Trademark Trial and Appeal Board Electronic Filing System. https://estta.uspto.gov
`
`ESTTA Tracking number:
`
`ESTTA1219244
`
`Filing date:
`
`07/05/2022
`
`IN THE UNITED STATES PATENT AND TRADEMARK OFFICE
`BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD
`
`Proceeding no.
`
`91270742
`
`Party
`
`Correspondence
`address
`
`Submission
`
`Filer's name
`
`Filer's email
`
`Signature
`
`Date
`
`Attachments
`
`Plaintiff
`Box, Inc.
`
`JOSEPH V MYERS III
`SEYFARTH SHAW LLP
`1075 PEACHTREE ST STE 2500
`ATLANTA, GA 30309
`UNITED STATES
`Primary email: lgregory@seyfarth.com
`Secondary email(s): tmatlanta@seyfarth.com, ipdocketatlanta@seyfarth.com,
`ttabdocket@seyfarth.com
`No phone number provided
`
`Testimony For Plaintiff
`
`Lauren M. Gregory
`
`lgregory@seyfarth.com, tmatlanta@seyfarth.com, ipdocketat-
`lanta@seyfarth.com, ttabdocket@seyfarth.com
`
`/Lauren M. Gregory/
`
`07/05/2022
`
`Declaration of Denis Roy.pdf(129656 bytes )
`Ex. A - Box 10-K FY 2022.pdf(6199725 bytes )
`Ex. B - Box - Part 1.pdf(1721392 bytes )
`Ex. B - Box - Part 2.pdf(4174776 bytes )
`Ex. C - Box - Part 1.pdf(2593207 bytes )
`Ex. C - Box - Part 2.pdf(3887231 bytes )
`Ex. D - Box - Part 1.pdf(2828699 bytes )
`Ex. D - Box - Part 2.pdf(3758849 bytes )
`Ex. E - Box - Part 1.pdf(2852114 bytes )
`Ex. E - Box - Part 2.pdf(3531231 bytes )
`Ex. F - Box - Part 1.pdf(2839694 bytes )
`Ex. F - Box - Part 2.pdf(4287665 bytes )
`
`

