Ownership Submission
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 *
LEVIN DANIEL J
  2. Issuer Name and Ticker or Trading Symbol
BOX INC [BOX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & COO
(Last)
(First)
(Middle)
900 JEFFERSON AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2016
(Street)

REDWOOD CITY, CA 94063
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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
Class A Common Stock 06/09/2016   C   83,011 A $ 0 83,011 I See footnote (1)
Class A Common Stock 06/09/2016   J(2)   83,011 D $ 0 0 I See footnote (1)
Class A Common Stock 06/09/2016   C   83,011 A $ 0 83,011 I See footnote (3)
Class A Common Stock 06/09/2016   J(4)   83,011 D $ 0 0 I See footnote (3)
Class A Common Stock               3,079 (5) D  

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
Class B Common Stock (6) (6)               (6)   (6) Class A Common Stock 1,388,600   1,388,600 (7) I See footnote (8)
Class B Common Stock (6) (6) 06/09/2016   C     83,011   (6)   (6) Class A Common Stock 83,011 $ 0 0 I See footnote (1)
Class B Common Stock (6) (6) 06/09/2016   C     83,011   (6)   (6) Class A Common Stock 83,011 $ 0 0 I See footnote (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LEVIN DANIEL J
900 JEFFERSON AVENUE
REDWOOD CITY, CA 94063
  X     President & COO  

Signatures

 /s/ Peter McGoff, Attorney-in-Fact   06/13/2016
**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 shares are held of record by the Daniel Levin GRAT dated 12/10/13 ("Levin GRAT"), for which the Reporting Person serves as trustee.
(2) Shares of Class A Common Stock were distributed pursuant to the terms of, and in connection with, the termination of the Levin GRAT.
(3) The shares are held of record by the Naomi J. Andrews GRAT dated 12/10/13 ("Andrews GRAT"), for which the Reporting Person's spouse serves as trustee.
(4) Shares of Class A Common Stock were distributed pursuant to the terms of, and in connection with, the termination of the Andrews GRAT.
(5) These shares were acquired by the Reporting Person pursuant to the Issuer's Employee Stock Purchase Plan.
(6) 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.
(7) This amount reflects the transfer of 51,173 shares of Class B Common Stock from the Levin GRAT and 51,173 shares of Class B Common Stock from the Andrews GRAT to Daniel J. Levin and Naomi J. Andrews, as Trustees of the Levin/Andrews Family Trust dated 9/18/99 ("Levin/Andrews Family Trust") as an annuity payment.
(8) The shares are held of record by Daniel J. Levin and Naomi J. Andrews, as Trustees of the Levin/Andrews Family Trust.

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