Additional Proxy Soliciting Materials (definitive) (defa14a)
May 10 2017 - 5:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY
STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
Filed by the
Registrant ☒ Filed by a Party other than the
Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to
§240.14a-11(c)
or
§240.14a-2
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BOX, INC.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules
14a-6(i)(4)
and
0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule
0-11(Set
forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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*** Exercise Your Right to Vote ***
Important
Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on June 21, 2017.
Meeting Information
BOX, INC. Meeting Type: Annual Meeting
For holders as of: May 1, 2017
Date: June 21, 2017 Time: 1:00 PM
PT
Location: Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/BOX2017. The company will be hosting the meeting live via the Internet
this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/BOX2017 and be sure to have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the
following page).
BOX, INC.
900 JEFFERSON AVE. You are receiving this
communication because you hold shares in
REDWOOD CITY, CALIFORNIA 94063 the company named above.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you
on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
We encourage you to access and
review all of the important information contained in the proxy materials before voting.
See proxy the materials reverse and side voting of this instructions.
notice to obtain
E28968-P93611
Before You Vote
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT
ANNUAL REPORT
How to View Online:
Have the information that is printed in the
box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.
How to Request and Receive a PAPER or
E-MAIL
Copy:
If you want to receive a paper or
e-mail
copy of these documents, you must
request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE:
1-800-579-1639 3)
BY
E-MAIL*:
sendmaterial@proxyvote.com
* If requesting materials by
e-mail,
please send a blank
e-mail
with the
information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line.
Requests, instructions and
other inquiries sent to this
e-mail
address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before June 7, 2017 to facilitate timely delivery.
How To Vote
Please Choose One of the Following Voting Methods
Vote By Internet:
Before The Meeting:
Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the
instructions.
During The Meeting:
Go to
www.virtualshareholdermeeting.com/BOX2017. Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
E28969-P93611
Voting Items
The Board of Directors recommends you
vote FOR the following nominees for Class III directors:
1. Election of Directors
Nominees:
01) Rory ODriscoll 02) Dylan Smith 03) Bryan Taylor
The Board of Directors recommends you vote FOR the following proposal:
2. To approve an
amendment to our amended and restated certificate of incorporation.
The Board of Directors recommends you vote FOR the following proposal:
3. To approve, on an advisory basis, the compensation of our named executive officers.
The
Board of Directors recommends you vote FOR the following proposal:
4. Ratification of the appointment of Ernst & Young LLP as our independent registered
public accounting firm for our fiscal year ending January 31, 2018.
NOTE: Such other business as may properly come before the meeting or any adjournment
thereof.
- P93611 E28970
E28971-P93611
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