Form 4: Box COO Sells Shares Under Pre-Arranged Trading Plan

Box Inc.'s Chief Operating Officer, Olivia Nottebohm, sold 4,612 shares of Class A Common Stock for $26.041 per share under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Olivia Nottebohm, Chief Operating Officer of Box Inc. (BOX), reported a sale of company stock.
• She disposed of 4,612 shares of Class A Common Stock.
• The transaction occurred on January 21, 2026.
• The shares were sold at a weighted average price of $26.041 per share, with prices ranging from $25.78 to $26.185.
• The sale was executed under a Rule 10b5-1 trading plan, which was adopted on July 9, 2025.
• Following this transaction, Ms. Nottebohm beneficially owns 469,831 shares of Class A Common Stock, including Restricted Stock Units (RSUs).

Sentiment

Score: 5

Explanation: A neutral score. Insider sales under a 10b5-1 plan are generally considered routine and less indicative of sentiment than open market sales, but still represent a reduction in insider ownership.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned liquidity event rather than a reaction to recent company performance.

Negatives

• An insider sale, even if pre-planned, can sometimes be perceived negatively by the market as it reduces insider ownership.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction, as it is solely a report of an insider stock transaction.

Management Comments

• The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 9, 2025.
• This sale price represents the weighted average sale price of the shares sold ranging from $25.78 to $26.185 per share.
• Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
• Certain of these shares are represented by restricted stock units ("RSUs"). Each RSU represents the Reporting Person's right to receive one share of Common Stock of the Issuer subject to the applicable vesting schedule and the Reporting Person's continuous service through each such date.

Industry Context

This Form 4 filing reports a routine insider stock transaction and does not provide information relevant to broader industry trends or competitive landscape analysis.

Stakeholder Impact

• Shareholders: A minor reduction in insider ownership, which could be viewed neutrally given the 10b5-1 plan, or slightly negatively by some.

Next Steps

• The Reporting Person will provide full information regarding the number of shares sold at each separate price within the range upon request by the Commission staff, the Issuer, or a security holder.

Key Dates

Recommendation

The filing details a routine, pre-planned insider stock sale by the Chief Operating Officer under a Rule 10b5-1 plan. Such transactions are typically for personal financial planning and do not usually signal a change in the company's fundamental outlook or warrant a change in investment recommendation based solely on this information. The amount sold is a small fraction of the officer's total beneficial ownership, suggesting continued alignment with shareholder interests. Therefore, a 'hold' recommendation is appropriate as this event does not provide new material information to alter an existing investment thesis.

Keywords

Box Inc., BOX, Olivia Nottebohm, Insider Sale, Form 4, Rule 10b5-1, Stock Transaction, Chief Operating Officer, Equity Sales