Form 4: BXP Inc. Director Joel Klein Acquires Phantom Stock Units

Director Joel Klein acquired phantom stock units convertible to BXP Inc. common stock as part of the company's 2021 Stock Incentive Plan.

Summary

• On March 31, 2025, Joel Klein, a director of BXP, Inc., acquired 595.33 phantom stock units.
• These units were awarded under BXP's 2021 Stock Incentive Plan as an alternative to director cash compensation fees.
• The phantom stock units convert to BXP common stock on a 1-for-1 basis.
• The price of the stock at the time of the transaction was $67.19.
• Following the transaction, Klein beneficially owns 20,281.53 phantom stock units.
• These units will be settled in shares of BXP common stock (with fractional units settled in cash) either in a lump sum or in ten annual installments following Klein's retirement from the BXP Board of Directors.
• Klein also holds 262.91 Phantom Stock Units received pursuant to dividend equivalent rights which were credited to the Reporting Person on January 30, 2025.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. It reflects a routine transaction related to director compensation, indicating alignment of interests with shareholders.

Positives

• The acquisition of phantom stock units by a director aligns their interests with those of the shareholders.
• The 2021 Stock Incentive Plan provides flexibility for non-employee directors in choosing their compensation structure.

Future Outlook

The phantom stock units will be settled in shares of BXP common stock (except that fractional units, if any, will be settled in cash) in a lump sum or in ten annual installments, at the reporting person's election, following the reporting person's retirement from the BXP Board of Directors.

Industry Context

Stock incentive plans are a common method of compensating directors and aligning their interests with shareholders in the real estate investment trust (REIT) industry.

Comparison to Industry Standards

• Many REITs use stock-based compensation for directors, including phantom stock units, restricted stock, and stock options.
• The specific terms of BXP's 2021 Stock Incentive Plan, such as the vesting schedule and settlement options, are likely comparable to those offered by other large REITs such as Simon Property Group (SPG) and Prologis (PLD).

Stakeholder Impact

• The acquisition of phantom stock units by a director can positively influence shareholder sentiment by aligning management's interests with those of the shareholders.

Key Dates

Keywords

BXP, Joel Klein, phantom stock units, director compensation, stock incentive plan, Form 4, beneficial ownership