Dropbox (NASDAQ: DBX) exec shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

DROPBOX, INC. executive Ashraf Alkarmi, General Manager, Core, reported a routine tax-related share disposition. On May 15, 2026, 21,446 shares of Class A Common Stock were withheld by Dropbox at $26.20 per share to cover tax withholding and remittance obligations tied to vesting restricted stock units (RSUs).

Following this net settlement, Alkarmi directly holds 624,895 shares of Class A Common Stock. Certain holdings are RSUs, each representing the right to receive one Class A share under a vesting schedule running through November 15, 2029; any unvested RSUs are cancelled if his service ends.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Alkarmi Ashraf

Role General Manager, Core

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	21,446	$26.20	$562K

Holdings After Transaction: Class A Common Stock — 624,895 shares (Direct, null)

Footnotes (1)

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, 2029. 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

Tax-withheld shares: 21,446 shares Withholding price: $26.20 per share Shares held after transaction: 624,895 shares +1 more

4 metrics

Tax-withheld shares 21,446 shares Withheld to satisfy tax obligations on RSU vesting, May 15, 2026

Withholding price $26.20 per share Value applied to 21,446 withheld Class A shares

Shares held after transaction 624,895 shares Direct Class A Common Stock holding following tax withholding

RSU vesting end date November 15, 2029 RSUs vest over time through this date, then unvested cancel if service ends

Key Terms

restricted stock units, net settlement, tax withholding, Class A Common Stock

4 terms

restricted stock units financial

"Certain of these securities are restricted stock units."

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.

net settlement financial

"in connection with the vesting and net settlement of restricted stock units"

tax withholding financial

"withheld by the Issuer to satisfy tax withholding and remittance obligations"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

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.

Form 4 Insider Transactions: What Each Field Means →

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 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)
	General Manager, Core

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/15/2026		F(1)		21,446	D	$26.2	624,895(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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, 2029. 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	05/19/2026
	** 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)

FAQ

What insider transaction did Dropbox (DBX) report for Ashraf Alkarmi?

Dropbox reported that executive Ashraf Alkarmi had 21,446 Class A shares withheld to cover tax obligations. The shares were valued at $26.20 each and relate to vesting restricted stock units previously granted as part of his equity compensation.

Was the Dropbox (DBX) insider transaction an open-market sale?

No, the transaction was a tax-withholding disposition, not an open-market sale. Dropbox withheld 21,446 shares to satisfy tax and remittance obligations arising from the vesting and net settlement of restricted stock units previously reported.

How many Dropbox (DBX) shares does Ashraf Alkarmi hold after this transaction?

After the tax-withholding transaction, Ashraf Alkarmi directly holds 624,895 shares of Dropbox Class A Common Stock. This figure reflects his position following the withholding of 21,446 shares used to meet tax obligations tied to RSU vesting.

At what price were the withheld Dropbox (DBX) shares valued?

The withheld Dropbox shares associated with Ashraf Alkarmi’s tax obligation were valued at $26.20 per share. This price applies to the 21,446 Class A shares used to satisfy tax withholding during the vesting and net settlement of restricted stock units.

What is the vesting schedule for Ashraf Alkarmi’s Dropbox (DBX) restricted stock units?

Certain securities are restricted stock units that vest through November 15, 2029. Each RSU represents the right to receive one Class A share, and any unvested units will be cancelled if Ashraf Alkarmi ceases to be a service provider to Dropbox.