0001562180-22-008138.txt : 20221207 0001562180-22-008138.hdr.sgml : 20221207 20221207160805 ACCESSION NUMBER: 0001562180-22-008138 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20221205 FILED AS OF DATE: 20221207 DATE AS OF CHANGE: 20221207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Houston Andrew CENTRAL INDEX KEY: 0001734563 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38434 FILM NUMBER: 221450311 MAIL ADDRESS: STREET 1: 333 BRANNAN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94107 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DROPBOX, INC. CENTRAL INDEX KEY: 0001467623 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 260138832 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1800 OWENS STREET, SUITE 200 CITY: SAN FRANCISCO STATE: CA ZIP: 94158 BUSINESS PHONE: 415-986-7057 MAIL ADDRESS: STREET 1: 1800 OWENS STREET, SUITE 200 CITY: SAN FRANCISCO STATE: CA ZIP: 94158 FORMER COMPANY: FORMER CONFORMED NAME: Dropbox, Inc. DATE OF NAME CHANGE: 20140210 FORMER COMPANY: FORMER CONFORMED NAME: Evenflow, Inc. DATE OF NAME CHANGE: 20090702 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2022-12-05 false 0001467623 DROPBOX, INC. DBX 0001734563 Houston Andrew 1800 OWENS STREET SUITE 200 SAN FRANCISCO CA 94158 true true true false Chief Executive Officer Class A Common Stock 2022-12-05 4 C false 150000.00 0.00 A 162500.00 I See footnote Class A Common Stock 2022-12-05 4 S false 162500.00 22.659 D 0.00 I See footnote Class A Common Stock 8781892.00 D Class A Common Stock 716728.00 I See Footnote Class B Common Stock 2022-12-05 4 C false 150000.00 0.00 D Class A Common Stock 150000.00 72588073.00 I See foonote Class B Common Stock Class A Common Stock 7743764.00 I See footnote Class B Common Stock Class A Common Stock 500500.00 I See footnote 150,000 shares of Class B Common Stock were converted into 150,000 shares of Class A Common Stock at the election of the Reporting Person and had no expiration date. Shares held by the Andrew Houston Revocable Trust u/a/d 9/7/2011, for which reporting person serves as trustee. These shares were sold pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person. This transaction was executed in multiple trades at prices ranging from $22.39 to $23.06. 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. Certain of 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. Shares held by the Houston Remainder Trust u/a/d 12/30/2010, for which reporting person serves as trustee. 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. Shares held by the Houston 2012 Irrevocable Children's Trust u/a/d 4/12/2012, for which reporting person serves as trustee. /s/ Cara Angelmar, Attorney-in-Fact 2022-12-07 EX-24 2 drewhoustonpoa.txt DREW HOUSTON POWER OF ATTORNEY LIMITED POWER OF ATTORNEY - SECURITIES LAW COMPLIANCE The undersigned, as an officer or director of Dropbox, Inc. (the "Corporation"), hereby constitutes and appoints Timothy Regan, Bart Volkmer and Cara Angelmar, each the undersigned's true and lawful attorney-in-fact and agent to complete and execute such Forms 144, Form ID, Forms 3, 4 and 5 and other forms as such attorney shall in his or her discretion determine to be required or advisable pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended, Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder, or any successor laws and regulations, as a consequence of the undersigned's ownership, acquisition or disposition of securities of the Corporation, and to do all acts necessary in order to file such forms with the Securities and Exchange Commission, any securities exchange or national association, the Corporation and such other person or agency as the attorney shall deem appropriate. The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue hereof. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 (as amended). This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Corporation unless earlier revoked by the undersigned in a writing delivered to the foregoing attorneys-in-fact. This Limited Power of Attorney is executed as of the date set forth below. Signature: /s/ Andrew Houston Print Name: Andrew Houston Dated: 1/22/2021