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BOX INC

For the period ended Jan 31, 2025. Filed Mar 10, 2025.

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About this filing

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

BOX$41.65-0.7%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 16. Form 10-K Summary

EXHIBIT INDEX

Exhibit · Incorporated by References
NumberExhibit DescriptionFormFile No.ExhibitFiling Date
3.1Amended and Restated Certificate of Incorporation of Box, Inc., as amended.10-K001-368053.1March 13, 2023
3.2Amended and Restated Bylaws of Box, Inc., effective February 13, 2024.8-K001-368053.1February 16, 2024
3.3Certificate of Retirement of Class B Common Stock of Box, Inc., dated June 16, 2018.8-K001-368053.1June 15, 2018
3.4Certificate of Designations Designating the Series A Convertible Preferred Stock.8-K001-368053.1May 18, 2021
4.1Form of common stock certificate of the Registrant.S-1/A333-1947674.1July 7, 2014
4.2Description of Capital Stock.
4.3Indenture, dated as of January 14, 2021, between Box, Inc. U.S. National Bank Association, as trustee.8-K001-368054.1January 15, 2021
4.4Form of 0% Convertible Senior Notes due 2026 (included in Exhibit 4.3).8-K001-368054.2January 15, 2021
4.5Indenture, dated as of September 20, 2024, between Box, Inc. and U.S. Bank Trust Company, National Association, as trustee.8-K001-368054.1September 20, 2024
4.6Form of 1.50% Convertible Senior Notes due 2029 (included in Exhibit 4.5).8-K001-368054.2September 20, 2024
10.1*Form of Indemnification Agreement between the Registrant and each of its directors and executive officers.S-1/A333-19476710.1July 7, 2014
10.2*Box, Inc. Amended and Restated 2015 Equity Incentive Plan, effective July 2, 2024.8-K001-3680510.1July 5, 2024
10.3*Box, Inc. Amended and Restated 2015 Employee Stock Purchase Plan and related form agreements.10-Q001-3680510.1December 3, 2021
10.4*Box, Inc. Amended 2015 Equity Incentive Plan Form of Global Restricted Stock Unit Agreement.S-8333-25421999.3March 12, 2021
10.5*Box, Inc. 2011 Equity Incentive Plan and related form agreements.S-1/A333-19476710.4January 9, 2015
10.6*Box, Inc. Executive Incentive Plan.S-1/A333-19476710.6July 7, 2014
10.7*Box, Inc. Outside Director Compensation Policy, amended and restated on April 1, 2024.10-Q001-3680510.1May 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/A333-19476710.7December 10, 2014
10.9*Offer Letter and Change in Control and Severance Agreement between the Registrant and Olivia Nottebohm.8-K001-3680510.1November 3, 2023
10.10Office Lease between the Registrant and Redwood City Partners, LLC, dated as of September 15, 2014.S-1/A333-19476710.18January 9, 2015
10.11First Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of March 17, 2015.10-Q001-3680510.4June 4, 2020
10.12Second Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of October 22, 2015.10-Q001-3680510.5June 4, 2020
10.13Third Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of September 21, 2017.10-Q001-3680510.6June 4, 2020
10.14Fourth Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of November 6, 2018.10-Q001-3680510.7June 4, 2020
10.15Fifth Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of April 30, 2019.10-Q001-3680510.8June 4, 2020
10.16Sixth Amendment to Office Lease between Box, Inc. and Redwood City Partners, LLC, dated as of November 21, 2023.10-K001-3680510.16March 11, 2024
10.17Amended and Restated Credit Agreement, dated as of June 30, 2023, by and between Box, Inc. and Wells Fargo Bank, National Association.8-K001-3680510.1July 3, 2023
10.18Amendment 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-K001-3680510.1December 20, 2024
10.19‡Colocation Facilities Agreement between the Registrant and Switch Communications Group, L.L.C., dated as of August 10, 2017.10-Q001-3680510.1June 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-Q001-3680510.2June 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-Q001-3680510.3June 6, 2019
10.22Purchase 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-K001-3680510.1September 20, 2024
10.23Form of Capped Call Transaction Confirmation.8-K001-3680510.2January 15, 2021
10.24Form of Capped Call Transaction Confirmation.8-K001-3680510.2September 20, 2024
10.25Investment 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-K001-3680510.1April 8, 2021
10.26Registration 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-K001-3680510.1May 18, 2021
10.27Joinder 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-K001-3680510.2May 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.
97.1Compensation Recovery Policy.10-K001-3680597.1March 11, 2024
101.INSInline XBRL Instance Document.
101.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Document.
104Cover 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.

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