BXP, Inc. — Director's Dealing 2016

Jun 14, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOSTON PROPERTIES INC (BXP)
CIK: 0001037540
Period of Report: 2016-06-13

Reporting Person: RITCHEY RAYMOND A (Senior EVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-13	Common Stock, par value $.01	C	35000	—	Acquired	35000	Direct
2016-06-13	Common Stock, par value $.01	S	35000	$127.1417	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-06-13	Common OP Units	$	C	35000	Disposed		Common Stock (35000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common OP Units	$		Common Stock (31265)	31265	Indirect
Common OP Units	$		Common Stock (35600)	35600	Indirect

Footnotes

F1: 35,000 of the Reporting Person's common units of limited partnership interest ("Common OP Units") in Boston Properties Limited Partnership ("BPLP"), of which the Issuer is the sole general partner, were redeemed for an equal number of shares of the Issuer's Common Stock in accordance with BPLP's Partnership Agreement.

F2: Represents the weighted average sale price. These shares were sold in multiple transactions at sale prices ranging from $126.87 to $127.61, inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F3: Represents Common OP Units in BPLP. Each Common OP Unit may be presented for redemption, at the election of the holder, for cash equal to the fair market value of a share of the Issuer's Common Stock, except that the Issuer may, at it's election, acquire each Common OP Unit so presented for redemption for one share of Common Stock. Common OP Units have no expiration date.