Box, Inc. (NYSE:BOX) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07
On June20, 2018, Box, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The stockholders of the Company voted on the following proposals at the Annual Meeting, each of which is more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on May8, 2018:
1. | To elect three ClassI directors to serve until the Company’s 2021 annual meeting of stockholders and until their successors are duly elected and qualified; |
2. | To approve, on an advisory basis, the compensation of the Company’s named executive officers; and |
3. | To ratify the appointment of Ernst& Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending January31, 2019. |
Holders of the Company’s ClassA Common Stock were entitled to one vote for each share held as of the close of business on April27, 2018 (the “Record Date”), and holders of the Company’s ClassB Common Stock were entitled to ten votes for each share held as of the Record Date. The ClassA Common Stock and ClassB Common Stock outstanding as of the Record Date, voted as a single class on all matters.
Present at the Annual Meeting in person or by proxy were holders of shares of ClassA Common Stock and ClassB Common Stock representing an aggregate of 220,619,962 votes, or more than 91.96% of the voting power of all issued and outstanding shares as of the Record Date, entitled to vote at the Annual Meeting, constituting a quorum.
The voting results for each of these proposals are detailed below.
Nominee |
For |
Withheld |
Broker Non-Votes |
Dana Evan |
159,439,974 | 27,687,940 | 33,492,048 |
Steven Krausz |
160,173,068 | 26,954,846 | 33,492,048 |
Aaron Levie |
160,043,303 | 27,084,611 | 33,492,048 |
Each director nominee was duly elected as a ClassI director to serve until the Company’s 2021 annual meeting of stockholders and until their successors are duly elected and qualified.
2. | Advisory Vote on Compensation of Named Executive Officers |
For |
Against |
Abstained |
Broker Non-Votes |
185,481,232 |
1,522,342 | 124,340 | 33,492,048 |
The stockholders advised that they were in favor of the compensation of the Company’s named executive officers.
3. | Ratification of Appointment of Independent Registered Public Accounting Firm |
For |
Against |
Abstained |
Broker Non-Votes |
219,833,472 |
648,682 | 137,808 | — |
The appointment of Ernst& Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending January31, 2019 was ratified.
About Box, Inc. (NYSE:BOX)
Box, Inc. provides an enterprise content management platform that enables organizations of all sizes to manage enterprise content while allowing access and sharing of this content from anywhere, on any device. With the Company’s Software-as-a-Service (SaaS) cloud-based platform, users can collaborate on content both internally and with external parties, automate content-driven business processes, develop custom applications, and implement data protection, security and compliance features to comply with internal policies and industry regulations. Its platform enables people to view, share and collaborate on content, across various file formats and media types. The software integrates with enterprise business applications, and is compatible with various application environments, operating systems and devices, ensuring that workers have access to their business content. It offers individuals a free basic version of the Box platform that allows them to experience its solution.