FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * Bessemer Venture Partners VIII L.P.   2. Issuer Name and Ticker or Trading Symbol BOX INC [BOX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O BESSEMER VENTURE PARTNERS, 1865 PALMER AVENUE, SUITE 104 3. Date of Earliest Transaction (Month/Day/Year) 01/28/2015 (Street) LARCHMONT, NY 10538 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Existing Class A Common Stock 01/28/2015   C   5,037,091 A (1) (2) (3) (4) (5) (6) 5,037,091 I See footnotes (7) (8) Existing Class A Common Stock (9) 01/28/2015   J   5,037,091 D (9) 0 I See footnotes (8)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Preferred Stock (1)	(1)	01/28/2015		C			350,514	(1)	(1)	Existing Class A Common Stock	350,514	$ 0	0	I	See footnotes (8) (11)
Series B Preferred Stock (2)	(2)	01/28/2015		C			1,345,970	(2)	(2)	Existing Class A Common Stock	1,345,970	$ 0	0	I	See footnotes (8) (12)
Series C Preferred Stock (3)	(3)	01/28/2015		C			509,633	(3)	(3)	Existing Class A Common Stock	509,633	$ 0	0	I	See footnotes (8) (13)
Series D-2 Preferred Stock (4)	(4)	01/28/2015		C			1,654,588	(4)	(4)	Existing Class A Common Stock	1,654,588	$ 0	0	I	See footnotes (8) (14)
Series E Preferred Stock (5)	(5)	01/28/2015		C			916,386	(5)	(5)	Existing Class A Common Stock	916,386	$ 0	0	I	See footnotes (8) (15)
Series E-1 Preferred Stock (6)	(6)	01/28/2015		C			260,000	(6)	(6)	Existing Class A Common Stock	260,000	$ 0	0	I	See footnotes (8) (16)
Class B Common Stock (9) (17)	(9)	01/28/2015		J		5,037,091		(17)	(17)	Class A Common Stock	5,037,091	$ 0	5,037,091	I	See footnotes (8) (10)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Bessemer Venture Partners VIII L.P. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538		X
Bessemer Venture Partners VIII Institutional L.P. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538		X
Deer VIII & Co. L.P. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538	X	X
Deer VIII & Co. Ltd. C/O BESSEMER VENTURE PARTNERS 1865 PALMER AVENUE, SUITE 104 LARCHMONT, NY 10538		X

Signatures

/s/ J. Edmund Colloton, Director, Deer VIII & Co. Ltd., the General Partner for Deer VIII & Co. L.P., the General Partner for BVP VIII Institutional L.P. and Bessemer Venture Partners VIII L.P.		01/30/2015
**Signature of Reporting Person		Date
/s/ J. Edmund Colloton, Director, Deer VIII & Co. Ltd., the General Partner for Deer VIII & Co. L.P.		01/30/2015
**Signature of Reporting Person		Date
/s/ J. Edmund Colloton, Director, Deer VIII & Co. Ltd.		01/30/2015
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Series A Preferred Stock automatically converted into the Issuer's existing Class A Common Stock ("Existing Class A Common Stock") on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
(2)	The Series B Preferred Stock automatically converted into Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
(3)	The Series C Preferred Stock automatically converted into Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
(4)	The Series D-2 Preferred Stock automatically converted into Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
(5)	The Series E Preferred Stock automatically converted into Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
(6)	The Series E-1 Preferred Stock automatically converted into Existing Class A Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
(7)	After the above conversions, Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII L.P. ("BVP VIII", and together with BVP VIII Inst, the "Funds") owned 2,750,252 and 2,286,839 shares, respectively, of Existing Class A Common Stock.
(8)	Deer VIII & Co. L.P. ("Deer VIII") is the general partner of each of the Funds. Deer VIII & Co. Ltd ("Deer Ltd.") is the general partner of Deer VIII. Deer VIII disclaims beneficial ownership of the shares held by the Funds (the "Shares") and this report shall not be deemed an admission that such reporting person is the beneficial owner of such Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its general partner interests in the Funds. Deer Ltd. disclaims beneficial ownership of the Shares and this report shall not be deemed an admission that such reporting person is the beneficial owner of such Shares, except to the extent of its pecuniary interest, if any, in the Shares by virtue of its general partner interest in Deer VIII.
(9)	Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Existing Class A Common Stock, each share of Existing Class A Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
(10)	Following the reclassification of Existing Class A to Class B Common Stock, BVP VIII Inst and BVP VIII own 2,750,252 and 2,286,839 shares, respectively, of the Class B Common Stock.
(11)	BVP VIII Inst and BVP VIII owned 191,381 and 159,133 shares, respectively, of the Series A Preferred Stock.
(12)	BVP VIII Inst and BVP VIII owned 734,900 and 611,070 shares, respectively, of the Series B Preferred Stock.
(13)	BVP VIII Inst and BVP VIII owned 278,260 and 231,373 shares, respectively, of the Series C Preferred Stock.
(14)	BVP VIII Inst and BVP VIII owned 903,405and 751,183 shares, respectively, of the Series D-2 Preferred Stock.
(15)	BVP VIII Inst and BVP VIII owned 500,346 and 416,040 shares, respectively, of the Series E Preferred Stock.
(16)	BVP VIII Inst and BVP VIII owned 141,960 and 118,040 shares, respectively, of the Series E-1 Preferred Stock.
(17)	Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.

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