Was the BOX (BOX) CFO’s share sale part of a Rule 10b5-1 plan?

Yes. The filing states the reported sales were effected under a Rule 10b5-1 trading plan adopted on May 29, 2025. Such plans allow insiders to pre-schedule share sales, reducing the significance of short-term market conditions on the timing of transactions.

Box (BOX) CFO Dylan Smith sells 17,000 shares under Rule 10b5-1 plan

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

BOX INC Chief Financial Officer Dylan C. Smith reported an open-market sale of 17,000 shares of Class A Common Stock at a weighted average price of $25.998 per share. After this transaction, he directly holds 1,364,049 shares, including shares represented by time-based and performance-based restricted stock units.

The sale was carried out under a Rule 10b5-1 trading plan adopted on May 29, 2025, indicating it was pre-scheduled rather than a discretionary trade. The transaction therefore represents a relatively small portion of Smith’s overall equity position in Box.

Insider Trade Summary 10b5-1

Net Seller: 17,000 shares ($441,966)

Net Sell 1 txn

Insider Smith Dylan C

Role Chief Financial Officer

Sold 17,000 shs ($442K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	17,000	$25.998	$442K

Holdings After Transaction: Class A Common Stock — 1,364,049 shares (Direct, null)

Footnotes (1)

The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025. This sale price represents the weighted average sale price of the shares sold ranging from $25.885 to $26.205 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. Certain of these shares are represented by time-based and performance-based 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.

Key Figures

Shares sold: 17,000 shares Average sale price: $25.998 per share Sale price range: $25.885–$26.205 per share +3 more

6 metrics

Shares sold 17,000 shares Open-market sale on June 10, 2026

Average sale price $25.998 per share Weighted average for reported transactions

Sale price range $25.885–$26.205 per share Range of individual trade prices

Shares held after sale 1,364,049 shares Direct holdings following the transaction

Net share change -17,000 shares Net-sell direction per transaction summary

Trading plan adoption date May 29, 2025 Rule 10b5-1 plan for reported sales

Key Terms

Rule 10b5-1 trading plan, weighted average sale price, restricted stock units ("RSUs"), time-based and performance-based vesting

4 terms

Rule 10b5-1 trading plan regulatory

"The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average sale price financial

"This sale price represents the weighted average sale price of the shares sold ranging from $25.885 to $26.205 per share."

restricted stock units ("RSUs") financial

"Certain of these shares are represented by time-based and performance-based restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

time-based and performance-based vesting financial

"Each RSU represents the Reporting Person's right to receive one share ... subject to the applicable vesting schedule and the Reporting Person's continuous service."

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Form 4 Insider Transactions: What Each Field Means →

06/10/2026 - 08:46 PM

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^*

Smith Dylan C

(Last)

(First)

(Middle)

900 JEFFERSON AVE.

(Street)

REDWOOD CITY

CALIFORNIA

94063

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/10/2026		S⁽¹⁾		17,000	D	$25.998⁽²⁾	1,364,049⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 $25.885 to $26.205 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 time-based and performance-based 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	06/10/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did BOX (BOX) disclose for Dylan C. Smith?

BOX disclosed that Chief Financial Officer Dylan C. Smith sold 17,000 shares of Class A Common Stock in an open-market transaction at a weighted average price of $25.998 per share. This Form 4 filing details the sale and Smith’s remaining stake after the transaction.

At what price did the BOX (BOX) CFO sell shares in the latest Form 4?

The CFO’s sale was reported at a weighted average price of $25.998 per share, with individual trades ranging from $25.885 to $26.205. The filing notes that full price breakdowns are available on request from the company, the reporting person, or Commission staff.

How many BOX (BOX) shares does CFO Dylan C. Smith hold after the sale?

After selling 17,000 shares, CFO Dylan C. Smith directly holds 1,364,049 shares of Box Class A Common Stock. The filing explains that certain of these holdings are represented by time-based and performance-based restricted stock units that vest over time with continued service.

What are the RSUs mentioned in the BOX (BOX) CFO’s holdings?

Some of the CFO’s reported holdings consist of restricted stock units, or RSUs, which each represent the right to receive one share of Box common stock. These RSUs are subject to time-based and performance-based vesting conditions and require continued service until the vesting dates.