Houston Andrew 4

What Happened

• Andrew Houston, CEO of Dropbox (DBX), converted 164,502 shares of Class B common stock into 164,502 shares of Class A common stock (one-for-one, no cost) and sold those 164,502 Class A shares in an open-market transaction on Feb 2, 2026 for total proceeds of $4,221,088. The sale was executed under a pre-established Rule 10b5-1 trading plan.

Key Details

• Transaction date: February 2, 2026; Form 4 filed February 4, 2026 (appears timely — within two business days).
• Shares converted: 164,502 Class B → 164,502 Class A (conversion at the reporting person’s election; no expiration).
• Sale: 164,502 shares disposed; weighted-average sale price $25.66; execution price range $25.31–$25.88; total proceeds $4,221,088.
• Plan/authority: Sold pursuant to a Rule 10b5-1 plan adopted March 12, 2025 (footnote).
• Ownership after transaction: Not specified in the provided filing excerpt.
• Related holdings: Some shares are held in various trusts for which Houston or family members serve as trustee (per filing footnotes).

Context

• This was a sale, not a purchase — routine insider sales under a 10b5-1 plan are pre-arranged and do not necessarily indicate a change in the insider’s view of the company. The conversion was a straightforward one-for-one class conversion (Class B → Class A) before the sale; no cash consideration was paid for the conversion.