Dropbox shareholders elect all seven directors and approve jury trial waiver amendment

DROPBOX, INC.

All seven director nominees elected; Andrew W. Houston received 846.2M votes for, 38.3M withheld.
Ratification of Ernst & Young as FY2026 auditor approved: 889.1M for, 2.9M against.
Advisory vote on named executive officer compensation passed: 878.0M for, 6.4M against.
Amendment to articles of incorporation to waive jury trials for internal actions approved: 857.7M for, 26.6M against.
Amended and restated articles of incorporation filed as Exhibit 3.1.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

DROPBOX, INC. shareholders approved Approve an amendment and restatement of our articles of incorporation to waive jury trials for internal actions, together with contextual and other ministerial changes at the 2026-05-21 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

(4) Proposal to approve an amendment and restatement of our articles of incorporation to waive jury trials for internal actions, together with contextual and other ministerial changes: For Against Abstain Broker Non-Votes 857,730,370 26,626,140 145,630 7,504,514

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

DROPBOX, INC. shareholders approved Approve, on an advisory basis, the compensation of the Company's named executive officers at the 2026-05-21 meeting.

Proposal: say on pay
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

(3) Proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers: For Against Abstain Broker Non-Votes 878,049,859 6,378,683 73,598 7,504,514

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

DROPBOX, INC. shareholders approved Ratify the appointment of Ernst & Young LLP as auditors for the fiscal year ending December 31, 2026 at the 2026-05-21 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

(2) Proposal to ratify Ernst & Young LLP as auditors for the fiscal year ending December 31, 2026: For Against Abstain 889,057,414 2,875,768 73,472

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

DROPBOX, INC. shareholders approved Election of seven directors at the 2026-05-21 meeting.

Proposal: director election
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

(1) Proposal for election of seven directors: For Withhold Broker Non-Votes Lisa Campbell 814,113,740 70,388,400 7,504,514 Andrew W. Houston 846,246,817 38,255,323 7,504,514 Warren Jenson 838,943,164 45,558,976 7,504,514 Andrew Moore 883,103,191 1,398,949 7,504,514 Abhay Parasnis 882,991,036 1,511,104 7,504,514 Karen Peacock 764,234,894 120,267,246 7,504,514 Michael Seibel 880,713,655 3,788,485 7,504,514

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DROPBOX, INC. filing history →

Source: SEC EDGAR

accession 0001467623-26-000036

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