BOX INC — Director's Dealing 2016

Apr 9, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BOX INC (BOX)
CIK: 0001372612
Period of Report: 2016-04-06

Reporting Person: Draper Fisher Jurvetson Fund VIII L P (10% Owner)
Reporting Person: DRAPER FISHER JURVETION PARTNERS GROWTH FUND 2006 LLC (10% Owner)
Reporting Person: DRAPER FISHER JURVETSON GROWTH FUND 2006 LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-06	Class A Common Stock	C	1490428	—	Acquired	1490428	Indirect
2016-04-06	Class A Common Stock	J	1490428	—	Disposed	0	Indirect
2016-04-06	Class A Common Stock	C	33121	—	Acquired	33121	Indirect
2016-04-06	Class A Common Stock	J	33121	—	Disposed	0	Indirect
2016-04-06	Class A Common Stock	J	14904	—	Acquired	14904	Indirect
2016-04-07	Class A Common Stock	J	14704	—	Disposed	200	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-06	Class B Common Stock	$	C	1490428	Disposed		Class A Common Stock (1490428)	Indirect
2016-04-06	Class B Common Stock	$	C	33121	Disposed		Class A Common Stock (33121)	Indirect

Footnotes

F1: Represents the conversion of Class B Common Stock into Class A Common Stock held by Draper Fisher Jurvetson Fund VIII, L.P. (Fund VIII).

F2: The General Partner of Draper Associates, L.P. (DALP) is Draper Associates, Inc. which is controlled by its President and majority shareholder, Timothy C. Draper. DALP invests lockstep alongside Fund VIII and Draper Fisher Jurvetson Fund IX, L.P. (Fund IX).

F3: Timothy C. Draper, John H.N. Fisher and Stephen T. Jurvetson are managing directors of the general partner entities of Fund VIII and Fund IX that directly hold shares and as such they may be deemed to have voting and investment power with respect to such shares. Draper Fisher Jurvetson Partners VIII, LLC (Partners VIII) invests lockstep alongside Fund VIII. Draper Fisher Jurvetson Partners IX, LLC (Partners IX) invests lockstep alongside Fund IX. The managing members of Partners VIII and Partners IX are Timothy C. Draper, John H.N. Fisher and Stephen T. Jurvetson. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein.

F4: John H.N. Fisher, Barry M. Schuler and Mark W. Bailey are managing directors of the general partner entities of Draper Fisher Jurvetson Growth Fund 2006, L.P. (Growth Fund) that directly hold shares and as such they may be deemed to have voting and investment power with respect to such shares. Draper Fisher Jurvetson Partners Growth Fund 2006, LLC (Growth Partners) invests lockstep alongside Growth Fund. The managing members of Growth Partners are John H.N. Fisher, Barry M. Schuler, Mark W. Bailey, Timothy C. Draper and Stephen T. Jurvetson. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein.

F5: Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Fund VIII to its partners or members and includes the subsequent distribution by Draper Fisher Jurvetson Fund VIII Partners, L.P. to its respective partners or members.

F6: Represents the conversion of Class B Common Stock into Class A Common Stock held by Partners VIII.

F7: Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Partners VIII to its partners or members.

F8: Represents the receipt of shares of Class A Common Stock of the Issuer by virtue of the pro rata in-kind distribution by Fund VIII.

F9: Shares held by Draper Fisher Jurvetson Fund VIII Partners, L.P. (Fund VIII Partners).

F10: Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Fund VIII Partners to its partners or members.

F11: Each 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.

F12: 1,490,740 of these shares are owned directly by DALP, 4,660,560 of these shares are owned directly by Fund IX, 13,413,853 of these shares are owned directly by Fund VIII, 126,295 of these shares are owned directly by Partners IX, 298,085 of these shares are owned directly by Partners VIII, 1,390,544 of these shares are owned directly by Growth Fund, and 112,421 of these shares are owned directly by Growth Partners.