Andrew Houston - Jan 2, 2025 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
Jan 2, 2025
Transactions value $
-$14,964,088
Form type
4
Date filed
1/6/2025, 05:58 PM
Previous filing
Dec 13, 2024
Next filing
Jan 8, 2025
SEC
View on sec.gov

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 +500K $0.00 500K Jan 2, 2025 See Footnote F1, F2
transaction DBX Class A Common Stock Sale -$14.8M -500K -100% $29.65 0 Jan 2, 2025 See Footnote F2, F3, F4
transaction DBX Class A Common Stock Conversion of derivative security $0 +4.26K $0.00 4.26K Jan 3, 2025 See Footnote F2, F5
transaction DBX Class A Common Stock Sale -$128K -4.26K -100% $30.00 0 Jan 3, 2025 See Footnote F2, F3, F6
holding DBX Class A Common Stock 444K Jan 2, 2025 See Footnote F7
holding DBX Class A Common Stock 8.27M Jan 2, 2025 Direct F8
holding DBX Class A Common Stock 717K Jan 2, 2025 See Footnote F9

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 -500K -0.73% $0.00 67.9M Jan 2, 2025 Class A Common Stock 500K See foonote F2, F10
transaction DBX Class B Common Stock Conversion of derivative security $0 -4.26K -0.01% $0.00 67.9M Jan 3, 2025 Class A Common Stock 4.26K See foonote F2, F10
holding DBX Class B Common Stock 7.74M Jan 2, 2025 Class A Common Stock 7.74M See footnote F9, F10
holding DBX Class B Common Stock 501K Jan 2, 2025 Class A Common Stock 501K See footnote F10, F11
* 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 500,323 shares of Class B Common Stock were converted into 500,323 shares of Class A Common Stock at the election of the Reporting Person and had no expiration date.
F10 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.
F11 Shares held by the Houston 2012 Irrevocable Children's Trust u/a/d 4/12/2012, for which Reporting Person serves as trustee.
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 $29.40 to $30.35. 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 4,257 shares of Class B Common Stock were converted into 4,257 shares of Class A Common Stock at the election of the Reporting Person and had no expiration date.
F6 This transaction was executed in multiple trades at prices ranging from $30.00 to $30.01. 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.
F7 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.
F8 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.
F9 Shares held by the Houston Remainder Trust u/a/d 12/30/2010, for which Reporting Person serves as trustee.