Draper Fisher Jurvetson Fund VIII L P Form 4 BOX / Fisher Jurvetson Fund VIII L P Draper ownership change

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Draper Fisher Jurvetson Fund VIII L P

(Last) (First) (Middle)

C/O DRAPER FISHER JURVETSON

2882 SAND HILL ROAD, SUITE 150

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BOX INC [ BOX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/10/2018

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/10/2018		C(1)		556,218	A	(1)	556,218	I	By Growth Fund(2)(3)(4)
Class A Common Stock	05/10/2018		J(5)		556,218	D	(5)	0	I	By Growth Fund(2)(3)(4)
Class A Common Stock	05/10/2018		C(6)		44,968	A	(6)	44,968	I	By Growth Partners(2)(3)(4)
Class A Common Stock	05/10/2018		J(7)		44,968	D	(7)	0	I	By Growth Partners(2)(3)(4)
Class A Common Stock	05/10/2018		J(8)		83,637	A	(8)	83,637	I	See footnote(9)
Class A Common Stock	05/10/2018		J(10)		83,637	D	(10)	0	I	See footnote(9)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock(11)	(11)	05/10/2018		C(1)			556,218	(11)	(11)	Class A Common Stock	556,218	$0.00	1,215,708	I	See footnotes(2)(3)(4)
Class B Common Stock(11)	(11)	05/10/2018		C(6)			44,968	(11)	(11)	Class A Common Stock	44,968	$0.00	1,170,740	I	See footnotes(2)(3)(4)(12)

1. Name and Address of Reporting Person^*

Draper Fisher Jurvetson Fund VIII L P

(Last) (First) (Middle)

C/O DRAPER FISHER JURVETSON

2882 SAND HILL ROAD, SUITE 150

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

DRAPER FISHER JURVETSON GROWTH FUND 2006 LP

(Last) (First) (Middle)

C/O DRAPER FISHER JURVETSON

2882 SAND HILL ROAD, SUITE 150

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

DRAPER FISHER JURVETION PARTNERS GROWTH FUND 2006 LLC

(Last) (First) (Middle)

C/O DRAPER FISHER JURVETSON

2882 SAND HILL ROAD, SUITE 150

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Represents the conversion of Class B Common Stock into Class A Common Stock held by Draper Fisher Jurvetson Growth Fund 2006, L.P. (Growth Fund).

2. 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 Draper Fisher Jurvetson Fund VIII, L.P. (Fund VIII) and Draper Fisher Jurvetson Fund IX, L.P. (Fund IX).

3. Timothy C. Draper and John H.N. Fisher 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 and John H.N. Fisher. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein.

4. 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 and Timothy C. Draper. These individuals disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein.

5. Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Growth Fund to its partners or members and includes the subsequent distribution by Draper Fisher Jurvetson Growth Fund 2006 Partners, L.P. (Growth Fund 2006 Partners) to its respective partners or members.

6. Represents the conversion of Class B Common Stock into Class A Common Stock held by Growth Partners.

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

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

9. Shares held by Growth Fund 2006 Partners.

10. Represents a pro rata in-kind distribution of Class A Common Stock of the Issuer by Growth Fund 2006 Partners to its partners or members.

11. 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.

12. Shares held by DALP.

Remarks:

This report is filed as form 2 of 2 to report related transactions for the following filers: Draper Fisher Jurvetson Fund VIII, L.P.; Draper Fisher Jurvetson Partners VIII, LLC; Draper Fisher Jurvetson Fund IX, L.P.; Draper Fisher Jurvetson Partners IX, LLC; Draper Associates, L.P.; Timothy Draper; John Fisher; Mark Bailey; Barry Schuler; Draper Fisher Jurvetson Growth Fund 2006, L.P.; and Draper Fisher Jurvetson Partners Growth Fund 2006, LLC.

	/s/ John Fisher, Managing Director	05/14/2018
	** Signature of Reporting Person	Date
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