SEC Form 4 · accession 0000899243-18-008937
DROPBOX, INC. · DBX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
R. Bryan Schreier
Director
Period of report
Mar 27, 2018
Accepted (ET)
Mar 29, 2018 · 8:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001467623
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2,F1 | — | Mar 27, 2018 | C | 39,073,599 | D | — | — | Class B Common Stock | 39,073,599 | 0 | I |
| Series A-1 Preferred StockF2,F1 | — | Mar 27, 2018 | C | 36,787,659 | D | — | — | Class B Common Stock | 36,787,659 | 0 | I |
| Series B Preferred StockF2,F1 | — | Mar 27, 2018 | C | 317,886 | D | — | — | Class B Common Stock | 317,886 | 0 | I |
| Class B Common StockF2,F3 | — | Mar 27, 2018 | C | 76,179,144 | A | — | — | Class A Common Stock | 76,179,144 | 76,179,144 | I |
| Series A Preferred StockF2,F1 | — | Mar 27, 2018 | C | 4,176,079 | D | — | — | Class B Common Stock | 4,176,079 | 0 | I |
| Series A-1 Preferred StockF2,F1 | — | Mar 27, 2018 | C | 3,931,759 | D | — | — | Class B Common Stock | 3,931,759 | 0 | I |
| Series B Preferred StockF2,F1 | — | Mar 27, 2018 | C | 33,974 | D | — | — | Class B Common Stock | 33,974 | 0 | I |
| Class B Common StockF2,F3 | — | Mar 27, 2018 | C | 8,141,812 | A | — | — | Class A Common Stock | 8,141,812 | 8,141,812 | I |
| Series A Preferred StockF2,F1 | — | Mar 27, 2018 | C | 1,462,080 | D | — | — | Class B Common Stock | 1,462,080 | 0 | I |
| Series A-1 Preferred StockF2,F1 | — | Mar 27, 2018 | C | 1,376,520 | D | — | — | Class B Common Stock | 1,376,520 | 0 | I |
| Series B Preferred StockF2,F1 | — | Mar 27, 2018 | C | 11,894 | D | — | — | Class B Common Stock | 11,894 | 0 | I |
| Class B Common StockF2,F3 | — | Mar 27, 2018 | C | 2,850,494 | A | — | — | Class A Common Stock | 2,850,494 | 2,850,494 | I |
Explanation of responses
- F1Each share of preferred stock automatically converted into one share of Class B common stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering, and has no expiration.
- F2The Reporting Person is a non-managing member of SC XII Management, LLC ("SC XII Management"). SC XII Management, is the general partner of Sequoia Capital XII, L.P. and Sequoia Technology Partners XII, L.P. and is the managing member of Sequoia Capital XII Principals Fund, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose.
- F3The Issuer's Class B Common Stock is convertible into the Issuer's Class A Common Stock on a one-for-one basis at the Reporting Person's election and has no expiration date.