[Form 4] BOX, INC. Insider Trading Activity

Rhea-AI Filing Summary

Box Inc. (symbol: BOX) filed a Form 4 reporting that director Jack R. Lazar received an annual equity grant of 6,158 Class A shares on 27 Jun 2025. The award was issued as restricted stock units (RSUs) under the company’s Outside Director Compensation Policy and carries no purchase price. The RSUs will vest 100 % on the earlier of 27 Jun 2026 or the next annual shareholder meeting. After this grant, Lazar’s direct beneficial ownership rises to 32,855 Class A shares. No shares were sold or transferred, and no derivative securities were exercised. The transaction is a routine, compensation-related issuance that does not alter Box’s share count, cash flow, or strategic outlook.

Insights

Financial Analyst

TL;DR – Routine director RSU grant; neutral impact, but sustained insider alignment.

This Form 4 documents a scheduled annual equity award to director Jack Lazar, adding 6,158 RSUs and taking his direct holdings to 32,855 shares. The zero-cost grant follows Box’s standard director compensation policy and vests within 12 months or at the next AGM, whichever comes first. Such grants are customary and non-dilutive beyond the company’s pre-authorized equity plan, so they carry no immediate financial or strategic impact. While insider acquisitions can signal confidence, the size (≈0.02 % of shares outstanding) is too small to materially influence valuation or float. Overall, the filing is administrative and neutral for investors.

Corporate Governance Specialist

TL;DR – Standard board compensation; supports alignment, no governance red flags.

The RSU grant complies with Box’s disclosed Outside Director Compensation Policy, reinforcing alignment between board and shareholders without excessive dilution. Vesting tied to service through the AGM incentivizes continued oversight. No multi-year acceleration clauses or unusual pricing terms appear. The modest size and one-year cliff are in line with Silicon Valley norms for mid-cap tech boards. Governance risk remains minimal and the disclosure meets Section 16 requirements. Impact on governance profile: neutral.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LAZAR JACK R

(Last) (First) (Middle)

900 JEFFERSON AVE

(Street)

REDWOOD CITY CA 94063

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BOX INC [ BOX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/27/2025		A		6,158(1)	A	$0.0	32,855(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents an annual restricted stock unit ("RSU") award pursuant to the Issuer's Outside Director Compensation Policy. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. 100% of the RSUs will vest on the earlier of (i) twelve months from date of grant (i.e. June 27, 2026) or (ii) the date of the Issuer's next annual meeting of stockholders.

2. Certain of these shares are represented by RSUs. Each RSU represents the Reporting Person's right to receive one share of Common Stock of the Issuer subject to the applicable vesting schedule and the Reporting Person's continuous service through each such date.

	/s/ David Leeb, Attorney-in-Fact	06/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Box (BOX) shares did Director Jack R. Lazar acquire?

He received 6,158 Class A shares in the form of restricted stock units.

What is the vesting schedule for the newly granted RSUs?

The RSUs vest 100 % on the earlier of 27 Jun 2026 or the next Box annual shareholder meeting.

What is Jack R. Lazar’s total beneficial ownership after the transaction?

Following the grant, he directly owns 32,855 Class A shares of Box.

Did the Form 4 report any share sales or disposals?

No. The filing shows only an acquisition of shares via RSU grant; no shares were sold or transferred.

Does this insider transaction affect Box’s financial statements?

No. It is a routine equity grant within the existing compensation plan and has no immediate impact on financial results.