In this episode of The Exit: Ben Zvaifler, serial entrepreneur and current founder of Cloud Water Filters, shares his journey building PupBox, scaling it with Shark Tank exposure, and ultimately selling to Petco. He reflects on the challenges of early entrepreneurship, lessons from acquisition, and what he’s building now.
Key Takeaways:
From Puppy Chaos to PupBox
Ben and his wife created PupBox after struggling with their own puppy. Combining the rising subscription-box trend with a need for guidance, they launched a monthly box tailored to new dog owners.
Shark Tank Boost – and Reality Check
PupBox landed on Shark Tank via connections through 500 Startups, bringing live puppies to the pitch. They closed a deal with Robert Herjavec, gaining publicity and a sales bump, but Ben emphasizes Shark Tank isn’t a silver bullet—growth requires long-term, sustainable channels.
The Petco Acquisition
After three years in market, PupBox caught Petco’s attention. What began as a fundraising conversation turned into a buyout offer. Ben and his team sold in 2017, joining Petco for a four-year earnout during the e-commerce boom of COVID. The deal was successful but navigating corporate America proved challenging.
Lessons on Negotiation & Earnouts
- Understand your business levers: acquisition costs, customer retention, growth trajectory.
- Be realistic about valuation—don’t chase unrealistic multiples too early.
- If you have an earnout, secure guarantees (marketing budgets, decision-making power) to hit targets.
- Always try to get more than one offer to strengthen your position.
PupBox’s Second Sale
Post-earnout, Petco sold PupBox to FabFitFun. Ben reflects on the strange feeling of watching his “baby” change hands, but also pride in its survival and brand continuity.
The Founder Mindset
Entrepreneurship requires resilience: “You have to be a cockroach.” Survival through ups and downs eventually creates opportunities. Experience gave Ben confidence and perspective to tackle bigger ventures.
Accelerators Matter
500 Startups provided validation, mentorship, and exposure to ambitious peers. Ben credits the program with pushing him to think bigger and understand different business models.
What’s Next – Cloud Water Filters
After exiting Petco, Ben co-founded Cloud Water Filters, an innovative reverse osmosis filtration system with connected smart features. Launched in 2023, it has already sold over 10,000 units, representing a larger vision and market than PupBox.
Final Advice:
Prepare early, know your numbers, and surround yourself with mentors who can challenge your thinking. Exit opportunities come to those who are resilient, realistic, and ready.
Personal &/or Company Bio:
Ben Zvaifler is the Co-Founder and CEO of Cloud Water Filters, a consumer hardware company delivering clean, alkaline drinking water through smart, sensor-enabled filtration systems. With a background in building direct-to-consumer brands, Ben is passionate about using technology and design to elevate everyday experiences. Previously, Ben co-founded PupBox, a subscription service for new puppy owners. PupBox was featured on Shark Tank, highlighted as one of the most disruptive DTC brands by the International Advertising Bureau, and acquired by Petco Animal Supplies in 2017.
Website: https://www.cloudwaterfilters.com/
Ben on LinkedIn – https://www.linkedin.com/in/benzvaifler/

