SEC Form 4 · accession 0001548538-15-000011

BOX INC · BOX

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

Reporting owner

Steven M Krausz

Director · 10% Owner

Period of report

Jan 28, 2015

Accepted (ET)

Jan 30, 2015 · 5:01 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 Stock^F1,F2,F3,F4	Jan 28, 2015	C	11,713,775	—	A	11,713,775	I	Directly owned by USVP IX
Existing Class A Common Stock^F5,F4	Jan 28, 2015	J	11,713,775	—	D	0	I	Directly owned by USVP IX

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B Preferred Stock^F1,F4	—	Jan 28, 2015	C	8,283,181	D	—	—	Existing Class A Common Stock	8,283,181	0	I
Series C Preferred Stock^F2,F4	—	Jan 28, 2015	C	2,486,922	D	—	—	Existing Class A Common Stock	2,486,922	0	I
Series D Preferred Stock^F3,F4	—	Jan 28, 2015	C	943,672	D	—	—	Existing Class A Common Stock	943,672	0	I
Class B Common Stock^F6,F4	—	Jan 28, 2015	J	11,713,775	A	—	—	Class A Common Stock	11,713,775	11,713,775	I

Explanation of responses

F1The Series B 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 C 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.
F3The Series D 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.
F4The shares are held of record by U.S. Venture Partners IX, L.P. ("USVP IX"). Presidio Management Group IX, LLC ("PMG IX") is the general partner of USVP IX and may be deemed to have sole voting and dispositive power over the shares held by USVP IX. Steven M. Krausz, a director of the Issuer, and each of Irwin Federman, David E. Liddle, Paul A Matteucci, Jonathan D. Root, Casey M. Tansey, and Philip M. Young, are managing members of PMG IX, and may be deemed to share voting and dispositive power over the shares held by USVP IX. Such persons and entities disclaim beneficial ownership of shares held by USVP IX, except to the extent of any proportionate pecuniary interest therein.
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.