0001387131-21-009338.txt : 20210909 0001387131-21-009338.hdr.sgml : 20210909 20210909172700 ACCESSION NUMBER: 0001387131-21-009338 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20210909 DATE AS OF CHANGE: 20210909 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOX INC CENTRAL INDEX KEY: 0001372612 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 202714444 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36805 FILM NUMBER: 211245234 BUSINESS ADDRESS: STREET 1: 900 JEFFERSON AVE CITY: REDWOOD CITY STATE: CA ZIP: 94063 BUSINESS PHONE: 877-729-4269 MAIL ADDRESS: STREET 1: 900 JEFFERSON AVE CITY: REDWOOD CITY STATE: CA ZIP: 94063 FORMER COMPANY: FORMER CONFORMED NAME: BOX.NET INC DATE OF NAME CHANGE: 20060814 DEFA14A 1 box-defa14a_090921.htm ADDITIONAL DEFINITIVE PROXY SOLICITING MATERIALS

 

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

Filed by the Registrant Filed by a Party other than the Registrant

Check the appropriate box:

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

Box, Inc.

(Name of Registrant as Specified In Its Charter)

Payment of Filing Fee (Check the appropriate box):

   
  No fee required.
     
  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
    (1)   Title of each class of securities to which transaction applies:
    (2)   Aggregate number of securities to which transaction applies:
    (3)   Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
    (4)   Proposed maximum aggregate value of transaction:
    (5)   Total fee paid:
     
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  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
    (1)   Amount Previously Paid:
    (2)   Form, Schedule or Registration Statement No.:
   

(3)

(4)

 

Filing Party:

Date Filed:

 

 
 

 

Stockholders Re-Elect All Box Director Nominees at 2021 Annual Meeting

 

Redwood City, CASeptember 9, 2021 – Box, Inc. (NYSE: BOX) (“Box”) today announced that, based on the preliminary vote count provided by its proxy solicitor following the company’s 2021 Annual Meeting of Stockholders (“Annual Meeting”), Box stockholders have decisively voted to re-elect all three of its highly qualified director nominees – Dana Evan, Peter Leav and Aaron Levie – to the company’s Board of Directors. Box issued the following statement:

 

Box appreciates the support and perspectives we have received from our stockholders throughout this process. The Board and management team will remain focused on continuing to transform Box and executing Box’s strategy to grow profitably and deliver significant value to all Box stockholders.

 

The preliminary results also indicate that stockholders have approved all other proposals considered at Box’s Annual Meeting.

 

Box expects to file the voting results, as tabulated by the independent Inspector of Elections on a Form 8-K with the Securities and Exchange Commission.

 

Advisors

 

Morgan Stanley & Co. LLC is serving as financial advisor to Box. Wilson Sonsini Goodrich & Rosati, P.C. and Sidley Austin LLP are serving as legal advisors to Box.

 

About Box

 

Box (NYSE:BOX) is the leading Content Cloud that enables organizations to accelerate business processes, power workplace collaboration, and protect their most valuable information, all while working with a best-of-breed enterprise IT stack. Founded in 2005, Box simplifies work for leading organizations globally, including AstraZeneca, JLL, and Morgan Stanley. Box is headquartered in Redwood City, CA, with offices in the United States, Europe, and Asia. To learn more about Box, visit http://www.box.com. To learn more about how Box powers nonprofits to fulfill their missions, visit Box.org.

 

Forward-Looking Statements

 

This press release contains forward-looking statements that involve risks, uncertainties, and assumptions, including statements regarding Box’s ability to grow and scale its business and its ability to achieve profitability on a quarterly or ongoing basis. There are a significant number of factors that could cause actual results to differ materially from statements made in this press release, including: (1) adverse changes in general economic or market conditions, including those caused by the COVID-19 pandemic; (2) delays or reductions in information technology spending; (3) factors related to Box’s highly competitive market, including but not limited to pricing pressures, industry consolidation, entry of new competitors and new applications and marketing initiatives by Box’s current or future competitors; (4) the development of the cloud content management market; (5) the risk that Box’s customers do not renew their subscriptions, expand their use of Box’s services, or adopt new products offered by Box on a timely basis, or at all; (6) Box’s ability to provide timely and successful enhancements and integrations, new features, integrations and modifications to its platform and services; (7) actual or perceived security vulnerabilities in Box’s services or any breaches of Box’s security controls; (8) Box’s ability to realize the expected benefits of its third party partnerships; (9) the potential impact of shareholder activism on Box’s business and operations; and (10) Box’s ability to successfully integrate acquired businesses and achieve the expected benefits from those acquisitions. Further information on these and other factors that could affect the forward-looking statements we make in this press release can be found in the documents that we file with or furnish to the US Securities and Exchange Commission, including Box’s most recent Quarterly Report on Form 10-Q filed for the fiscal quarter ended July 31, 2021. The estimated preliminary vote results set forth in this press releases are forward-looking statements. These estimates have been prepared by the company’s proxy solicitor based on its work performed in connection with Box’s Annual Meeting. These results are preliminary estimates only and are subject to change based on the certification of the voting results by the independent Inspector of Elections. These statements are based on estimates and information available to us at the time of this press release and are no guarantees of future performance. We assume no obligation and do not intend to update these forward-looking statements or to conform these statements to actual results or to changes in our expectations.

  

 
 

 

Contacts

 

Investors:

Cynthia Hiponia / Elaine Gaudioso

+1 650-209-3463

ir@box.com

 

Or

 

Innisfree M&A Incorporated

Larry Miller / Jennifer Shotwell

212-750-5833

 

Media:

Denis Roy / Rachel Levine

+1 650-543-6926

press@box.com

 

Or

 

Joele Frank, Wilkinson Brimmer Katcher

Leigh Parrish / Dan Moore

+1 212-355-4449