Dropbox (NASDAQ: DBX) CAO logs 1,168-share 10b5-1 stock sale in Form 4

Rhea-AI Filing Summary

Dropbox, Inc.’s Chief Accounting Officer, Sarah Elizabeth Schubach, reported a small planned stock sale. On January 15, 2026, she sold 1,168 shares of Dropbox Class A common stock at $26.84 per share under a pre-established Rule 10b5-1 trading plan adopted on May 16, 2025. After this transaction, she beneficially owned 92,702 shares, which include restricted stock units that each convert into one share of Class A common stock if they vest according to their schedule through February 15, 2029. Any restricted stock units that remain unvested if she stops serving as a service provider to Dropbox will be cancelled.

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

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

X

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 CA 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)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/15/2026		S(1)		1,168	D	$26.84	92,702(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. 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, 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	01/20/2026
	** 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.

FAQ

What insider transaction did Dropbox (DBX) disclose in this Form 4?

Dropbox (DBX) disclosed that its Chief Accounting Officer, Sarah Elizabeth Schubach, sold 1,168 shares of Class A common stock on January 15, 2026 at a price of $26.84 per share.

Was the Dropbox (DBX) insider sale made under a Rule 10b5-1 trading plan?

Yes. The filing states that the 1,168 shares were sold pursuant to a Rule 10b5-1 trading plan adopted by Sarah Elizabeth Schubach on May 16, 2025.

How many Dropbox (DBX) shares does the Chief Accounting Officer own after this transaction?

Following the reported sale, Sarah Elizabeth Schubach beneficially owned 92,702 shares of Dropbox Class A common stock, including certain restricted stock units.

What are the key terms of the restricted stock units reported for Dropbox (DBX)?

The filing explains that certain securities are restricted stock units, each representing the right to receive one share of Class A common stock, subject to a vesting schedule through February 15, 2029.

What happens to unvested restricted stock units if the Dropbox (DBX) officer leaves the company?

If Sarah Elizabeth Schubach ceases to be a service provider to Dropbox before vesting, any unvested restricted stock units will be cancelled by the company.

What is the role of the insider involved in this Dropbox (DBX) Form 4 filing?

The reporting person, Sarah Elizabeth Schubach, serves as Dropbox’s Chief Accounting Officer, as indicated in the filing.