SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
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Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material Pursuant to §240.14a-12
BOSTON PROPERTIES, INC.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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BOSTON PROPERTIES, INC.
800 BOYLSTON STREET, SUITE 1900*** Exercise Your Right to Vote ***
BOSTON, MA 02199Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on May 20, 2020.
ATTN: INVESTOR RELATIONS
BOSTON PROPERTIES, INC. Meeting Information*
Meeting Type: Annual Meeting
For holders as of: March 25, 2020
Date: May 20, 2020 Time: 9:00 AM EDT
Location: Metropolitan Square
655 15th St, NW
Washington, D.C. 20005
*Depending on the status of health concerns about the coronavirus, or COVID-19, we may decide to hold theAnnual Meeting by live audio webcast instead of holding theAnnual Meeting at Metropolitan Square. The Company will publicly announce a decision to hold the Annual Meeting, at the same date and time, solely by audio webcast in a press release available at http://investors.bxp.com/press-releases as soon as practicable before the Annual Meeting. In the event the Annual Meeting is not held at Metropolitan Square, you or your proxyholder may participate, vote and examine our stockholder list by visiting www.virtualshareholdermeeting.com/BXP2020 and using your 16-digit control number. You are receiving this communication because you hold shares in the company named above.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting.
P38343 proxy See the materials reverse and side voting of this instructions. notice to obtain
Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT ANNUAL REPORT TO STOCKHOLDERS
How to View Online:
Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the
following page) and visit: www.proxyvote .com.
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: email@example.com
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Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 6, 2020 to facilitate timely delivery.
How To Vote
Please Choose One of the Following Voting Methods
marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
Vote In Person:
Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any
special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions D05130 Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
The Board of Directors recommends you vote FOR
all of the nominees for director listed.
1. Election of Directors:
Nominees: The Board of Directors recommends you vote FOR
proposals 2 and 3.
1a. Joel I. Klein
2. To approve, by non-binding, advisory resolution,
the Companys named executive officer
1b. Kelly A. Ayotte compensation.
3. To ratify the Audit Committees appointment of
1c. Bruce W. Duncan PricewaterhouseCoopers LLP as the Companys
independent registered public accounting firm
1d. Karen E. Dykstra for the fiscal year ending December 31, 2020.
NOTE: In their discretion, the proxies are authorized to
1e. Carol B. Einiger vote upon any other matters that are properly brought
by or at the direction of the Board of Directors before
the Annual Meeting and at any adjournments or
1f. Diane J. Hoskins postponements thereof.
1g. Douglas T. Linde
1h. Matthew J. Lustig
1i. Owen D. Thomas
1j. David A. Twardock
1k. William H. Walton, III