`

`
`
`IN THE UNITED STATES PATENT AND TRADEMARK OFFICE
`
`BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD
`
`
`In the Matter of Application Serial No. 88/475,766
`Published in the Official Trademark Gazette of March 30, 2021
`
`
`
`BOX, INC.,
`
`
`
`
`v.
`
`Opposer,
`
`
`SHAREKEY SWISS AG,
`
`
`Applicant.
`
`
`
`
`
`
`
`
`
`
`Opposition No. 91270742
`
`
`
`
`
`
`TESTIMONY DECLARATION OF DENIS ROY
`
`I, Denis Roy, state as follows:
`
`1.
`
`I am over the age of eighteen and am employed by Box, Inc. (“Box”) as Vice
`
`President of Brand and Communications. The facts contained in this declaration are known to me
`
`personally or are based on my review of documents created and kept in the ordinary course of
`
`business, and if called as a witness, I could and would competently testify to them.
`
`2.
`
`I have more than two decades of experience working in marketing and
`
`communications in the technology industry. I first started working for Box in March 2012 as the
`
`Senior Manager of Communications. Since then, I have been promoted several times to various
`
`leadership roles within Box’s communications department. I was promoted to my current role in
`
`August 2019. In my role as the Vice President of Brand and Communications at Box, I manage
`
`Box’s brand, marketing communications, and public relations initiatives on a global scale. With
`
`over ten years of experience working at Box, I have become extremely knowledgeable about the
`
`nature of products and services Box offers, the trademarks under which Box offers its products
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`84163380v.5
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`
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`and services, and the marketing and sale of products and services under Box’s trademarks in the
`
`United States.
`
`BACKGROUND: BOX AND ITS SOFTWARE BUSINESS
`
`3.
`
`Box is a leading innovator in the field of knowledge management and electronic
`
`data sharing, storage, and related collaboration tools. Since its inception in 2005, Box has offered
`
`products and services under the trademark BOX, along with several BOX-formative marks,
`
`including but not limited to BOX SYNC, BOX NOTES, and BOXWORKS (collectively, the
`
`“BOX Marks”), that enable both individuals and enterprises across a variety of industries to
`
`accelerate business processes, power workplace collaboration, and protect their most valuable
`
`information, all while working with a best-of-breed enterprise IT stack.
`
`4.
`
`Box’s cloud-based platform features secure content creation, storage, sharing,
`
`editing, and management capabilities, along with secure collaboration tools, electronic signature
`
`platforms, and workflow automation tools.
`
`5.
`
`Users can upload, transfer, download, store, archive, back-up, encrypt, and share
`
`documents, files, data, and other information through Box’s website, located at www.box.com
`
`(the “Box Website”), as well as through more than 1,500 mobile applications, including
`
`integrated partner applications such as Google® Apps, Microsoft®, NetSuite® and Salesforce®.
`
`Indeed, Box’s products and services allow users to securely collaborate with nearly anyone,
`
`anywhere, on any device.
`
`RENOWN OF THE BOX MARKS
`
`6.
`
`Box has continuously marketed its cloud-based data sharing and collaboration
`
`platform under the trademark BOX in the United States since it first launched the platform in
`
`2005.
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`7.
`
`Over the years, as Box has added various functionalities and features to its
`
`platform and expanded its related goods and services offerings, it has marketed those new
`
`products and services under the trademark BOX as well as under other BOX Marks.
`
`8.
`
`For example, in 2010, Box began using the mark BOX SYNC in connection with
`
`computer software for synchronizing computer files. In 2011, it began using the mark
`
`BOXWORKS for educational services related to cloud computing. And in 2013, it adopted the
`
`mark BOX NOTES in connection with computer software for, among other things, sharing and
`
`editing notes in a collaborative work environment. Since that time, these and other BOX-
`
`formative marks have been incorporated together into marketing related to Box’s platform in
`
`order to create a family of BOX Marks that consumers have come to associate with Box’s
`
`platform.
`
`9.
`
`Box markets its platform through various avenues, including online through the
`
`Box Website and on social media. For example, Box markets its platform via print marketing,
`
`online video, business to business marketing, internet advertisements, and billboard and other out
`
`of home advertisements.
`
`10.
`
`Box’s public filings reflect the following annual sales and marketing spend for
`
`Box from 2016 to 2023 (expressed in millions):
`
`Year
`
`2016
`
`2017
`
`2018
`
`2019
`
`2020
`
`2021
`
`2022
`
`Revenue $242.2
`
`$253.0
`
`$303.3
`
`$312.2
`
`$317.6
`
`$275.7
`
`$298.6
`
`
`
`11.
`
`Box has received several accolades from third-party organizations regarding its
`
`cloud-based data sharing and collaboration platform under the trademark BOX in the United
`
`States, including, for example:
`
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`3
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`
`
`•
`
`•
`
`•
`
`•
`
`•
`
`•
`
`•
`
`•
`
`Leader in the Gartner 2021 Magic Quadrant TM for Content Services
`Platforms;
`
`Leader in Forrester Wave for Content Platforms, 2021
`
`Major Player in IDC MarketScape for eSignature Software, 2021
`
`Leader in Nucleus Research Content Service and Collaboration Value
`Matrix, 2021
`
`Gartner Customers’ Choice Vendor for Content Collaboration Tools, 2020
`
`Leader in Aragon Research Enterprise Content Platforms Globe, 2020
`
`Leader in Forrester New Wave for Cloud Content Platforms, 2019
`
`Leader in IDC MarketScape for Cloud Content Apps, 2019
`
`12.
`
`As result of Box’s significant efforts to promote its products and services under
`
`the BOX Marks, businesses in a wide variety of industries have become aware of Box and the
`
`high-quality goods and services marketed under the BOX Marks, including but not limited to
`
`construction, education, financial services, healthcare, government, life sciences, media and
`
`entertainment, professional services, retail, and non-profit.
`
`13.
`
`Indeed, Box now provides its products and services to over 100,000 companies,
`
`including 67% of the Fortune 500 companies. Some of its marquis customers include, for
`
`example, Morgan Stanley, AstraZeneca, Intuit, Dubai Airports, LegalZoom, and the U.S. Food
`
`and Drug Administration.
`
`14.
`
`Box’s revenue in fiscal year ended on January 31, 2022, alone, was $874.3
`
`million, an increase of 13% from fiscal year 2021.
`
`15.
`
`Box is on track to deliver approximately $1 billion in revenue in fiscal year 2023.
`
`16.
`
`Box’s public filings reflect the following annual sales revenues for Box from
`
`2016 to 2023 (expressed in millions):
`
`84163380v.5
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`

