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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

January 18, 2023

Date of Report (date of earliest event reported)

DROPBOX, INC.

(Exact name of Registrant as specified in its charter)

Delaware			001-38434			26-0138832
(State or other jurisdiction of incorporation)			(Commission File Number)			(I. R. S. Employer Identification No.)

1800 Owens St.

San Francisco, California 94158

(Address of principal executive offices)

(415) 857-6800

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of exchange on which registered

Class A Common Stock, par value $0.00001 per share

DBX

The NASDAQ Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;     

Compensatory Arrangements of Certain Officers.

On January 18, 2023, Dropbox announced that Timothy Young has given notice of his decision to resign as President, effective February 1, 2023. He will remain at the Company until March 15, 2023 to ensure a smooth transition. Andrew Houston, Dropbox’s CEO and Chair of the Board, will lead the team in the interim.

“It’s been a privilege to navigate the last few years at Dropbox alongside Drew and the rest of the leadership team,” said Mr. Young. “I’m proud of everything we accomplished together, from supporting our customers through the onset of the COVID-19 pandemic to evolving our business and operating model as we led the transition to remote work. I’m confident this team will continue to take the company to even greater heights.”

“I’m grateful to Timothy for all his contributions to Dropbox over the years and wish him all the best,” said Mr. Houston. “We have a huge opportunity ahead of us to transform the way people work, and I’m excited to work closely with the team as we execute on our strategy for 2023.”

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 18, 2023

    

Dropbox, Inc.
/s/ Bart Volkmer
Bart Volkmer
Chief Legal Officer