SEC Form 4 · accession 0001246991-19-000079
BOSTON PROPERTIES LTD PARTNERSHIP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank D Burt
Officer — Senior Vice President of GP
Period of report
Feb 15, 2019
Accepted (ET)
Feb 20, 2019 · 5:04 pm EST
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 | Feb 19, 2019 | C | 2,000 | — | A | 2,000 | D | |
| Common OP UnitsF1,F2 | Feb 19, 2019 | C | 2,000 | — | D | 0 | 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,F4,F5 | — | Feb 15, 2019 | A | 464 | A | — | — | Common OP Units | 464 | 11,310 | D |
| LTIP UnitsF6 | — | Feb 19, 2019 | C | 2,000 | D | — | — | Common OP Units | 10,798 | 9,310 | 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. Common OP Units have no expiration date.
- F22,000 of the Reporting Person's Common OP Units in the Issuer were redeemed for an equal number of shares of Common Stock of BPI, in accordance with the terms of the Issuer's Partnership Agreement.
- F3Represents units of limited partnership interest in the Issuer earned (i.e., for which the performance-based hurdles have been met) pursuant to Boston Properties, Inc.'s ("BPI's"), the Issuer's sole general partner's, 2016 Multi-Year Long-Term Incentive Program (the "Program").
- F4Conditioned 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 unit of limited partnership interest in the Issuer ("Common OP Unit"). Each Common OP Unit acquired upon conversion of an LTIP 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 BPI, except that BPI may, at its election, acquire each Common OP Unit so presented for one share of BPI's Common Stock. LTIP Units have no expiration date.
- F5The 464 LTIP Units earned pursuant to the Program vested 50% upon being earned and 50% will vest on February 9, 2020.
- F6Represents units of limited partnership 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 unit of limited partnership interest in the Issuer ("Common OP Unit"). Each Common OP Unit acquired upon conversion of an LTIP 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 BPI, except that BPI may, at its election, acquire each Common OP Unit so presented for one share of BPI's Common Stock. LTIP Units have no expiration date.