Dropbox (DBX) CAO executes 1,769-share Rule 10b5-1 stock sale

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

DROPBOX, INC. Chief Accounting Officer Sarah Elizabeth Schubach sold 1,769 shares of Class A Common Stock in an open-market transaction at $23.95 per share. The sale was executed on a pre-arranged basis under a Rule 10b5-1 trading plan.

After this transaction, she directly held 136,106 shares of Dropbox Class A Common Stock. A footnote also notes that certain securities held by her are restricted stock units that vest on a schedule extending through February 15, 2030, and unvested units would be cancelled if her service with the company ends.

Insider Trade Summary 10b5-1

Net Seller: 1,769 shares ($42,368)

Net Sell 1 txn

Insider Schubach Sarah Elizabeth

Role Chief Accounting Officer

Sold 1,769 shs ($42K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	1,769	$23.95	$42K

Holdings After Transaction: Class A Common Stock — 136,106 shares (Direct, null)

Footnotes (1)

These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 16, 2025. Certain of these securities are restricted stock units. Each restricted stock unit represents the Reporting Person's right to receive one share of Class A Common Stock, subject to the applicable vesting schedule through February 15, 2030. In the event the Reporting Person ceases to be a Service Provider, the unvested restricted stock units will be cancelled by the Issuer.

Key Figures

Shares sold: 1,769 shares Sale price: $23.95 per share Shares held after transaction: 136,106 shares +2 more

5 metrics

Shares sold 1,769 shares Open-market sale of Class A Common Stock

Sale price $23.95 per share Price for the 1,769 shares sold

Shares held after transaction 136,106 shares Direct ownership after the sale

Rule 10b5-1 plan adoption date May 16, 2025 Date the trading plan was adopted

RSU vesting end date February 15, 2030 Restricted stock units vest through this date

Key Terms

Rule 10b5-1 trading plan, restricted stock units, Class A Common Stock, Service Provider

4 terms

Rule 10b5-1 trading plan regulatory

"These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

restricted stock units financial

"Certain of these securities are restricted stock units. Each restricted stock unit represents the Reporting Person's right..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Class A Common Stock financial

"Each restricted stock unit represents the Reporting Person's right to receive one share of Class A Common Stock..."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Service Provider other

"In the event the Reporting Person ceases to be a Service Provider, the unvested restricted stock units will be cancelled..."

Form 4 Insider Transactions: What Each Field Means →

05/07/2026 - 12:02 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schubach Sarah Elizabeth

(Last)

(First)

(Middle)

1800 OWENS STREET

(Street)

SAN FRANCISCO

CALIFORNIA

94158

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DROPBOX, INC. [ DBX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/30/2026		S⁽¹⁾		1,769	D	$23.95	136,106⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 16, 2025.

2. Certain of these securities are restricted stock units. Each restricted stock unit represents the Reporting Person's right to receive one share of Class A Common Stock, subject to the applicable vesting schedule through February 15, 2030. In the event the Reporting Person ceases to be a Service Provider, the unvested restricted stock units will be cancelled by the Issuer.

Remarks:

	/s/ Cara Angelmar, Attorney-in-Fact	05/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Dropbox (DBX) report for Sarah Elizabeth Schubach?

Dropbox reported that Chief Accounting Officer Sarah Elizabeth Schubach sold 1,769 shares of Class A Common Stock. The shares were sold in an open-market transaction at $23.95 per share, and the sale was executed under a pre-arranged Rule 10b5-1 trading plan.

How many Dropbox (DBX) shares does the CAO hold after this Form 4 sale?

After the reported sale, Chief Accounting Officer Sarah Elizabeth Schubach directly held 136,106 shares of Dropbox Class A Common Stock. This post-transaction figure comes from the Form 4 and reflects her remaining direct ownership position following the 1,769-share open-market sale.

Was the Dropbox (DBX) insider sale by Sarah Schubach under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state that these shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. Rule 10b5-1 plans allow insiders to schedule trades in advance, helping separate transactions from day-to-day market timing decisions.

What was the sale price for the Dropbox (DBX) shares in this insider transaction?

The reported transaction price was $23.95 per share for the 1,769 Dropbox Class A Common Stock shares sold. This per-share price comes directly from the Form 4 and applies specifically to this open-market sale executed by the Chief Accounting Officer.

Does the Dropbox (DBX) CAO hold restricted stock units in addition to common shares?

Yes. A footnote explains that certain securities are restricted stock units, each representing the right to receive one Class A share. These RSUs vest on a schedule through February 15, 2030, and any unvested units are cancelled if the reporting person stops being a service provider.

What does the Form 4 say about vesting of Dropbox (DBX) restricted stock units?

The Form 4 notes that each restricted stock unit represents the right to receive one Class A share, subject to vesting through February 15, 2030. If the reporting person ceases to be a service provider before vesting, the unvested restricted stock units will be cancelled by Dropbox.