Andrew Houston - May 1, 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
May 1, 2024
Transactions value $
-$1,922,334
Form type
4
Date filed
5/3/2024, 05:10 PM
Previous filing
Apr 3, 2024
Next filing
May 17, 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 +82K $0.00 82K May 1, 2024 See footnote F1, F2
transaction DBX Class A Common Stock Sale -$1.92M -82K -100% $23.44 0 May 1, 2024 See footnote F2, F3, F4
holding DBX Class A Common Stock 444K May 1, 2024 See Footnote F5
holding DBX Class A Common Stock 8.27M May 1, 2024 Direct F6
holding DBX Class A Common Stock 717K May 1, 2024 See Footnote F7

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 -82K -0.12% $0.00 70.5M May 1, 2024 Class A Common Stock 82K See foonote F2, F8
holding DBX Class B Common Stock 7.74M May 1, 2024 Class A Common Stock See footnote F7, F8
holding DBX Class B Common Stock 501K May 1, 2024 Class A Common Stock See footnote F8, F9
* 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 82,000 shares of Class B Common Stock were converted into 82,000 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 $23.02 to $23.83. 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 Shares held by The Erin Yu Houston Revocable Trust u/a/d 1/18/2024, for which the Reporting Person's spouse serves as trustee.
F6 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.
F7 Shares held by the Houston Remainder Trust u/a/d 12/30/2010, for which Reporting Person serves as trustee.
F8 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.
F9 Shares held by the Houston 2012 Irrevocable Children's Trust u/a/d 4/12/2012, for which Reporting Person serves as trustee.