Form 4: Box COO's Stock Withholding for Tax Obligations
Insider Transaction Report
Box Inc. Chief Operating Officer Olivia Nottebohm reported the withholding of 18,585 shares of Class A Common Stock for tax obligations related to RSU settlement.
Summary
- Olivia Nottebohm, Chief Operating Officer of Box Inc., reported a transaction on September 20, 2025.
- The transaction involved the disposition of 18,585 shares of Class A Common Stock at a price of $32.17 per share.
- These shares were withheld by Box Inc. to satisfy income tax and withholding obligations in connection with the net settlement of Restricted Stock Units (RSUs), and this does not represent a sale by Ms. Nottebohm.
- Following this transaction, Ms. Nottebohm beneficially owns 511,475 shares of Class A Common Stock, including those represented by RSUs.
- The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Sentiment
Score: 5
Explanation: This is a routine, non-discretionary transaction related to executive compensation and tax obligations, not indicative of positive or negative company performance or insider sentiment.
Positives
- Vesting of Restricted Stock Units (RSUs) for a key executive, Olivia Nottebohm, indicates continued compensation and retention.
Negatives
- NA
Risks
- NA
Future Outlook
NA
Management Comments
- NA
Industry Context
NA
Comparison to Industry Standards
- NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Insider Trading Policy Adherence | The reported transaction, involving the withholding of shares for tax obligations, was executed pursuant to a Rule 10b5-1(c) plan, which is a pre-arranged trading plan designed to satisfy affirmative defense conditions against insider trading. | 09/20/2025 | Demonstrates the company's and executive's commitment to transparent and pre-planned equity transactions, mitigating concerns about trading on material non-public information and reinforcing corporate governance best practices. |
Legal Proceedings
- NA
Related Party Transactions
- NA
Stakeholder Impact
- Shareholders: Minimal direct impact as this is a routine tax withholding, not a discretionary sale, reflecting ongoing executive compensation.
- Employees: Reflects standard executive compensation practices within the company.
Next Steps
- NA
Key Dates
| Date | Description |
|---|---|
| 09/20/2025 | Date of transaction (shares withheld for tax obligations). |
| 09/23/2025 | Date the Form 4 was signed and filed. |
Recommendation
holdThis Form 4 reports a routine, non-discretionary withholding of shares for tax purposes upon RSU vesting, which is a standard part of executive compensation. It does not provide new information about the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as the filing itself does not present a catalyst for buying or selling.
Keywords
BOX, BOX INC, Olivia Nottebohm, COO, Form 4, SEC filing, stock, shares, RSU, restricted stock units, tax withholding, insider transaction, beneficial ownership, 10b5-1 plan
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