SEC Form 4 · accession 0001209191-15-007527
BOX INC · BOX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Kate Mitchell
10% Owner
Scale Venture Partners III, L.P.
10% Owner
Scale Venture Management III, LLC
10% Owner
Stacey Bishop
10% Owner
Andrew L. Vitus
10% Owner
Period of report
Jan 28, 2015
Accepted (ET)
Jan 29, 2015 · 5:58 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001372612
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Existing Class A Common StockF1,F2,F3,F4 | Jan 28, 2015 | C | 6,711,857 | — | A | 6,711,857 | I | See footnote |
| Existing Class A Common StockF5,F4 | Jan 28, 2015 | J | 6,711,857 | — | D | 0 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C Preferred StockF4,F1 | — | Jan 28, 2015 | C | 6,170,618 | D | — | — | Existing Class A Common Stock | 6,170,618 | 0 | I |
| Series D Preferred StockF4,F2 | — | Jan 28, 2015 | C | 503,056 | D | — | — | Existing Class A Common Stock | 503,056 | 0 | I |
| Series E Preferred StockF4,F3 | — | Jan 28, 2015 | C | 38,183 | D | — | — | Existing Class A Common Stock | 38,183 | 0 | I |
| Class B Common StockF4,F6 | — | Jan 28, 2015 | J | 6,711,857 | A | — | — | Class A Common Stock | 6,711,857 | 6,711,857 | I |
Explanation of responses
- F1The Series C Preferred Stock automatically converted into the Issuer's existing Class A Common Stock ("Existing Class A Common Stock") on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F2The Series D Preferred Stock automatically converted into the Issuer's Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F3The Series E Preferred Stock automatically converted into the Issuer's Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F4The shares are held of record by Scale Venture Partners III, L.P. ("SVP III"). Scale Venture Management III, LLC ("SVM III"), the general partner of SVP III, has sole voting and dispositive power with respect to the shares held by SVP III. Stacey Bishop, Kate Mitchell, Rory O'Driscoll and Andy Vitus, the managing members of SVM III, share voting and dispositive power with respect to the shares help by SVP III. The reporting persons disclaim beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
- F5Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Existing Class A Common Stock, each share of Existing Class A Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
- F6Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.