensation plan, increasing her total beneficial ownership.

Summary

• Julie Richardson, a Director at BXP, Inc. (BXP), acquired 481.7 Phantom Stock Units on March 31, 2026.
• The Phantom Stock Units were acquired at a price of $51.9 per unit.
• Following this transaction, Richardson beneficially owns a total of 1,367.25 Phantom Stock Units.
• These units convert to BXP common stock on a 1-for-1 basis and are awarded under BXP's 2021 Stock Incentive Plan to non-employee directors who elect them in lieu of cash compensation.
• The units are settled in BXP common stock (or cash for fractional units) in a lump sum or ten annual installments following the director's retirement from the board.
• Directors may reallocate portions of their notional investment from BXP common stock to measurement funds after their board service ends, with such amounts settled in cash.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event, reflecting a director's continued alignment with shareholder interests through equity compensation, which is a standard and healthy corporate governance practice.

Positives

• A director's acquisition of phantom stock units aligns their interests with those of common shareholders, as the value of these units is tied to the company's stock performance.
• The transaction is part of a structured compensation plan, indicating a consistent approach to director incentives.

Future Outlook

The filing indicates that Phantom Stock Units will be settled in BXP common stock (or cash for fractional units) following the reporting person's retirement from the BXP Board of Directors, either in a lump sum or ten annual installments, based on the director's election.

Management Comments

• The Phantom Stock Units are awarded under BXP's 2021 Stock Incentive Plan to non-employee directors who elected to receive Phantom Stock Units in lieu of director cash compensation fees.

Industry Context

StockSavvy.ai notes that insider transactions, particularly those involving equity compensation, are common in the real estate investment trust (REIT) sector. Such awards are designed to align the interests of non-employee directors with long-term shareholder value, a standard practice across publicly traded companies.

Comparison to Industry Standards

• The use of Phantom Stock Units as a form of non-employee director compensation is a common practice across various industries, including REITs, aligning director incentives with company performance.
• The option for deferred settlement and reallocation to measurement funds provides flexibility, which is a feature seen in many sophisticated executive and director compensation plans, comparable to those offered by peers like Simon Property Group (SPG) or Public Storage (PSA) in the REIT space, though specific plan details vary.

Stakeholder Impact

• Shareholders: The acquisition of phantom stock units by a director generally signals alignment of interests, as the director's compensation is tied to the company's stock performance, potentially benefiting long-term shareholder value.

Next Steps

• Settlement of Phantom Stock Units in BXP common stock (or cash for fractional units) following Julie Richardson's retirement from the BXP Board of Directors, either in a lump sum or ten annual installments.
• Potential future elections by Julie Richardson to reallocate portions of her notional investment from BXP common stock to measurement funds after her board service ends.

Key Dates

Keywords

BXP, Phantom Stock Units, Insider Transaction, Director Compensation, SEC Form 4, Equity Compensation, Stock Incentive Plan