Houston Andrew 4
4 · DROPBOX, INC. · Filed Apr 3, 2026
Research Summary
AI-generated summary of this filing
Dropbox (DBX) CEO Andrew Houston Sells 111,166 Shares
What Happened
Andrew Houston, CEO of Dropbox (DBX), converted 111,166 Class B shares into 111,166 Class A shares (no cost) and then sold those 111,166 Class A shares in the open market on April 1, 2026. The sales were executed in multiple trades at prices ranging from $22.39 to $23.07, with a weighted-average sale price of $22.89, generating total proceeds of $2,544,601. The sales were made pursuant to a Rule 10b5-1 trading plan adopted March 12, 2025.
Key Details
- Transaction date: April 1, 2026. Weighted-average sale price: $22.89; trade price range: $22.39–$23.07. Total proceeds: $2,544,601. (Multiple trades; weighted avg reported.)
- Conversion: 111,166 Class B Common shares converted one-for-one into Class A Common shares at $0 (conversion had no expiration).
- Shares owned after transaction: Not disclosed in this filing.
- Notable footnotes: sale executed under a Rule 10b5-1 plan (F3); conversion rights described (Class B convertible one-for-one, F1/F8); several holdings held in trusts for which Houston or his spouse serve as trustee (F2, F6, F7, F9). Filing offers to provide detailed per-trade prices upon request (F4).
- Filing timeliness: Reported on April 3, 2026 for April 1 transactions — appears timely (Form 4 due within two business days).
Context: This filing shows a conversion of voting class shares followed by an open-market sale under a pre-established 10b5-1 plan. Conversions were recorded as derivative-to-common conversions (no cash exercise). Sales by executives under 10b5-1 plans are typically routine and preplanned; the filing is factual and does not indicate the insider’s motives.
Insider Transaction Report
- Conversion
Class A Common Stock
[F1][F2]2026-04-01+111,166→ 111,166 total(indirect: See Footnote) - Sale
Class A Common Stock
[F3][F4][F2]2026-04-01$22.89/sh−111,166$2,544,601→ 0 total(indirect: See Footnote) - Conversion
Class B Common Stock
[F8][F2]2026-04-01−111,166→ 66,396,459 total(indirect: See foonote)→ Class A Common Stock (111,166 underlying)
- 8,266,666
Class A Common Stock
[F5] - 716,728(indirect: See Footnote)
Class A Common Stock
[F6] - 444,444(indirect: See Footnote)
Class A Common Stock
[F7] - 7,608,764(indirect: See Footnote)
Class B Common Stock
[F8][F6]→ Class A Common Stock (7,608,764 underlying) - 500,500(indirect: See foonote)
Class B Common Stock
[F8][F9]→ Class A Common Stock (500,500 underlying)
Footnotes (9)
- [F1]111,166 shares of Class B Common Stock were converted into 111,166 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 March 12, 2025.
- [F4]This transaction was executed in multiple trades at prices ranging from $22.39 to $23.07. 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]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 the Reporting Person serves as trustee.
- [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]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.