BOX INC
For the period ended Jan 31, 2025. Filed Mar 10, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 10, 2025
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Item 16. Form 10-K Summary
EXHIBIT INDEX
| Exhibit · Incorporated by References | |||||
|---|---|---|---|---|---|
| Number | Exhibit Description | Form | File No. | Exhibit | Filing Date |
| 3.1 | Amended and Restated Certificate of Incorporation of Box, Inc., as amended. | 10-K | 001-36805 | 3.1 | March 13, 2023 |
| 3.2 | Amended and Restated Bylaws of Box, Inc., effective February 13, 2024. | 8-K | 001-36805 | 3.1 | February 16, 2024 |
| 3.3 | Certificate of Retirement of Class B Common Stock of Box, Inc., dated June 16, 2018. | 8-K | 001-36805 | 3.1 | June 15, 2018 |
| 3.4 | Certificate of Designations Designating the Series A Convertible Preferred Stock. | 8-K | 001-36805 | 3.1 | May 18, 2021 |
| 4.1 | Form of common stock certificate of the Registrant. | S-1/A | 333-194767 | 4.1 | July 7, 2014 |
| 4.2 | Description of Capital Stock. | ||||
| 4.3 | Indenture, dated as of January 14, 2021, between Box, Inc. U.S. National Bank Association, as trustee. | 8-K | 001-36805 | 4.1 | January 15, 2021 |
| 4.4 | Form of 0% Convertible Senior Notes due 2026 (included in Exhibit 4.3). | 8-K | 001-36805 | 4.2 | January 15, 2021 |
| 4.5 | Indenture, dated as of September 20, 2024, between Box, Inc. and U.S. Bank Trust Company, National Association, as trustee. | 8-K | 001-36805 | 4.1 | September 20, 2024 |
| 4.6 | Form of 1.50% Convertible Senior Notes due 2029 (included in Exhibit 4.5). | 8-K | 001-36805 | 4.2 | September 20, 2024 |
| 10.1* | Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. | S-1/A | 333-194767 | 10.1 | July 7, 2014 |
| 10.2* | Box, Inc. Amended and Restated 2015 Equity Incentive Plan, effective July 2, 2024. | 8-K | 001-36805 | 10.1 | July 5, 2024 |
| 10.3* | Box, Inc. Amended and Restated 2015 Employee Stock Purchase Plan and related form agreements. | 10-Q | 001-36805 | 10.1 | December 3, 2021 |
| 10.4* | Box, Inc. Amended 2015 Equity Incentive Plan Form of Global Restricted Stock Unit Agreement. | S-8 | 333-254219 | 99.3 | March 12, 2021 |
| 10.5* | Box, Inc. 2011 Equity Incentive Plan and related form agreements. | S-1/A | 333-194767 | 10.4 | January 9, 2015 |
| 10.6* | Box, Inc. Executive Incentive Plan. | S-1/A | 333-194767 | 10.6 | July 7, 2014 |
| 10.7* | Box, Inc. Outside Director Compensation Policy, amended and restated on April 1, 2024. | 10-Q | 001-36805 | 10.1 | May 30, 2024 |
| 10.8* | Form of Change in Control and Severance Agreement between the Registrant and each of Aaron Levie and Dylan Smith. | S-1/A | 333-194767 | 10.7 | December 10, 2014 |
| 10.9* | Offer Letter and Change in Control and Severance Agreement between the Registrant and Olivia Nottebohm. | 8-K | 001-36805 | 10.1 | November 3, 2023 |
| 10.10 | Office Lease between the Registrant and Redwood City Partners, LLC, dated as of September 15, 2014. | S-1/A | 333-194767 | 10.18 | January 9, 2015 |
| 10.11 | First Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of March 17, 2015. | 10-Q | 001-36805 | 10.4 | June 4, 2020 |
| 10.12 | Second Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of October 22, 2015. | 10-Q | 001-36805 | 10.5 | June 4, 2020 |
| 10.13 | Third Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of September 21, 2017. | 10-Q | 001-36805 | 10.6 | June 4, 2020 |
| 10.14 | Fourth Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of November 6, 2018. | 10-Q | 001-36805 | 10.7 | June 4, 2020 |
| 10.15 | Fifth Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of April 30, 2019. | 10-Q | 001-36805 | 10.8 | June 4, 2020 |
| 10.16 | Sixth Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of November 21, 2023. | 10-K | 001-36805 | 10.16 | March 11, 2024 |
| 10.17 | Amended and Restated Credit Agreement, dated as of June 30, 2023, by and between Box, Inc. and Wells Fargo Bank, National Association. | 8-K | 001-36805 | 10.1 | July 3, 2023 |
| 10.18 | Amendment No. 1 to Amended and Restated Credit Agreement, dated as of December 19, 2024, by and between Box, Inc. and Wells Fargo Bank, National Association. | 8-K | 001-36805 | 10.1 | December 20, 2024 |
| 10.19‡ | Colocation Facilities Agreement between the Registrant and Switch Communications Group, L.L.C., dated as of August 10, 2017. | 10-Q | 001-36805 | 10.1 | June 6, 2019 |
| 10.20‡ | Amendment No. 1 to the Colocation Facilities Agreement between the Registrant and Switch Communications Group, L.L.C., dated as of July 31, 2018. | 10-Q | 001-36805 | 10.2 | June 6, 2019 |
| 10.21‡ | Amendment No. 2 to the Colocation Facilities Agreement between the Registrant and Switch Communications Group, L.L.C., dated as of March 15, 2019. | 10-Q | 001-36805 | 10.3 | June 6, 2019 |
