(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, California94158
(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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
On May 19, 2022, at the 2022 Annual Meeting of Stockholders (the “Annual Meeting”) of Dropbox, Inc. (the “Company”), the Company’s stockholders voted upon the following proposals described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 5, 2022: (1) to elect eight directors to the Board of Directors of the Company; (2) to ratify the appointment of Ernst & Young LLP, an independent registered public accounting firm, as auditors for the fiscal year ending December 31, 2022; and (3) to approve a non-binding advisory vote regarding executive compensation.
All nominated directors were elected and the other proposals were approved by the required stockholder vote. The final voting results with respect to each proposal is as set forth below.
(1) Proposal for election of eight directors:
For
Withhold
Broker Non-Votes
Donald W. Blair
940,891,578
76,302,999
28,664,377
Lisa Campbell
937,891,002
79,303,575
28,664,377
Andrew W. Houston
941,418,756
75,775,821
28,664,377
Paul E. Jacobs
908,647,448
108,547,129
28,664,377
Sara Mathew
982,895,421
34,299,156
28,664,377
Abhay Parasnis
1,016,443,623
750,954
28,664,377
Karen Peacock
939,273,111
77,921,466
28,664,377
Michael Seibel
941,927,111
75,267,466
28,664,377
(2) Proposal to ratify Ernst & Young LLP as auditors for the fiscal year ending December 31, 2022:
For
Against
Abstain
1,044,734,784
947,869
176,301
(3) Proposal to approve a non-binding advisory resolution on the compensation of the named executive officers of the Company:
For
Against
Abstain
Broker Non-Votes
1,006,704,749
9,971,726
518,102
28,664,377
.
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.