`

`
`
`
`
`Year
`
`2016
`
`2017
`
`2018
`
`2019
`
`2020
`
`2021
`
`2022
`
`Revenue $302.7
`
`$398.6
`
`$506.1
`
`$608.4
`
`$696.3
`
`$770.8
`
`$874.3
`
`17.
`
`Attached hereto as Exhibit A is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2022.
`
`18.
`
`Attached hereto as Exhibit B is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2021.
`
`19.
`
`Attached hereto as Exhibit C is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2020.
`
`20.
`
`Attached hereto as Exhibit D is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2019.
`
`21.
`
`Attached hereto as Exhibit E is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2018.
`
`22.
`
`Attached hereto as Exhibit F is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2017.
`
`23.
`
`Attached hereto as Exhibit G is a true and correct copy of Box’s publicly filed 10-
`
`K report for fiscal year ended on January 31, 2016.
`
`
`
`I declare under penalty of perjury that the foregoing is true and correct. Executed this __
`
`day of June, 2022 at Redwood City, California.
`
`
`
`Denis Roy
`
`
`
`
`
`
`
`84163380v.5
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`5
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`

`

`EXHIBIT A
`EXHIBIT A
`
`

`

`
`
`
`
`
`UNITED STATES
`SECURITIES AND EXCHANGE COMMISSION
`Washington, D.C. 20549
`
`FORM 10-K
`
`
`
`(Mark One)
`
`☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
`For the fiscal year ended January 31, 2022
`OR
`
`☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
`
`FOR THE TRANSITION PERIOD FROM TO
`Commission File Number 001-36805
`
`
`Box, Inc.
`
`(Exact name of registrant as specified in its Charter)
`
`
`
`
`Delaware
`(State or other jurisdiction of
`incorporation or organization)
`
`
`
`
`20-2714444
`(I.R.S. Employer
`Identification No.)
`
`900 Jefferson Ave.
`Redwood City, California 94063
`(Address of principal executive offices and Zip Code)
`(877) 729-4269
`(Registrant’s telephone number, including area code)
`
`Securities registered pursuant to Section 12(b) of the Act:
`
`Trading Symbol(s)
`
`
`BOX
`
`Name of each exchange on which registered
`New York Stock Exchange
`
`Title of each class
`Class A Common Stock, $0.0001 par value
`
`per share
`
`
`
`Securities registered pursuant to Section 12(g) of the Act: None
`
`Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES ☒ NO ☐
`Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act (the Exchange Act). YES ☐ NO ☒
`Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such
`shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES ☒ NO ☐
`Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of
`this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). YES ☒ NO ☐
`Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.
`See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
`
`☒
`Large accelerated filer
`Accelerated filer
`☐
`Non-accelerated filer
`Smaller reporting company
`
`Emerging growth company
` 
`If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
`accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
`Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting
`under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
`Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒
`The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing price of a share of the registrant’s Class A
`common stock on July 31, 2021 as reported by the New York Stock Exchange on such date was approximately $3.6 billion. Shares of the registrant’s Class A common stock held by
`each executive officer and director of the registrant have been excluded in that such persons may be deemed to be affiliates. This calculation does not reflect a determination that
`certain persons are affiliates of the registrant for any other purpose.
`As of February 28, 2022, the number of shares of the registrant’s Class A common stock outstanding was 143,423,689.
`Portions of the registrant’s Definitive Proxy Statement relating to the Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-
`K where indicated. Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended
`January 31, 2022.
`
`
`
`☐
`☐
`☐
`
`
`
`