| 10.22 | Purchase Agreement, dated September 17, 2024, by and among Box, Inc. and Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and BofA Securities, Inc., as representatives of the several initial purchasers named in Schedule I thereto. | 8-K | 001-36805 | 10.1 | September 20, 2024 |
| 10.23 | Form of Capped Call Transaction Confirmation. | 8-K | 001-36805 | 10.2 | January 15, 2021 |
| 10.24 | Form of Capped Call Transaction Confirmation. | 8-K | 001-36805 | 10.2 | September 20, 2024 |
| 10.25 | Investment Agreement, dated April 7, 2021, by and among Box, Inc. and Powell Investors III L.P., KKR-Milton Credit Holdings L.P., KKR-NYC Credit C L.P., Tailored Opportunistic Credit Fund, CPS Holdings (US) L.P. and CPS Holdings (US) L.P. | 8-K | 001-36805 | 10.1 | April 8, 2021 |
| 10.26 | Registration Rights Agreement, dated May 12, 2021, by and among the Company and ALOHA European Credit Fund, L.P., Centerbridge Credit Partners Master, L.P., Centerbridge Special Credit Partners III-Flex, L.P., CPS Holdings (US) L.P., Future Fund Board of Guardians, Illinois State Board of Investment, Indiana Public Retirement System, Kennedy Lewis Capital Partners Master Fund II L.P., KKR-Milton Credit Holdings L.P., KKR-NYC Credit C L.P., OHA AD Customized Credit Fund (International), L.P., OHA Artesian Customized Credit Fund I, L.P., OHA BCSS SSD II, L.P., OHA Black Bear Fund, L.P., OHA Centre Street Partnership, L.P., OHA Credit Solutions Master Fund II SPV, L.P., OHA Delaware Customized Credit Fund Holdings, L.P., OHA Delaware Customized Credit Fund-F, L.P., OHA Dynamic Credit ORCA Fund, L.P., OHA Enhanced Credit Strategies Master Fund, L.P., OHA KC Customized Credit Master Fund, L.P., OHA MPS SSD II, L.P., OHA SA Customized Credit Fund, L.P., OHA Strategic Credit Master Fund II, L.P., OHA Structured Products Master Fund D, L.P., OHA Tactical Investment Master Fund, L.P., OHAT Credit Fund, L.P., Powell Investors III L.P., Tailored Opportunistic Credit Fund, The Coca-Cola Company Master Retirement Trust. | 8-K | 001-36805 | 10.1 | May 18, 2021 |
| 10.27 | Joinder Agreement, dated May 12, 2021, by and among the Company, Powell Investors III L.P., a Cayman Islands exempted limited partnership, KKR-Milton Credit Holdings L.P., a Cayman Islands exempted limited partnership, KKR-NYC Credit C L.P., a Delaware limited partnership, Tailored Opportunistic Credit Fund, an Australian trust and CPS Holdings (US) L.P., a Delaware limited partnership, and ALOHA European Credit Fund, L.P., Centerbridge Credit Partners Master, L.P., Centerbridge Special Credit Partners III-Flex, L.P., Future Fund Board of Guardians, Illinois State Board of Investment, Indiana Public Retirement System, Kennedy Lewis Capital Partners Master Fund II L.P., OHA AD Customized Credit Fund (International), L.P., OHA Artesian Customized Credit Fund I, L.P., OHA BCSS SSD II, L.P., OHA Black Bear Fund, L.P., OHA Centre Street Partnership, L.P., OHA Credit Solutions Master Fund II SPV, L.P., OHA Delaware Customized Credit Fund Holdings, L.P., | 8-K | 001-36805 | 10.2 | May 18, 2021 |
| OHA Delaware Customized Credit Fund-F, L.P., OHA Dynamic Credit ORCA Fund, L.P., OHA Enhanced Credit Strategies Master Fund, L.P., OHA KC Customized Credit Master Fund, L.P., OHA MPS SSD II, L.P., OHA SA Customized Credit Fund, L.P., OHA Strategic Credit Master Fund II, L.P., OHA Structured Products Master Fund D, L.P., OHA Tactical Investment Master Fund, L.P., OHAT Credit Fund, L.P., The Coca-Cola Company Master Retirement Trust. | |||||
|---|---|---|---|---|---|
| 19.1 · Insider Trading Policy. | |||||
| 21.1 · List of subsidiaries of the Registrant. | |||||
| 23.1 · Consent of Independent Registered Public Accounting Firm. | |||||
| 24.1 · Power of Attorney (included on the Signatures page of this Annual Report on Form 10-K). | |||||
| 31.1 · Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||
| 31.2 · Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||
| 32.1† · Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||||
| 97.1 | Compensation Recovery Policy. | 10-K | 001-36805 | 97.1 | March 11, 2024 |
| 101.INS | Inline XBRL Instance Document. | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Document. | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
- Indicates a management contract or compensatory plan or arrangement.
† The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
‡Certain portions of this exhibit have been omitted as the Registrant has determined (i) the omitted information is not material and (ii) the omitted information would likely cause competitive harm to the Registrant if publicly disclosed.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.