SEC Form 4 · accession 0001209191-15-007982
BOX INC · BOX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
EMERGENCE CAPITAL PARTNERS II LP
10% Owner
EMERGENCE EQUITY PARTNERS II, L.P.
10% Owner
EMERGENCE GP PARTNERS, LLC
10% Owner
Period of report
Jan 28, 2015
Accepted (ET)
Jan 30, 2015 · 5:37 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 | Jan 28, 2015 | C | 1,689,028 | — | A | 1,689,028 | I | See footnote |
| Existing Class A Common StockF4,F3 | Jan 28, 2015 | J | 1,689,028 | — | 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 D Preferred StockF1,F3 | — | Jan 28, 2015 | C | 1,502,261 | D | — | — | Existing Class A Common Stock | 1,502,261 | 0 | I |
| Series D-1 Preferred StockF2,F3 | — | Jan 28, 2015 | C | 186,767 | D | — | — | Existing Class A Common Stock | 186,767 | 0 | I |
| Class B Common StockF5,F3 | — | Jan 28, 2015 | J | 1,689,028 | A | — | — | Class A Common Stock | 1,689,028 | 1,689,028 | I |
Explanation of responses
- F1The Series D 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-1 Preferred Stock automatically converted into 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.
- F3Shares are held directly by Emergence Capital Partners II, L.P. ("Emergence"). The sole general partner of Emergence is Emergence Equity Partners II, L.P. ("EEP II"), the sole general partner of EEP II is Emergence GP Partners, LLC ("EGP"), and each of EEP II and EGP may be deemed to have sole voting and dispositive power with respect to the shares held by Emergence.
- F4Immediately 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.
- F5Each 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.