`

`
`
`
`
`
`
`
`Item 1.
`Item 1A.
`Item 1B.
`Item 2.
`Item 3.
`Item 4.
`
`
`
`Item 5.
`Item 6.
`Item 7.
`Item 7A.
`Item 8.
`Item 9.
`Item 9A.
`Item 9B.
`Item 9C.
`
`
`
`Item 10.
`Item 11.
`Item 12.
`Item 13.
`Item 14.
`
`
`
`Item 15.
`Item 16
`
`
`
`Box, Inc.
`Annual Report on Form 10-K
`For the Fiscal Year Ended January 31, 2022
`TABLE OF CONTENTS
`
`
`
`
`
`
`
`
`
` PART I
`
`
`
`
`
` Business
`
` Risk Factors
`
` Unresolved Staff Comments
`
` Properties
`
` Legal Proceedings
`
` Mine Safety Disclosures
`
`
`
`
` PART II
`
`
`
` Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
` [Reserved]
`
` Management’s Discussion and Analysis of Financial Condition and Results of Operations
`
` Quantitative and Qualitative Disclosures About Market Risk
`
` Financial Statements and Supplementary Data
`
` Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
`
` Controls and Procedures
`
` Other Information
`
` Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
`
`
`
`
` PART III
`
`
`
`
` Directors, Executive Officers and Corporate Governance
`
` Executive Compensation
`
` Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
`
` Certain Relationships and Related Transactions, and Director Independence
`
` Principal Accountant Fees and Services
`
`
`
`
` PART IV
`
`
`
`
` Exhibits, Financial Statement Schedules
`
` Form 10-K Summary
`
` Signatures
`
`
`Page
`
`5
`16
`42
`42
`43
`43
`
`
`
`44
`46
`47
`66
`67
`102
`102
`102
`102
`
`
`
`103
`103
`103
`103
`103
`
`
`
`104
`104
`110
`
`2
`
`

`

`
`
`SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
`
`•
`•
`•
`•
`•
`•
`•
`•
`•
`•
`•
`•
`•
`•
`
`•
`
`This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act
`of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks
`and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In
`some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expects,”
`“plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or
`“continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or
`intentions. Forward-looking statements contained in this Annual Report on Form 10-K include, but are not limited to, statements about:
`•
`our future financial and operating results; including expectations regarding revenues, deferred revenue, billings, remaining
`performance obligations, gross margins, operating income, and net retention rate;
`our ability to maintain an adequate rate of revenue and billings growth and our expectations regarding such growth;
`our market opportunity, business plan and ability to effectively manage our growth;
`our ability to achieve profitability and expand or maintain positive cash flow;
`our ability to achieve our long-term margin objectives;
`our ability to grow our remaining performance obligations;
`our expectations regarding our revenue mix;
`our ability to maintain, protect and enhance our brand and intellectual property;
`costs associated with defending intellectual property infringement and other claims and the frequency of such claims;
`our ability to attract and retain end-customers;
`our ability to further penetrate our existing customer base;
`our ability to displace existing products in established markets;
`our ability to expand our leadership position as a cloud content management platform;
`our ability to timely and effectively scale and adapt our existing technology;
`our ability to innovate new products and features and bring them to market in a timely manner and the expected benefits to
`customers and potential customers of our products;
`our investment strategy, including our plans to further invest in our business, including investment in research and
`development, sales and marketing, our data center infrastructure and our professional services organization, and our ability
`to effectively manage such investments;
`our ability to expand internationally;
`expectations about competition and its effect in our market and our ability to compete;
`the effects of seasonal trends on our operating results;
`use of non-GAAP financial measures;
`our belief regarding the sufficiency of our cash, cash equivalents and our credit facilities to meet our working capital and
`capital expenditure needs for at least the next 12 months;
`our expectations concerning relationships with third parties;
`our ability to attract and retain qualified employees and key personnel;
`our ability to realize the anticipated benefits of our partnerships with third parties;
`
`•
`•
`•
`•
`•
`
`•
`•
`•
`
`3
`
`

`

`
`
`•
`•
`•
`•
`
`•
`•
`•
`•
`•
`
`the effects of new laws, policies, taxes and regulations on our business;
`management’s plans, beliefs and objectives, including the importance of our brand and culture on our business;
`our ability to maintain, protect and enhance our brand and intellectual property;
`acquisitions of or investments in complementary companies, products, services or technologies and our ability to
`successfully integrate such companies or assets;
`the KKR-led investment in Box and achievement of its potential benefits;
`any potential repurchase of our Class A common stock;
`the potential impact of shareholder activism on Box’s business and operations;
`the impact of the Russian invasion of Ukraine on our business and operating results; and
`the impact of public health epidemics or pandemics, such as the COVID-19 pandemic, and governmental responses
`thereto.
`
`These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in
`the section titled “Risk Factors” and elsewhere in this Annual Report on Form 10-K. Moreover, we operate in a very competitive and
`rapidly changing environment, and new risks emerge from time to time. It is not possible for our management to predict all risks, nor
`can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual
`results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties
`and assumptions, the forward-looking events and circumstances discussed in this Annual Report on Form 10-K may not occur and
`actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.
`
`You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations
`reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance
`or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, neither we nor any other
`person assumes responsibility for the accuracy and completeness of the forward-looking statements. We undertake no obligation to
`update publicly any forward-looking statements for any reason after the date of this Annual Report on Form 10-K to conform these
`statements to actual results or to changes in our expectations, except as required by law.
`
`You should read this Annual Report on Form 10-K and the documents that we reference in this Annual Report on Form 10-K and
`have filed with the SEC as exhibits to this Annual Report on Form 10-K with the understanding that our actual future results, levels of
`activity, performance, and events and circumstances may be materially different from what we expect.
`
`
`4
`
`

