Box’s ten-person company board will remain intact after an attempt by activist investor Starboard Value to oust Box co-founder and Chief Executive Officer Aaron Levie and two other directors on the board. The three directors easily defeated Starboard’s candidates in a shareholder vote.
The vote came after months of posturing by both sides, according to an announcement on Thursday by Box, at its annual shareholder meeting. In an August Techzine report, it emerged that Box was dealing with an internal dispute, which prompted it to release its earnings early to counter Starboard Value’s strategy.
A history of agitation
Shareholders eventually chose to re-elect Levie, as well as directors Peter Leav and Dana Evan. The outcome is a blow to Starboard Value, which has built up an 8.4% stake in the cloud services firm. It had heavy criticisms for the company this year, citing substandard performance. Starboard invested in Box for the first time in 2019 and began trying to spark change the following year. The argument was that the company was underperforming compared to its industry peers and not delivering on commitments. In the same year, it struck a deal with Box that got two of its nominees on the board of directors.
The tide turned
Earlier this year, Starboard Value was not happy about a $500 million investment from KRR & Co, a private equity firm. The hedge fund called the move a defensive tactic. By May, it had three nominees to replace Levie and others on the board. However, Starboard mistimed the move. In the run-up to the cote, Box’s share price gained more than 20%, owing to two strong quarterly earnings reports.
The company’s position was further strengthened when the pricy advisory firm Institutional Shareholder Services, recommended investors re-elect the directors. The argument is that even though Starboard was valuable operation-wise, the governance changes by Box mean the current board deserves more time to see that out.