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DROPBOX, INC.·4

May 20, 4:32 PM ET

Houston Andrew 4

4 · DROPBOX, INC. · Filed May 20, 2026

Research Summary

AI-generated summary of this filing

Updated

Dropbox (DBX) CEO Andrew Houston Sells 30,332 Shares After Conversion

What Happened
Andrew Houston, CEO of Dropbox, converted 30,332 shares of Class B common stock into 30,332 shares of Class A common stock (no cost), then sold those 30,332 Class A shares in an open-market transaction on May 18, 2026 at $27.50 per share for proceeds of $834,130. The filing shows a conversion (derivative) followed by a sale.

Key Details

  • Transaction date: May 18, 2026. Filing date: May 20, 2026 (timely; within two business days).
  • Conversion: 30,332 Class B → 30,332 Class A (no cash paid) (footnotes F1, F7).
  • Sale: 30,332 shares sold at $27.50 each, total proceeds $834,130 (footnote F3).
  • Shares owned after transaction: not specified in this Form 4.
  • Notable footnotes: sale executed under a Rule 10b5-1 trading plan adopted March 12, 2025 (F3); shares originated from restricted stock awards with multi-year vesting and performance conditions (F4); several trusts hold shares for which Houston or family members serve as trustees (F2, F5, F6, F8).

Context

  • This was a conversion of Class B into Class A common stock followed immediately by an open-market sale — a common pattern when convertible insider holdings are converted and sold.
  • The sale was made under a prearranged 10b5-1 plan, which typically indicates the trades were planned in advance rather than timed to new company information.

Insider Transaction Report

Form 4
Period: 2026-05-18
DROPBOX, INC.DBX
Houston Andrew
DirectorChief Executive Officer10% Owner
Transactions
  • Conversion

    Class A Common Stock

    [F1][F2]
    2026-05-18+30,332→ 30,332 total(indirect: See Footnote)
  • Sale

    Class A Common Stock

    [F3][F2]
    2026-05-18$27.50/sh−30,332$834,130→ 0 total(indirect: See Footnote)
  • Conversion

    Class B Common Stock

    [F7][F2]
    2026-05-18−30,332→ 66,328,629 total(indirect: See foonote)
    → Class A Common Stock (30,332 underlying)
Holdings

  • Class A Common Stock

    [F4]
    8,266,666

  • Class A Common Stock

    [F5]
    (indirect: See Footnote)
    716,728

  • Class A Common Stock

    [F6]
    (indirect: See Footnote)
    444,444

  • Class B Common Stock

    [F7][F5]
    (indirect: See Footnote)
    → Class A Common Stock (7,608,764 underlying)
    7,608,764

  • Class B Common Stock

    [F7][F8]
    (indirect: See foonote)
    → Class A Common Stock (500,500 underlying)
    500,500
Footnotes (8)
  • [F1]30,332 shares of Class B Common Stock were converted into 30,332 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]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.
  • [F5]Shares held by the Houston Remainder Trust u/a/d 12/30/2010, for which Reporting Person serves as trustee.
  • [F6]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.
  • [F7]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.
  • [F8]Shares held by the Houston 2012 Irrevocable Children's Trust u/a/d 4/12/2012, for which Reporting Person serves as trustee.
Signature
/s/ Cara Angelmar, Attorney-in-Fact|2026-05-20

Documents

3 files