`

`
`
`PART I
`
`Item 1. BUSINESS
`Overview
`Box is the Content Cloud: one secure, cloud-native platform for managing the entire content journey. Content – from blueprints
`to wireframes, videos to documents, proprietary formats to PDFs – is the source of an organization’s unique value. Our cloud content
`management platform enables our customers, including 67% of the Fortune 500, to securely manage the entire content lifecycle, from
`the moment a file is created or ingested to when it’s shared, edited, published, approved, signed, classified, and retained. Box keeps
`content secure and compliant, while also allowing easy access and sharing of this content from anywhere, on any device – both within
`the organization and with external partners.
`
`With our Software-as-a-Service (SaaS) platform, users can collaborate on content both internally and with external parties,
`automate content-driven business processes, develop custom applications, and implement data protection, security and compliance
`features to comply with legal and regulatory requirements, internal policies and industry standards and regulations. The Box Content
`Cloud accelerates business processes, improves employee productivity, enables secure remote work, and protects an organization’s
`most valuable data. Our platform enables a broad set of high-value business use cases across enterprises, hundreds of file formats and
`media types, and user experiences. Our platform integrates with leading enterprise business applications, and is compatible with
`multiple application environments, operating systems and devices, ensuring that workers can securely access their critical business
`content whenever and wherever they need it.
`
`Our go-to-market strategy is focused on selling our platform as a solution for the entire enterprise with the full set of Box
`capabilities, leveraging our product suite offerings, and driving high-value significant business outcomes for our customers. This
`strategy combines top-down, high-touch sales efforts with end-user-driven bottoms-up adoption. We focus our efforts on larger
`enterprises, capitalizing on international growth, and utilizing our partner ecosystem, where most advantageous. Our sales
`representatives engage directly with IT decision makers including CEOs, CIOs, CISOs, IT directors and line of business department
`heads. We also field inbound inquiries and online sales opportunities. We further expand our market reach by leveraging our network
`of channel partners that comprises value-added resellers and systems integrators as well as our own consulting services. We offer
`individuals a free basic version of Box that allows them to experience first-hand our easy-to-use and secure solution. Use of Box often
`spreads virally within and across organizations, as users adopt Box and invite new users to collaborate. In addition, an organization will
`frequently purchase Box for one use case and then later expand its deployment to other use cases with larger groups of employees,
`leading to deeper engagement with our service. We focus our sales strategy on ensuring that new and existing customers understand
`and experience the transformative impact of Box.
`
`We are building a rich technology partner ecosystem around Box. We offer more than 1,500 pre-built integrations with partners
`including Microsoft, IBM, Salesforce.com, Apple, Google, Slack, Adobe, Palo Alto Networks, Okta, Zoom and others, giving our
`users easy access to their content in Box without leaving these applications. In addition, in-house enterprise developers and
`independent software developers can use our developer platform and open application programming interfaces (APIs) to rapidly build
`and provision new applications that leverage and extend the core functionality of our services, increasingly with a focus on specific
`industries and vertical market use cases. To date, tens of thousands of third-party developers have leveraged our platform as the secure
`content layer for their applications.
`
`We are committed to powering how the world does more good together. Box.org mobilizes our technology, talent, partners and
`institutional assets to enable nonprofits to innovate and fulfill their missions. Founded in 2014, Box.org now serves over 10,000
`nonprofits with donated or discounted Box access, employee volunteer hours and cash grants from the Box.org Fund.
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`The Box Solution
`We offer web, mobile and desktop applications for cloud content management on a platform for developing custom applications,
`as well as industry-specific capabilities. Three core capabilities differentiate Box from potential competitors: frictionless security and
`compliance powered by our global cloud architecture, seamless external and internal collaboration and workflow automation, and
`expansive integrations and APIs that extend the value of our Content Cloud to every organization. Box features and functionality
`include the following:
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`Frictionless Security and Compliance
`Global Cloud Architecture. We have built our platform from the ground up on a cloud-based architecture, which enables
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`us to rapidly develop, update and provision our services to users. Our proprietary cloud architecture is particularly well-
`suited for today's dynamically changing business requirements because it enables use of the most up-to-date versions of
`our solutions at all times and administrators to immediately apply changes in policies and controls across all their
