Box (NYSE: BOX) CFO reports 17,000-share sale in Rule 10b5-1 trade

Rhea-AI Filing Summary

Box Inc.'s Chief Financial Officer reported a stock sale under a pre-set trading plan. On 12/10/2025, the CFO sold 17,000 shares of Box Class A common stock in an open market transaction coded as an "S" sale. The weighted average sale price was about $30.966 per share, with individual trades occurring between $30.855 and $31.095.

The filing states that these sales were made pursuant to a Rule 10b5-1 trading plan adopted on May 29, 2025, which is designed to allow insiders to sell shares according to a predetermined schedule. After this transaction, the CFO beneficially owned 1,420,013 shares, some of which are restricted stock units that convert into common shares as they vest and as long as service continues.

Insider Trade Summary

Net Seller: 17,000 shares

Net Sell 1 txn

Insider Smith Dylan C

Role Chief Financial Officer

Sold 17,000 shs ($526K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	17,000	$30.966	$526K

Holdings After Transaction: Class A Common Stock — 1,420,013 shares (Direct)

Footnotes (3)

1. F1. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025.
2. F2. This sale price represents the weighted average sale price of the shares sold ranging from $30.855 to $31.095 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
3. F3. Certain of these shares are represented by restricted stock units ("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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 12/12/2025 - 06:32 PM Learn about SEC filing dates

FAQ

What insider transaction did BOX report in this Form 4 filing?

The filing reports that Box Inc.'s Chief Financial Officer sold 17,000 shares of Class A common stock on 12/10/2025 in an open market transaction.

At what price did the BOX CFO sell the 17,000 shares?

The sale had a weighted average price of $30.966 per share, with individual trades executed between $30.855 and $31.095 per share.

Was the BOX CFO sale made under a Rule 10b5-1 trading plan?

Yes. The reported sales were effected under a Rule 10b5-1 trading plan that the CFO adopted on May 29, 2025.

How many BOX shares does the CFO own after this transaction?

After the reported sale, the CFO beneficially owned 1,420,013 shares of Box common stock.

What role do restricted stock units (RSUs) play in the BOX CFO's holdings?

The filing notes that some of the reported holdings are RSUs, each representing the right to receive one share of Box common stock subject to vesting and continued service.

What does the transaction code "S" mean in the BOX Form 4?

In this context, the transaction code "S" indicates an open market or private sale of non-derivative securities, here referring to the Class A common stock.

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).

X

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^*

Smith Dylan C

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

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	12/10/2025		S(1)		17,000	D	$30.966(2)	1,420,013(3)	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. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025.

2. This sale price represents the weighted average sale price of the shares sold ranging from $30.855 to $31.095 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.

3. Certain of these shares are represented by restricted stock units ("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	12/12/2025
	** 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.