Box, Inc. · BOX

After a failed 2020 settlement, Starboard will nominate directors at Box's 2021 Annual Meeting, citing missed growth targets and a $500M convertible preferred it calls a 'buy the vote' scheme.

Box has underperformed cloud peers for years despite engagement, and the Board just cut a dilutive financing to 'buy the vote' — Starboard nominates four directors to force real transformation.

Box's board issued $500m of KKR preferred to lock up >10% of the vote and entrench itself ahead of Starboard's proxy contest — Starboard demands the books and four new directors.

Box is a best-of-breed cloud content platform that has missed every revenue target since IPO; a reconstituted board can fix go-to-market execution and close a massive valuation gap to peers.

Box has chronically lagged peers and entrenched itself via an unnecessary $500M KKR preferred financing; electing Starboard's minority slate restores stockholder accountability and unlocks long-term value.