Houston Andrew 4

What Happened
Andrew Houston, CEO of Dropbox, converted 37,498 shares of Class B common stock into 37,498 shares of Class A common stock and then sold those 37,498 Class A shares in the open market on May 14, 2026. The shares were sold at a weighted average price of $25.96, producing proceeds of approximately $973,549. The conversion was a one-for-one, at his election, and the Class B shares have no expiration date.

Key Details

• Transaction date: May 14, 2026. Filing date: May 18, 2026 (filed 4 days after the transaction). Form 4s are typically due within 2 business days, so this appears late.
• Sale details: 37,498 shares sold in multiple trades at prices ranging $25.73–$26.42; weighted average price $25.96; total proceeds ≈ $973,549.
• Conversion: 37,498 Class B shares converted to Class A on a one-for-one basis at the reporting person’s election.
• Plan: Shares were sold pursuant to a Rule 10b5-1 trading plan adopted March 12, 2025 (pre-arranged trading plan).
• Holdings after transaction: Not specified in the provided filing excerpt.
• Other notes: Multiple footnotes indicate some shares are held in various trusts (including the Andrew Houston Revocable Trust and others) and that certain securities are restricted stock awards that vest over up to ten years subject to service, market and liquidity-event conditions.

Context
This was a conversion plus immediate sale under a pre-established 10b5-1 plan — a routine, pre-planned disposition rather than an ad hoc sale. Conversions of Class B to Class A are mechanical changes in share class (one-for-one) and do not by themselves represent a purchase or sale. Because the sale used a 10b5-1 plan, the timing was pre-determined; retail investors should view this as a routine insider liquidity event rather than a direct signal of changed conviction.