`organization’s critical content simultaneously. Our modern cloud infrastructure also powers global scalability and
`reliability with minimal downtime for our customers, ensuring their business-critical content is always secure, compliant,
`and available.
`Enterprise-Grade Security. We have invested heavily to build robust security features to protect our customers from the
`most pervasive security threats. At the most basic level, all files stored in Box are encrypted at rest and in transit. Box’s
`information rights management features enable secure access and management of files by providing granular control over
`users’ ability to access, view, download, edit, print or share content. With Box KeySafe, organizations can implement
`higher levels of data security and protection by keeping control of the encryption keys that protect their content. This
`advanced encryption feature is valuable to many organizations, including those in highly regulated industries such as
`financial services, health care, government and legal.
`Intelligent Threat Detection and Smart Access with Box Shield. Box Shield uses machine learning to provide granular,
`real-time threat detection and prevention capabilities. Box Shield reduces the risk of accidental data leakage through native
`security classifications and granular access controls by, for example, automatically applying classification to files that
`contain personal identifiable information. Box Shield also uses advanced machine learning to scan files for sophisticated
`malware (including ransomware) and identify suspicious user behavior to help organizations detect and prevent threats
`before they become data breaches.
`Comprehensive Data Governance Strategy. Box serves as a secure, centralized system of record for retaining content for
`operational use while ensuring adherence to applicable laws and regulations, using data retention and Data Loss
`Prevention (DLP) capabilities. Our data security policies allow customers to apply quarantine or notification-only policies
`to sensitive confidential files, such as those containing predefined attributes, such as credit card or social security system
`numbers, and we provide robust integrations for leading eDiscovery and DLP systems. Our Box Governance solution
`allows customers to manage retention policies, legal holds, and disposition of data.
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`Box Zones for In-Region Data Storage. Box Zones enables businesses around the globe to adopt Box as their modern 
`content management platform, while letting them store and manage their data locally in certain regions. This helps 
`organizations address region-specific compliance mandates associated with data residency and privacy. 
`Content Migration. Box Shuttle, our content migration offering, allows organizations of all sizes to easily and cost-
`effectively migrate their data into Box, regardless of file type or source system. Our powerful migration technology allows
`for in-depth analysis of existing data on 3rd party source systems, native simulation of the migration for testing purposes,
`and execution of a comprehensive migration that moves files, metadata, and version history. Additionally, organizations
`can seamlessly transform file permissions and ownership to ensure that users can continue work uninterrupted. With both
`self-serve and managed migration options available through Box Consulting, organizations can accelerate their digital
`transformation by quickly and easily migrating data into the cloud at petabyte scale.
`Focus on Industry-Specific Capabilities. In order to facilitate easier and faster time to market, we offer industry-specific
`capabilities for those industries that have more complex content and collaboration challenges. These features target
`specific business problems within those industries with a combination of Box, integration with industry-specific partner
`technologies, and implementation expertise from Box Consulting and/or implementation partners. For example, Box GxP
`Validation provides life sciences companies with an approach for maintaining always-on GxP compliance in the cloud and
`enables organizations subject to Food and Drug Administration regulations to manage both unregulated and regulated
`content within Box. We successfully serve customers in highly regulated industries with specific requirements relating to
`compliance with certain security and regulatory standards, such as GxP and FedRAMP, and those required by HIPAA,
`FINRA, and the HITECH Act.
`Administrative Controls. We give IT administrators powerful tools to define access rights by user, content type, device,
`and business need. Administrators can set specific content policies such as expiration dates to auto-delete files or
`deactivate links to time-sensitive materials. They can also manage mobile and sync security settings, including
`specification of which devices have access to Box and whether certain features are enabled.
`Tracking and Reporting for Visibility. All actions taken by paying business users and their external collaborators in Box
`are tracked and auditable by our customers’ authorized administrators through Box’s native administrative applications.
`The tracking and audit data are also accessible to administrators with the appropriate access rights via our APIs.
`Simple and Rapid Deployment. Our cloud-based software allows organizations to deploy our products easily, quickly,
`and inexpensively. IT administrators can quickly add users, set up permissions, create folders and policies, and begin using
`our products almost immediately