SEC Form 4 · accession 0001246991-16-000512
BOSTON PROPERTIES LTD PARTNERSHIP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter D Johnston
Officer — Executive Vice President of GP
Period of report
Aug 10, 2016
Accepted (ET)
Aug 11, 2016 · 11:38 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001043121
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common OP UnitsF1,F2 | Aug 10, 2016 | C | 7,111 | — | A | 20,095 | D | |
| Common OP UnitsF1,F2 | Aug 10, 2016 | C | 7,111 | — | D | 12,984 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF3 | — | Aug 10, 2016 | C | 7,111 | D | — | — | Common OP Units | 7,111 | 29,914 | D |
Explanation of responses
- F1Represents common units of limited partnership interest ("Common OP Units") in the Issuer. Each Common OP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of Common Stock of Boston Properties, Inc. ("BPI"), the Issuer's sole general partner, except that BPI may, at its election, acquire each Common OP Unit so presented for redemption for one share of Common Stock of BPI.
- F27,111 of the Reporting Person's units of limited partnership interest ("LTIP Units") in the Issuer were converted into Common OP Units in the Issuer by the Reporting Person and the Common OP Units were redeemed for an equal number of shares of Common Stock of BPI, in accordance with the Issuer's Partnership Agreement.
- F3Represents LTIP Units in the Issuer issued as long term incentive compensation pursuant to BPI's equity based incentive programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into a Common OP Unit. Each Common OP Unit acquired upon conversion of an LTIP Unit may be redeemed, at the election of the holder, for cash equal to the then fair market value of a share of Common Stock of BPI except that BPI may, at its election, acquire each Common OP Unit so presented for redemption for one share of Common Stock of BPI. LTIP Units have no expiration date.