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[Form 4] Dropbox, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Dropbox director Andrew William Moore reported a sale of 14,105 shares of Class A common stock on 08/28/2025 under a Rule 10b5-1 trading plan adopted May 29, 2025. The shares sold for a weighted average price of $28.7835 per share (execution prices ranged $28.55–$28.98). After the sale, the reporting person beneficially owned 8,443 shares, held directly. The filing notes that some of the remaining securities are restricted stock units that vest through May 15, 2026 (or the day before the issuer’s next annual meeting) and will be cancelled if the reporting person ceases to be a service provider.

Positive

  • Disclosure of 10b5-1 plan adoption date (May 29, 2025) increases transparency about transaction timing
  • Execution price range disclosed ($28.55–$28.98) with weighted average reported, aiding trade transparency
  • Remaining beneficial ownership specified (8,443 shares) and RSU vesting schedule provided

Negative

  • Material reduction in direct holdings — sale of 14,105 shares reduces immediate director ownership
  • Some holdings are unvested RSUs, which may never convert to shares if the reporting person leaves service

Insights

TL;DR: A director executed a preplanned sale under a 10b5-1 program, reducing direct holdings materially but leaving vested/unvested RSUs on schedule.

The transaction is a routine insider disposition executed under a documented Rule 10b5-1 plan, which reduces potential concerns about opportunistic timing. The sale size (14,105 shares) and weighted average price ($28.7835) are stated explicitly; the filing confirms remaining direct beneficial ownership of 8,443 shares and discloses that some holdings are restricted stock units vesting through May 15, 2026. From a disclosure and compliance standpoint the form is complete and provides the required execution-price range and plan adoption date.

TL;DR: Governance controls appear followed: plan adoption date and execution details are disclosed; RSU treatment is clearly stated.

The reporting person checked the box indicating the transaction was pursuant to a 10b5-1 plan and provided the plan adoption date, satisfying standard governance transparency. The form includes an explanation of price range and an undertaking to provide granular trade details on request. The presence of unvested RSUs and cancellation terms is disclosed, which clarifies the nature of indirect future share issuance. No amendments or additional beneficial holders are indicated.

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).
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*
Moore Andrew William

(Last) (First) (Middle)
1800 OWENS STREET
SUITE 200

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025
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)
Code V Amount (A) or (D) Price
Class A Common Stock 08/28/2025 S(1) 14,105 D $28.7835(2) 8,443(3) 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 29, 2025.
2. This transaction was executed in multiple trades at prices ranging from $28.55 to $28.98. 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.
3. 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 May 15, 2026 or the day prior to the date of the Issuer's next annual meeting of stockholders. 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 09/02/2025
** 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.

FAQ

What did DBX director Andrew William Moore report on Form 4?

He reported a sale of 14,105 Class A shares executed on 08/28/2025 under a Rule 10b5-1 trading plan.

What price did the DBX sale execute at?

The transaction executed at prices ranging from $28.55 to $28.98, with a weighted average price of $28.7835.

How many DBX shares does the reporting person own after the transaction?

After the sale, the reporting person beneficially owns 8,443 shares (directly held).

Were these sales part of a preplanned trading program?

Yes. The filing indicates the sales were made pursuant to a Rule 10b5-1 trading plan adopted on May 29, 2025.

Are any of the remaining DBX securities subject to vesting?

Yes. Certain remaining securities are restricted stock units that vest through May 15, 2026 or the day before the next annual meeting.
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Software - Infrastructure
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United States
SAN FRANCISCO