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Hudson Pacific Properties, Inc.

For the period ended May 28, 2026. Filed Apr 23, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 28, 2026 · Filed Apr 23, 2026

HPP$8.49-3.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

(Amendment No. )

​​
Filed by the Registrant ☒Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Under § 240.14a-12

Hudson Pacific Properties, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒No fee required
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a- 6(i)(1) and 0-11

|** **ABOUT HUDSON PACIFIC PROPERTIES

Hudson Pacific Properties, Inc. (NYSE:HPP) is a real estate investment trust serving dynamic tech and media tenants in global epicenters for these synergistic, converging and secular growth industries. Hudson Pacific’s unique and high-barrier tech and media focus leverages a full-service, end-to-end value creation platform forged through deep strategic relationships and niche expertise across identifying, acquiring, transforming and developing properties into world-class amenitized, collaborative and sustainable office and studio space.

As of 12/31/25. Represents 100% of consolidated and unconsolidated joint ventures for owned in-service, repositioning, and under construction office and studio assets.

FORWARD-LOOKING STATEMENTS

Certain written and oral statements made or incorporated by reference from time to time by us or our representatives in this Proxy Statement, other filings or reports filed with the SEC, press releases, conferences, or otherwise, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended, or the Securities Act, as amended, and Section 21E of the Exchange Act). In particular, statements relating to our liquidity and capital resources, portfolio performance and results of operations contain forward-looking statements. Furthermore, all of the statements regarding future financial performance (including anticipated funds from operations, or FFO, market conditions and demographics) are forward-looking statements. We are including this cautionary statement to make applicable and take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 for any such forward-looking statements. We caution investors that any forward-looking statements presented in this Annual Report on Form 10-K, or that management may make orally or in writing from time to time, are based on management’s beliefs and assumptions made by, and information currently available to, management. When used, the words “anticipate,” “believe,” “expect,” “intend,” “may,” “might,” “plan,” “estimate,” “project,” “should,” “will,” “result” and similar expressions that do not relate solely to historical matters are intended to identify forward looking statements. Such statements are subject to risks, uncertainties and assumptions and may be affected by known and unknown risks, trends, uncertainties and factors that are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. We expressly disclaim any responsibility to update forward-looking statements, whether as a result of new information, future events or otherwise. Accordingly, investors should use caution in relying on past forward-looking statements, which were based on results and trends at the time they were made, to anticipate future results or trends.

DEAR FELLOW STOCKHOLDERS,On behalf of the entire Board of Directors of Hudson Pacific Properties, we invite you to attend our Annual Meeting of Stockholders on Thursday, May 28, 2026 at 9:00 am (PDT). The meeting will be held at our headquarters, located at 11601 Wilshire Boulevard, Ninth Floor, Los Angeles, California 90025. The proxy statement and accompanying notice describe the matters to be voted on and why the Board believes they are in the best interests of stockholders. Please review these materials and vote as soon as possible, even if you plan to attend. Your proxy or voting instruction card includes information on how to vote your shares.In 2025, Hudson Pacific undertook decisive actions to strengthen our financial position amid continued challenges across the office and studio sectors. We enhanced balance sheet flexibility and operating efficiency through a transformative equity capital raise, targeted asset sales, and meaningful cost reductions. These actions reduced net debt, increased liquidity, and streamlined our cost structure to better align with current market conditions. At the same time, we delivered our strongest leasing performance since 2019 and advanced key initiatives within our studio platform. While market conditions remain dynamic, we believe these steps represent an important inflection point and position Hudson Pacific to navigate the near term and drive long-term value creation.Our Board of Directors remains committed to strong corporate governance and alignment with our stockholders. The Board and management work in close partnership to provide effective oversight of strategy, risk, and performance. We value stockholder perspectives and appreciate feedback received over the past year through our engagement efforts. This input has informed the Board’s governance priorities and the Compensation Committee’s decisions, and is reflected in enhancements to our executive compensation and governance disclosures in this year’s proxy statement.Over the past year, we continued to advance our Board refreshment efforts as part of our ongoing commitment to strong governance and alignment with our strategic priorities. This included further evolution of our Board composition, with the addition of new independent directors and the planned transition of several long-tenured members. We also extend our sincere appreciation to Michael Nash for his service and leadership, including his contributions as Audit Committee Chair, and thank him for his dedication to Hudson Pacific, as he will not stand for re-election at the 2026 Annual Meeting.Thank you for your continued support of Hudson Pacific.​ ​ ​​​​​​​​“We believe the steps taken in 2025 represent an important inflection point and position Hudson Pacific to navigate the near term and drive long-term value creation.”​​​​
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Sincerely,​​​Victor J. ColemanChief Executive Officer & ChairmanSincerely,​​​​​Robert L. Harris IILead Independent Director​

|** **NOTICE OF 2026 ANNUAL

MEETING OF STOCKHOLDERS

Annual Meeting Proposals

PROPOSAL​
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1​The election of 7 directors, each to serve until the next annual meeting of our stockholders and until his or her successor is duly elected and qualifiesFORSee page 7
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2​The advisory approval of the Company’s executive compensation for the fiscal year ended December 31, 2025, as more fully disclosed in the accompanying Proxy StatementFORSee page 31
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3​The ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026FORSee page 67​
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We are not aware of any other matters that may properly be presented at the 2026 Annual Meeting. If any other matters are properly brought before the Annual Meeting or at any adjournment or postponement thereof, the proxy holders will vote on such matters in their discretion.

Proxy Voting

These proxy materials were first made available to stockholders on April 23, 2026. Whether or not you plan to attend the Annual Meeting, we urge you to vote your shares ahead of time. If your shares are held by a broker, bank or other nominee, please follow the instructions they provide on how to vote your shares. Additional information can be found beginning on page 72 – “Questions and Answers About the Annual Meeting of Stockholders.”

By Order of the Board of Directors,

Kay L. Tidwell**

**Executive Vice President,

General Counsel, Chief Risk Officer and Secretary

LOGISTICS
Date and TimeThursday, May 28, 20269:00 a.m. (PDT)
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Place11601 Wilshire Blvd, Ninth FloorLos Angeles, California 90025
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Record DateMarch 20, 2026
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HOW TO VOTE
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By Internetwww.investorvote.com/HPP
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By MailComplete and sign the proxy card and return in the enclosed pre-paid envelope.​
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Phone1-800-652-VOTE (8683)
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In-PersonPlease bring your admission ticket(attached to your proxy card or within the e-mail by which you received your proxy statement).
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IMPORTANT NOTICE ABOUT THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 28, 2026This proxy statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (“Annual Report”) are available on the Internet at www.investorvote.com/HPP, which you can access by using the control number provided on your proxy card, voting instruction form or Notice of Internet Availability of Proxy Materials. The materials are also available on the Investors section of our website at Investors.HudsonPacificProperties.com. References to websites in this proxy statement are provided for convenience only. Our website is for informational purposes only and the contents of our website or information connected thereto are not a part of this proxy statement and are not deemed incorporated by reference into this proxy statement or any other public filing made with the U.S. Securities and Exchange Commission.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.