SEC Form 4 · accession 0001246991-15-000202
BXP, Inc. · BXP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael E Labelle
Officer — SVP and CFO
Period of report
Jun 1, 2015
Accepted (ET)
Jun 2, 2015 · 12:45 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001037540
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01F1,F2 | Jun 1, 2015 | M | 5,538 | $87.70 | A | 11,105 | D | |
| Common Stock, par value $0.01 | Jun 1, 2015 | S | 5,538 | $131.5162 | D | 5,567 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F1,F2,F3 | $87.70 | Jun 1, 2015 | M | 5,538 | D | — | Jan 28, 2021 | Common Stock | 5,538 | 0 | D |
Explanation of responses
- F1In (1) January 2014, the Issuer paid a special dividend of $2.25 per share of Common Stock to all stockholders of record as of the close of business on December 31, 2013 and (2) January 2015, the Issuer paid a special dividend of $4.50 per share of Common Stock to all stockholders of record as of the close of business on December 31, 2014. In connection with these special dividends, the Issuer's Board of Directors adjusted all options that were awarded, but not exercised, prior to the ex-dividend date for each special dividend to account for the effect of each special dividend. The number of shares subject to each such option was increased and the exercise price correspondingly decreased such that each option had the same fair value to the holder before and after giving effect to the payment of each special dividend.
- F2Pursuant to the adjustments described in Footnote 1, the number of shares underlying Mr. LaBelle's options increased by (1) 115 from 5,239 to 5,354 in January 2014 and (2) 184 from 5,354 to 5,538 in January 2015 and the per share exercise price was correspondingly decreased.
- F3The options vested in four equal annual installments beginning on January 15, 2012.