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2025 Proxy Statement and Annual Report
I The future is Intelligent Content Management
Thank you for your continued support. With AI transforming how enterprises work with content, we are building the leading Intelligent Content Management platform and furthering our mission of powering how the world works together. Aaron Levie In fiscal year 2025, we delivered another year of strong bottom-line improvements and record free cash flow, while investing in our foundation to accelerate top-line growth in the coming years. We are confident in our ability to deliver long-term value for all Box stakeholders. Bethany Mayer May 13, 2025 Dear Fellow Stockholders It is our pleasure to invite you to attend the 2025 annual meeting of stockholders of Box, Inc. More details on the annual meeting can be found in the enclosed notice for the annual meeting and proxy materials. In fiscal year 2025 we drove revenue growth of 5% year-over-year, or 7% in constant currency, and expanded non-GAAP operating margins by 320 basis points to 27.9%, reflecting our proven ability to generate business model leverage while making strategic investments in our product roadmap. We remain committed to our robust stock buyback program and for the full year of fiscal 2025, we repurchased approximately 7.6 million shares for approximately $212 million dollars, which represents roughly 70% of our free cash flow generation. 1 Driving Profitable Growth with the Intelligent Content Management Platform Fiscal year 2025 was a defining year for Box, as we introduced the most transformational product line-up in our company s history with the delivery of our Intelligent Content Management (ICM) platform. Businesses of all sizes can now begin to unleash the full value of their content and leverage AI to enhance the management, automation and utilization of its data in a secure environment. To deliver on the full potential of our ICM, we announced groundbreaking intelligent workflow automation capabilities that dramatically expand the market opportunity for Box and let us create value for stockholders across more and more software categories. 1 For further discussion regarding, and a reconciliation of, our non-GAAP to GAAP financial measures, please see pages 65-67 of our Annual Report on Form 10-K included with your proxy materials for the fiscal year ending January 31, 2025 as filed with the SEC on March 10, 2025, and Exhibit 99.1 to our Current Report on Form 8-K filed with the SEC on March 4, 2025 included with your proxy materials.
In January 2025, we released Enterprise Advanced, combining the full power of our ICM platform to customers in a single multi-product offering. Companies are adopting Enterprise Advanced to power intelligent metadata extraction from documents, automate workflows and dashboards with Box Apps, gain access to Forms, Doc Gen, and Archive, and create custom AI agents with AI Studio. Our flexible and interoperable platform remains a major differentiator for Box as we delivered deeper integrations and relationships with key technology companies such as Adobe, Anthropic, Atlassian, AWS, CrowdStrike, Google and OpenAI. We are also leveraging our go-to-market engine to bring the full value of Box to all of our customers by delivering high-value solutions, through our multi-product suites and a partner ecosystem of system integrators to drive larger deals with customers and power more of their mission critical workflows. We are clearly entering one of the biggest shifts in business that we've ever seen, driven by AI. Our strong financial model provides us with the opportunity to execute on our robust product roadmap and invest in strategic go-to-market initiatives, leading to accelerating our revenue growth in the long-term. Leading Positive Change Leading positive change in the world remains a key priority at Box, with a particular focus on protecting our planet, investing in people and communities, and acting with integrity. In fiscal year 2025, we achieved a significant milestone in our environmental journey by completing our first comprehensive greenhouse gas (GHG) assessment in partnership with Optera. This assessment covered Scope 1, Scope 2, and Scope 3 emissions from fiscal year 2024, and provided critical insights into our carbon footprint across our operations and value chain. This foundational work informs our strategy to address opportunities for improvement, drive accountability and engage stakeholders in building a more sustainable future. At Box, we invest in our people and communities. That means putting our company values and culture first. And cultivating communities where people connect and thrive - including our 11 Employee Resource Communities - while celebrating each other s unique backgrounds and experiences. In fiscal year 2025, we deepened this commitment by continuing to prioritize belonging at Box and building a workplace where everyone can thrive. Our 2024 Boxer Experience Survey (BES) results reflect this dedication: 87% company-wide participation, with 92% of our employees saying their manager fosters an inclusive environment, and 92% feeling they are treated with respect. These values continue to earn us recognition from Great Place to Work and other respected organizations, including a 100% score on the Human Rights Campaign Corporate Equality Index and distinctions across multiple categories in 2024 and 2025 from Best Workplaces for Parents and Women to Development and Wellbeing. We are also proud of the breadth of backgrounds and expertise that our Board brings to Box, with a particular focus on SaaS and enterprise software, and a powerful track record of maximizing stockholder value. We remain committed to the highest standards of corporate and data governance, compliance, and ethics. We also published our Box AI principles, which describe our commitment to applying the power of AI in a manner that prioritizes the interests (and protects the content) of our customers. At Box, our mission is to power how the world works together, and the way work happens is changing more than ever before. Box is well positioned to capitalize on these changes and power the full life cycle of content in the enterprise. We have a number of important proposals for your consideration at this year s annual meeting. We are asking for you to vote to: (1) re-elect two of our directors Dan Levin and Bethany Mayer; (2) approve, on an advisory basis, the compensation of our named executive officers; (3) approve an amendment to our Amended and Restated 2015 Equity Incentive Plan; (4) approve an amendment to our Amended and Restated 2015 Employee Stock Purchase Plan; (5) approve an amendment to our Amended and Restated Certificate of Incorporation; and (6) ratify the appointment of Ernst & Young LLP as our independent accountant for fiscal year 2026. More information on the annual meeting, the Board s recommendations and our company can be found in the enclosed proxy materials or other materials we may send you regarding the annual meeting. We encourage you to read these materials carefully when deciding how to vote your shares at the annual meeting. YOUR VOTE IS VERY IMPORTANT. Whether or not you plan to attend the annual meeting, we hope you will vote as soon as possible so that your voice is heard.
Thank you for your ongoing support and for being a part of our journey to transform how the world works together and pioneer our industry going forward. AARON LEVIE &(2 DQG &R IRXQGHU %R[ ,QF BETHANY MAYER &KDLU RI WKH %RDUG %R[ ,QF )RU LPSRUWDQW LQIRUPDWLRQ UHJDUGLQJ RXU XVH RI IRUZDUG ORRNLQJ VWDWHPHQWV SOHDVH VHH SDJH RI WKLV SUR[\ VWDWHPHQW
 • shareholder letter icon 5/13/2025 Letter Continued (Full PDF)
 • stockholder letter icon 5/15/2023 BOX Stockholder Letter
 • stockholder letter icon 5/20/2024 BOX Stockholder Letter
 • stockholder letter icon More "Application Software" Category Stockholder Letters
 • Benford's Law Stocks icon BOX Benford's Law Stock Score = 65


