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[144] Dropbox, Inc. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
144

Rhea-AI Filing Summary

Dropbox, Inc. (DBX) Rule 144 notice: An insider proposes to sell 12,812 common shares, representing an aggregate market value of $382,694.44 based on the filing. The shares were acquired on 05/15/2025 as Restricted Stock Units and are scheduled for sale on or about 09/08/2025 on Nasdaq. The filing names Morgan Stanley Smith Barney LLC as the broker. The notice also reports two prior 10b5-1 sales in August 2025 totaling 12,812 shares with gross proceeds of $353,509.93. The filer certifies no undisclosed material adverse information and references a 10b5-1 plan where applicable.

Positive

  • Complete Rule 144 disclosure including acquisition date, nature (RSUs), broker and planned sale date
  • Prior 10b5-1 sales disclosed, suggesting planned, compliant insider selling rather than opportunistic trades
  • Insider certifies no undisclosed material adverse information, consistent with regulatory expectations

Negative

  • Insider selling activity (12,812 shares) is disclosed; while small relative to outstanding shares, some investors view insider sales negatively
  • Filing lacks identity details for the specific filer CIK/CCC and certain contact fields are blank, reducing transparency on administrative information

Insights

TL;DR: Insider intends to sell a small block of newly vested RSU shares via Rule 144; disclosed broker and prior 10b5-1 trades indicate planned, compliant selling.

The filing shows 12,812 shares from RSUs acquired 05/15/2025 and an intended sale date of 09/08/2025, with Morgan Stanley Smith Barney listed as broker. The disclosure of two 10b5-1 trades in August 2025 totaling the same share count suggests these transactions are part of a structured selling program or multiple executions across dates. Economically, the $382,694.44 value is immaterial relative to Dropbox's total shares outstanding of 193,414,444, indicating limited direct market impact. Documentation and the representation about material nonpublic information align with standard insider-sale compliance practices.

TL;DR: The filing appears procedurally complete and cites a 10b5-1 framework; the transactions look routine and disclosed.

The form identifies the nature of acquisition as Restricted Stock Units and provides dates for acquisition and planned sale, fulfilling Rule 144 disclosure elements. The mention of prior 10b5-1 sales and the signature representation regarding material adverse information are important governance signals for transparency. Given the small size of the transaction relative to outstanding shares and the presence of 10b5-1 sales, this filing does not, by itself, indicate governance concerns or undisclosed issues.

144: Filer Information

144: Issuer Information

144: Securities Information



Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold


* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.



Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

144: Remarks and Signature

FAQ

What does Dropbox (DBX) Form 144 disclose about the upcoming sale?

The filing states an intended sale of 12,812 common shares (RSUs) acquired on 05/15/2025, with an approximate market value of $382,694.44, to be sold around 09/08/2025 on Nasdaq via Morgan Stanley Smith Barney LLC.

Were any prior insider sales reported in the filing for DBX?

Yes. The filing lists two 10b5-1 sales in August 2025—08/14/2025 (7,146 shares, $198,808.87) and 08/18/2025 (5,666 shares, $154,701.06)—which together equal 12,812 shares.

How material is this insider sale relative to Dropbox's share count?

The 12,812 shares compare with 193,414,444 shares outstanding reported in the filing, making the sale economically immaterial to total outstanding shares.

What type of securities were acquired and when?

The securities were Restricted Stock Units (RSUs) acquired on 05/15/2025, with the amount listed as 12,812 shares.

Which broker is handling the sale in the Form 144?

The broker named in the filing is Morgan Stanley Smith Barney LLC, Executive Financial Services, 1 New York Plaza, 8th Floor, New York, NY.
Dropbox

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