Dropbox officer reports RSU tax withholding and planned share sales

Q: What insider activity did Dropbox (DBX) report in this Form 4?

The General Manager, Core of Dropbox, Inc. (DBX) reported tax-related share withholding and open-market sales of Class A common stock on November 17–18, 2025 .

Q: How many Dropbox (DBX) shares did the insider sell on November 18, 2025?

The insider sold 6,300 shares at a weighted average price of $28.9762 and 3,798 shares at a weighted average price of $29.5227 on 11/18/2025 .

Q: Were the Dropbox (DBX) insider sales made under a Rule 10b5-1 plan?

Yes. The sales on November 18, 2025 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 14, 2025.

Q: Why were 13,425 Dropbox (DBX) shares withheld on November 17, 2025?

The 13,425 shares were withheld by Dropbox to satisfy tax withholding and remittance obligations related to the vesting and net settlement of restricted stock units.

Q: What is the vesting schedule for the Dropbox (DBX) restricted stock units?

Certain securities are restricted stock units , each representing one Class A share, subject to an applicable vesting schedule through November 15, 2028 , and forfeiture if service ends.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Dropbox, Inc. (DBX) disclosed insider activity by its General Manager, Core, who filed a Form 4 for recent Class A common stock transactions. On 11/17/2025, 13,425 shares were withheld at $30.36 to cover taxes upon vesting of previously reported restricted stock units. On 11/18/2025, the officer sold 6,300 shares at a weighted average price of $28.9762 and 3,798 shares at a weighted average price of $29.5227.

After these transactions, the officer beneficially owned 435,810 shares, including restricted stock units that may vest through November 15, 2028. The sales on November 18, 2025 were made under a pre-arranged Rule 10b5-1 trading plan adopted on March 14, 2025.

Insider Trade Summary

Net Seller: 10,098 shares ($294,677)

Net Sell 3 txns

Insider Alkarmi Ashraf

Role General Manager, Core

Sold 10,098 shs ($295K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	6,300	$28.9762	$183K
Sale	Class A Common Stock	3,798	$29.5227	$112K
Tax Withholding	Class A Common Stock	13,425	$30.36	$408K

Holdings After Transaction: Class A Common Stock — 439,608 shares (Direct)

Footnotes (1)

Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the vesting and net settlement of restricted stock units previously reported. 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 November 15, 2028. In the event the Reporting Person ceases to be a Service Provider, the unvested restricted stock units will be cancelled by the Issuer. These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 14, 2025. This transaction was executed in multiple trades at prices ranging from $28.39 to $29.38. 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. This transaction was executed in multiple trades at prices ranging from $29.42 to $29.65. 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.

Form 4 Insider Transactions: What Each Field Means →

11/19/2025 - 04:22 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^*

Alkarmi Ashraf

(Last)

(First)

(Middle)

1800 OWENS STREET

SUITE 200

(Street)

SAN FRANCISCO

94158

(City)

(State)

(Zip)

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)
	General Manager, Core

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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

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

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

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	11/17/2025		F⁽¹⁾		13,425	D	$30.36	445,908⁽²⁾	D
Class A Common Stock	11/18/2025		S⁽³⁾		6,300	D	$28.9762⁽⁴⁾	439,608⁽²⁾	D
Class A Common Stock	11/18/2025		S⁽³⁾		3,798	D	$29.5227⁽⁵⁾	435,810⁽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. Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the vesting and net settlement of restricted stock units previously reported.

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 November 15, 2028. In the event the Reporting Person ceases to be a Service Provider, the unvested restricted stock units will be cancelled by the Issuer.

3. These shares were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 14, 2025.

4. This transaction was executed in multiple trades at prices ranging from $28.39 to $29.38. 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.

5. This transaction was executed in multiple trades at prices ranging from $29.42 to $29.65. 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.

Remarks:

	/s/ Cara Angelmar, Attorney-in-Fact	11/19/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did Dropbox (DBX) report in this Form 4?

The General Manager, Core of Dropbox, Inc. (DBX) reported tax-related share withholding and open-market sales of Class A common stock on November 17–18, 2025.

How many Dropbox (DBX) shares did the insider sell on November 18, 2025?

The insider sold 6,300 shares at a weighted average price of $28.9762 and 3,798 shares at a weighted average price of $29.5227 on 11/18/2025.

How many Dropbox (DBX) shares does the reporting person still beneficially own?

Following the reported transactions, the reporting person beneficially owned 435,810 shares of Dropbox Class A common stock, including restricted stock units.

Were the Dropbox (DBX) insider sales made under a Rule 10b5-1 plan?

Yes. The sales on November 18, 2025 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 14, 2025.

Why were 13,425 Dropbox (DBX) shares withheld on November 17, 2025?

The 13,425 shares were withheld by Dropbox to satisfy tax withholding and remittance obligations related to the vesting and net settlement of restricted stock units.

What is the vesting schedule for the Dropbox (DBX) restricted stock units?

Certain securities are restricted stock units, each representing one Class A share, subject to an applicable vesting schedule through November 15, 2028, and forfeiture if service ends.