BOX Shareholder/Stockholder Letter Transcript:

2025
Proxy Statement and Annual Report

I                           
The future is Intelligent Content Management


Thank you for your continued support. With AI
transforming how enterprises work with content, we
are building the leading Intelligent Content
Management platform and furthering our mission of
powering how the world works together.





   Aaron Levie
In fiscal year 2025, we delivered another year of
strong bottom-line improvements and record free
cash flow, while investing in our foundation to
accelerate top-line growth in the coming years. We
are confident in our ability to deliver long-term value
for all Box stakeholders.








   Bethany Mayer

May 13, 2025
Dear Fellow Stockholders    
It is our pleasure to invite you to attend the 2025 annual meeting of stockholders of Box, Inc. More details on the annual
meeting can be found in the enclosed notice for the annual meeting and proxy materials.
In fiscal year 2025 we drove revenue growth of 5% year-over-year, or 7% in constant currency, and expanded non-GAAP
operating margins by 320 basis points to 27.9%, reflecting our proven ability to generate business model leverage while
making strategic investments in our product roadmap. We remain committed to our robust stock buyback program and for
the full year of fiscal 2025, we repurchased approximately 7.6 million shares for approximately $212 million dollars, which
represents roughly 70% of our free cash flow generation. 1
Driving Profitable Growth with the Intelligent Content Management Platform
Fiscal year 2025 was a defining year for Box, as we introduced the most transformational product line-up in our
company   s history with the delivery of our Intelligent Content Management (ICM) platform. Businesses of all sizes can
now begin to unleash the full value of their content and leverage AI to enhance the management, automation and
utilization of its data in a secure environment. To deliver on the full potential of our ICM, we announced groundbreaking
intelligent workflow automation capabilities that dramatically expand the market opportunity for Box and let us create value
for stockholders across more and more software categories.
1

For further discussion regarding, and a reconciliation of, our non-GAAP to GAAP financial measures, please see pages 65-67 of our Annual Report on
Form 10-K included with your proxy materials for the fiscal year ending January 31, 2025 as filed with the SEC on March 10, 2025, and Exhibit 99.1 to
our Current Report on Form 8-K filed with the SEC on March 4, 2025 included with your proxy materials.

