Andrew Houston - Mar 5, 2024 Form 4 Insider Report for DROPBOX, INC. (DBX)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Cara Angelmar, Attorney-in-Fact
Stock symbol
DBX
Transactions as of
Mar 5, 2024
Transactions value $
-$3,913,122
Form type
4
Date filed
3/7/2024, 04:09 PM
Previous filing
Feb 20, 2024
Next filing
Mar 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DBX Class A Common Stock Conversion of derivative security $0 +164K $0.00 164K Mar 5, 2024 See footnote F1, F2
transaction DBX Class A Common Stock Sale -$3.91M -164K -100% $23.86 0 Mar 5, 2024 See footnote F2, F3, F4
holding DBX Class A Common Stock 8.27M Mar 5, 2024 Direct F5
holding DBX Class A Common Stock 717K Mar 5, 2024 See Footnote F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DBX Class B Common Stock Conversion of derivative security $0 -164K -0.23% $0.00 71.1M Mar 5, 2024 Class A Common Stock 164K See foonote F2, F7
holding DBX Class B Common Stock 7.74M Mar 5, 2024 Class A Common Stock See footnote F6, F7
holding DBX Class B Common Stock 501K Mar 5, 2024 Class A Common Stock See footnote F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 164,000 shares of Class B Common Stock were converted into 164,000 shares of Class A Common Stock at the election of the Reporting Person and had no expiration date.
F2 Shares held by the Andrew Houston Revocable Trust u/a/d 9/7/2011, for which Reporting Person serves as trustee.
F3 These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 5, 2023
F4 This transaction was executed in multiple trades at prices ranging from $23.68 to $24.14. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F5 Certain of these securities are restricted stock awards of Class A Common Stock. The restricted stock awards vest over a period of up to ten years following the closing of the Issuer's initial public offering of Class A Common Stock, or March 27, 2028, upon achievement of service-based, market-based, and liquidity event-related performance vesting conditions.
F6 Shares held by the Houston Remainder Trust u/a/d 12/30/2010, for which Reporting Person serves as trustee.
F7 The Issuer's Class B Common Stock is convertible into the Issuer's Class A Common Stock on a one-for-one basis at the Reporting Person's election and has no expiration date.
F8 Shares held by the Houston 2012 Irrevocable Children's Trust u/a/d 4/12/2012, for which Reporting Person serves as trustee.