SEC Form 4 · accession 0001209191-16-153535

BOX INC · BOX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

Draper Fisher Jurvetson Fund VIII L P

10% Owner

DRAPER FISHER JURVETION PARTNERS GROWTH FUND 2006 LLC

10% Owner

DRAPER FISHER JURVETSON GROWTH FUND 2006 LP

10% Owner

Period of report

Dec 2, 2016

Accepted (ET)

Dec 6, 2016 · 6:12 am 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
Class A Common Stock^F1,F2,F3,F4	Dec 2, 2016	C	1,490,428	—	A	1,490,428	I	By Fund VIII
Class A Common Stock^F5,F2,F3,F4	Dec 2, 2016	J	1,490,428	—	D	0	I	By Fund VIII
Class A Common Stock^F6,F2,F3,F4	Dec 2, 2016	C	33,121	—	A	33,121	I	By Partners VIII
Class A Common Stock^F7,F2,F3,F4	Dec 2, 2016	J	33,121	—	D	0	I	By Partners VIII
Class A Common Stock^F8,F2,F3,F4	Dec 2, 2016	C	932,112	—	A	932,112	I	By Fund IX
Class A Common Stock^F9,F2,F3,F4	Dec 2, 2016	J	932,112	—	D	0	I	By Fund IX
Class A Common Stock^F10,F2,F3,F4	Dec 2, 2016	C	25,259	—	A	25,259	I	By Partners IX
Class A Common Stock^F11,F2,F3,F4	Dec 2, 2016	J	25,259	—	D	0	I	By Partners IX
Class A Common Stock^F12,F13	Dec 2, 2016	J	371,883	—	A	372,083	I	See footnote
Class A Common Stock^F14,F13	Dec 2, 2016	J	371,883	—	D	200	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
Class B Common Stock^F15,F2,F3,F4	—	Dec 2, 2016	C	1,490,428	D	—	—	Class A Common Stock	1,490,428	20,002,070	I
Class B Common Stock^{F15,F2,F3,F4,F16}	—	Dec 2, 2016	C	33,121	D	—	—	Class A Common Stock	33,121	19,968,949	I
Class B Common Stock^{F15,F2,F3,F4,F16}	—	Dec 2, 2016	C	932,112	D	—	—	Class A Common Stock	932,112	19,036,837	I
Class B Common Stock^{F15,F2,F3,F4,F16}	—	Dec 2, 2016	C	25,259	D	—	—	Class A Common Stock	25,259	19,011,578	I

Explanation of responses

F1Represents the conversion of Class B Common Stock into Class A Common Stock held by Draper Fisher Jurvetson Fund VIII, L.P. (Fund VIII).
F10Represents the conversion of Class B Common Stock into Class A Common Stock held by Partners IX.
F11Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Partners IX to its partners or members.
F12Represents the receipt of shares of Class A Common Stock of the Issuer by virtue of the pro rata in-kind distribution by Fund VIII.
F13Shares held by Draper Fisher Jurvetson Fund VIII Partners, L.P. (Fund VIII Partners).
F14Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Fund VIII Partners to its partners or members.
F15Each 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.
F161,490,740 of these shares are owned directly by DALP, 3,728,448 of these shares are owned directly by Fund IX, 11,923,425 of these shares are owned directly by Fund VIII, 101,036 of these shares are owned directly by Partners IX, 264,964 of these shares are owned directly by Partners VIII, 1,390,544 of these shares are owned directly by Growth Fund, and 112,421 of these shares are owned directly by Growth Partners.
F2The General Partner of Draper Associates, L.P. (DALP) is Draper Associates, Inc. which is controlled by its President and majority shareholder, Timothy C. Draper. DALP invests lockstep alongside Fund VIII and Draper Fisher Jurvetson Fund IX, L.P. (Fund IX).
F3Timothy C. Draper, John H.N. Fisher and Stephen T. Jurvetson are managing directors of the general partner entities of Fund VIII and Fund IX that directly hold shares and as such they may be deemed to have voting and investment power with respect to such shares. Draper Fisher Jurvetson Partners VIII, LLC (Partners VIII) invests lockstep alongside Fund VIII. Draper Fisher Jurvetson Partners IX, LLC (Partners IX) invests lockstep alongside Fund IX. The managing members of Partners VIII and Partners IX are Timothy C. Draper, John H.N. Fisher and Stephen T. Jurvetson. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein.
F4John H.N. Fisher, Barry M. Schuler and Mark W. Bailey are managing directors of the general partner entities of Draper Fisher Jurvetson Growth Fund 2006, L.P. (Growth Fund) that directly hold shares and as such they may be deemed to have voting and investment power with respect to such shares. Draper Fisher Jurvetson Partners Growth Fund 2006, LLC (Growth Partners) invests lockstep alongside Growth Fund. The managing members of Growth Partners are John H.N. Fisher, Barry M. Schuler, Mark W. Bailey, Timothy C. Draper and Stephen T. Jurvetson. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein.
F5Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Fund VIII to its partners or members and includes the subsequent distribution by Draper Fisher Jurvetson Fund VIII Partners, L.P. to its respective partners or members.
F6Represents the conversion of Class B Common Stock into Class A Common Stock held by Partners VIII.
F7Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Partners VIII to its partners or members.
F8Represents the conversion of Class B Common Stock into Class A Common Stock held by Fund IX.
F9Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Fund IX Partners to its partners or members.

Remarks

This report is filed as form 2 of 2 to report related transactions for the following filers: Draper Fisher Jurvetson Fund VIII, L.P.; Draper Fisher Jurvetson Partners VIII, LLC; Draper Fisher Jurvetson Fund IX, L.P.; Draper Fisher Jurvetson Partners IX, LLC; Draper Associates, L.P.; Timothy Draper; John Fisher; Stephen Jurvetson; Mark Bailey; Barry Schuler; Draper Fisher Jurvetson Growth Fund 2006, L.P.; and Draper Fisher Jurvetson Partners Growth Fund 2006, LLC.