Boston Properties Files 8-K for Corporate Updates

TL;DR

BXP filed an 8-K for corporate structure changes, no major financial news.

AI Summary

Boston Properties Inc. filed an 8-K on June 20, 2024, to report amendments to its articles of incorporation or bylaws, other events, and financial statements and exhibits. The filing details changes related to its corporate structure and governance, with no specific dollar amounts or new financial figures disclosed in this particular report.

Why It Matters

This filing indicates changes in Boston Properties' corporate structure or governance, which could impact its operational framework and regulatory compliance.

Risk Assessment

Risk Level: low — The filing is procedural, reporting on corporate governance and administrative matters rather than significant financial events or strategic shifts.

Key Players & Entities

• BOSTON PROPERTIES INC (company) — Filer
• BOSTON PROPERTIES LTD PARTNERSHIP (company) — Related Filer
• 0001656423-24-000036 (document_id) — Accession Number
• 20240620 (date) — Filing Date

FAQ

Key Financial Figures

• $0.01 — roperties, Inc. Common Stock, par value $0.01 per share BXP New York Stock Exchange

Filing Documents

• bxp-20240620.htm (8-K) — 39KB
• exhibit31tonamechangechart.htm (EX-3.1) — 7KB
• exhibit32tonamechangebyxla.htm (EX-3.2) — 173KB
• exhibit101tonamechangelpaa.htm (EX-10.1) — 8KB
• 0001656423-24-000036.txt ( ) — 431KB
• bxp-20240620.xsd (EX-101.SCH) — 2KB
• bxp-20240620_def.xml (EX-101.DEF) — 15KB
• bxp-20240620_lab.xml (EX-101.LAB) — 27KB
• bxp-20240620_pre.xml (EX-101.PRE) — 16KB
• bxp-20240620_htm.xml (XML) — 4KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On June 20, 2024, Boston Properties, Inc., a Delaware corporation (the "Company"), filed a Certificate of Amendment to the Company's Amended and Restated Certificate of Incorporation to change the Company's name to "BXP, Inc." (the "Charter Amendment"). The Charter Amendment shall become effective as of 12:00 a.m. EDT on July 1, 2024 (the "Effective Time") and is filed as Exhibit 3.1 hereto and incorporated herein by reference. At and after the Effective Time, the Company's common stock will continue to trade on the New York Stock Exchange under the ticker symbol "BXP." The change of the Company's name will not affect the rights of security holders of the Company. Outstanding stock certificates representing shares of the Company's common stock, par value $0.01 per share, will not be affected by the change in the Company's name and will continue to be valid. In addition, the Company's Third Amended and Restated By-laws (the "By-laws"), as restated to reflect the change in the Company's name and incorporate the previously adopted Amendment No. 1 dated May 20, 2020 (the "Restated By-laws"), are filed as Exhibit 3.2 hereto and incorporated herein by reference. The Restated By-laws shall be effective at the Effective Time.

01. Other Events

Item 8.01. Other Events. Also in connection with the change in the Company's name, the Company, in its capacity as sole general partner of Boston Properties Limited Partnership, a Delaware limited partnership and the entity through which the Company conducts substantially all of its business ("BPLP"), amended the Second Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement Amendment") of BPLP solely to reflect the change in the Company's name. The Partnership Agreement Amendment shall be effective at the Effective Time and is included as Exhibit 10.1 hereto and incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description *3.1 Certificate of Amendment to Boston Properties, Inc.'s Amended and Restated Certificate of Incorporation. *3.2 Restated By-laws of B XP , Inc. *10.1 Two Hundred and Nineteenth Amendment to the Second Amended and Restated Agreement of Limited Partnership of Boston Properties Limited Partnership. *101.SCH Inline XBRL Taxonomy Extension Schema Document. *101.LAB Inline XBRL Taxonomy Extension Calculation Linkbase Document *101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. *101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. *104 Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101.*). *Filed herewith.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. BOSTON PROPERTIES, INC. By: /s/ MICHAEL E. LABELLE Michael E. LaBelle Executive Vice President, Chief Financial Officer and Treasurer BOSTON PROPERTIES LIMITED PARTNERSHIP By: Boston Properties, Inc., its General Partner By: /s/ MICHAEL E. LABELLE Michael E. LaBelle Executive Vice President, Chief Financial Officer and Treasurer Date: June 20, 2024