Starboard Value LP (together with its affiliates, “Starboard” or “we”), one of the largest stockholders of Box, Inc. (“Box” or the “Company”) (NYSE:BOX), with an ownership stake of approximately 8.6% of the Company’s outstanding shares, today commented on the report issued by Institutional Shareholder Services Inc. (“ISS”), a leading independent proxy voting advisory firm, in connection with the Company’s upcoming 2021 Annual Meeting of Stockholders (the “Annual Meeting”).
Peter Feld, Managing Member ofStarboard Value LP, responded to the ISS report, stating, “We are pleased that ISS recognizes the positive impact Starboard has had at Box since our involvement began two years ago and that many of the recent changes would likely not have occurred without our continued pressure. We are also gratified that ISS shares our concerns with the Company’s recent unnecessary financings, particularly with respect to the serious governance issues surrounding the KKR-led preferred equity financing.
Clearly, the pressure from common stockholders is working, and now is not the time to remove that pressure. The current Board needs greater independence and common stockholder representation in light of a poor track record of execution, highly questionable recent decisions regarding capital allocation, and serious issues with executive compensation practices. The election of our highly-qualified nominees is critical to ensure that Box makes decisions that are in the best interests of common stockholders. As we have repeatedly stated, both publicly and privately to Box, our nominees are committed to working with the Board and management team to make the right decisions to create long-term value for the benefit of all stockholders.
We are thankful for the recognition that our involvement has catalyzed the positive changes at Box over the past two years, and we continue to believe there is a significant opportunity for value creation. Our nominees are highly-qualified, truly independent, with relevant experience and strong diversity. We appreciate the support from stockholders who have already voted for Starboard’s nominees on the WHITE proxy card and urge all of our fellow stockholders to vote for a better path forward at Box on the WHITE proxy card TODAY.”