In January 2025, we released Enterprise Advanced, combining the full power of our ICM platform to customers in a single
multi-product offering. Companies are adopting Enterprise Advanced to power intelligent metadata extraction from
documents, automate workflows and dashboards with Box Apps, gain access to Forms, Doc Gen, and Archive, and
create custom AI agents with AI Studio.
Our flexible and interoperable platform remains a major differentiator for Box as we delivered deeper integrations and
relationships with key technology companies such as Adobe, Anthropic, Atlassian, AWS, CrowdStrike, Google and
OpenAI. We are also leveraging our go-to-market engine to bring the full value of Box to all of our customers by delivering
high-value solutions, through our multi-product suites and a partner ecosystem of system integrators to drive larger deals
with customers and power more of their mission critical workflows.
We are clearly entering one of the biggest shifts in business that we've ever seen, driven by AI. Our strong financial model
provides us with the opportunity to execute on our robust product roadmap and invest in strategic go-to-market initiatives,
leading to accelerating our revenue growth in the long-term.
Leading Positive Change
Leading positive change in the world remains a key priority at Box, with a particular focus on protecting our planet,
investing in people and communities, and acting with integrity.
In fiscal year 2025, we achieved a significant milestone in our environmental journey by completing our first
comprehensive greenhouse gas (GHG) assessment in partnership with Optera. This assessment covered Scope 1,
Scope 2, and Scope 3 emissions from fiscal year 2024, and provided critical insights into our carbon footprint across our
operations and value chain. This foundational work informs our strategy to address opportunities for improvement, drive
accountability and engage stakeholders in building a more sustainable future.
At Box, we invest in our people and communities. That means putting our company values and culture first. And
cultivating communities where people connect and thrive - including our 11 Employee Resource Communities - while
celebrating each other   s unique backgrounds and experiences. In fiscal year 2025, we deepened this commitment by
continuing to prioritize belonging at Box and building a workplace where everyone can thrive. Our 2024 Boxer Experience
Survey (BES) results reflect this dedication: 87% company-wide participation, with 92% of our employees saying their
manager fosters an inclusive environment, and 92% feeling they are treated with respect. These values continue to earn
us recognition from Great Place to Work and other respected organizations, including a 100% score on the Human Rights
Campaign Corporate Equality Index and distinctions across multiple categories in 2024 and 2025     from Best
Workplaces for Parents and Women to Development and Wellbeing.
We are also proud of the breadth of backgrounds and expertise that our Board brings to Box, with a particular focus on
SaaS and enterprise software, and a powerful track record of maximizing stockholder value. We remain committed to the
highest standards of corporate and data governance, compliance, and ethics. We also published our Box AI principles,
which describe our commitment to applying the power of AI in a manner that prioritizes the interests (and protects the
content) of our customers.
At Box, our mission is to power how the world works together, and the way work happens is changing more than ever
before. Box is well positioned to capitalize on these changes and power the full life cycle of content in the enterprise.
We have a number of important proposals for your consideration at this year   s annual meeting. We are asking for you to
vote to: (1) re-elect two of our directors     Dan Levin and Bethany Mayer; (2) approve, on an advisory basis, the
compensation of our named executive officers; (3) approve an amendment to our Amended and Restated 2015 Equity
Incentive Plan; (4) approve an amendment to our Amended and Restated 2015 Employee Stock Purchase Plan; (5)
approve an amendment to our Amended and Restated Certificate of Incorporation; and (6) ratify the appointment of Ernst
& Young LLP as our independent accountant for fiscal year 2026. More information on the annual meeting, the Board   s
recommendations and our company can be found in the enclosed proxy materials or other materials we may send you
regarding the annual meeting. We encourage you to read these materials carefully when deciding how to vote your shares
at the annual meeting.
YOUR VOTE IS VERY IMPORTANT. Whether or not you plan to attend the annual meeting, we hope you will vote as
soon as possible so that your voice is heard.

Thank you for your ongoing support and for being a part of our journey to transform how the world works together and
pioneer our industry going forward.


AARON LEVIE  
&(2 DQG &R IRXQGHU 
%R[  ,QF  

BETHANY MAYER 
&KDLU RI WKH %RDUG 
%R[  ,QF  


)RU LPSRUWDQW LQIRUPDWLRQ UHJDUGLQJ RXU XVH RI IRUZDUG ORRNLQJ VWDWHPHQWV  SOHDVH VHH SDJH    RI WKLV SUR[\ VWDWHPHQW  






shareholder letter icon 5/13/2025 Letter Continued (Full PDF)
 

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