AGM 2021

May 20, 2021

Good morning and welcome to the Dropbox, Inc. Twenty twenty one Annual Meeting of Stockholders. I'd now like to turn the meeting over to Drew Houston, Dropbox's Co Founder and Chief Executive Officer and the Chair of its Board of Directors. Please go ahead. Thanks, and good morning. It's my pleasure to call to order and welcome all of you to our Annual Meeting of Stockholders. And as provided in our bylaws, I'll act as Chair of this meeting. And I've asked Bart Volkmer, our Chief Legal Officer, to act as secretary and record the minutes. And as we did last year, we're conducting our annual stockholder meeting entirely as an audio webcast, and and we hope that this virtual format continues to provide greater access for all of our stockholders to participate. So I'd like to start by introducing you to the other members of our board of directors who are with us this morning, Don Blair, our lead independent director, Lisa Campbell, Paul Jacobs, Bob Milad, Karen Peacock, and Michael Seibel. I'd also like to introduce the other representatives of management who are here with us this morning. Tim Regan, our chief financial officer, Barb Volkmer, our chief legal officer, Timothy Young, our president, Melanie Collins, our chief people officer, and Simona Shear, our VP of communications. And also present today is Chris Anger and Olivier Guvault, Ernst and Young, which is Dropbox's independent auditor, and they'll be available to respond to appropriate questions from stockholders during the Q and A portion of our meeting. As an overview of today's meeting, we'll begin with the formal business portion during which we'll address the matters described in our 2021 proxy statement and vote on the proxy proposals. We'll then announce preliminary voting results and adjourn the formal portion of this meeting. And then afterwards, we'll have time for q and a. At this point, I'd like to turn the meeting over to Bart, who will conduct the formal portion of the meeting. Thanks, Drew. Just a reminder that we've adopted rules of conduct for this meeting, a copy of which is linked on our virtual meeting website, and we ask that everyone read and follow them. In particular, during the formal portion of the meeting, questions from stockholders should pertain to the proposals being considered. Stockholders wishing to ask other questions will be given an opportunity to do so following the meeting. Broadridge Financial Solutions has indicated via affidavit that the notice of Internet availability of our proxy materials was mailed on 04/06/2021 to all holders of Dropbox common stock of record at the close of business on 03/23/2021, the record date for this meeting. Also, a copy of our list of stockholders is available on our virtual meeting website. Kathy Weeden, a representative of Broadridge Financial Solutions, has been appointed as inspector of elections for this meeting. She's taken and signed an oath and will examine and tabulate proxies and ballots at this meeting. Broadridge's affidavit of mailing and miss Whedon's oath will be filed with the minutes of this meeting. Miss Whedon has advised me that we have present or represented by proxy holders of the majority of the voting power of Dropbox's class a and class b common stock issued and outstanding entitled to vote at this annual meeting. Therefore, in accordance to our bylaws, we have quorum present, and today's meeting is duly convened and open for business. All stockholders entitled to vote at this meeting have the ability to do so online. If you're a stockholder entitled to vote and have not vote yet voted or if you wanna change your previously cast vote, please do so via the website used to access this meeting. If you previously voted, you don't have to do so again unless you'd like to change your vote. After voting has been completed on all matters on the agenda, we'll close the polls and provide the preliminary report. We have three matters properly before the meeting. Detailed information concerning each of these proposals is contained in the proxy statement made available to Dropbox's stockholders. The first is to elect Andrew Houston, Lisa Campbell, Don Blair, Paul Jacobs, Karen Peacock, Robert Mylod, and Michael Seibel to serve as directors of Dropbox until next year's annual meeting. Each of these nominees was proposed by the board of directors. No nominees were submitted by stockholders. The board of directors unanimously recommend to vote for each of the nominees. The second matter is a proposal to ratify the appointment of Ernst and Young LLP, an independent registered public accounting firm, as Dropbox's auditors for the fiscal year ending 12/31/2021. The board of directors unanimously recommends a vote for this proposal. The third matter is a proposal to approve a nonbinding advisory vote regarding the compensation of Dropbox's named executive officers, more commonly known as say on pay. The board of directors unanimously recommends a vote for this proposal. It is now 09:05AM Pacific Daylight Time, and the polls are open for voting. As a reminder, please enter any questions about the proposals or voting procedures online, and if appropriate, we'll read them aloud. Are there any questions about the proposals? No. There are no questions at this time. Thank you. The polls are about to close. So if you have not voted yet, please do so. The rep the preliminary results will be reported shortly. It is now 09:05AM Pacific daylight time, and the polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies, votes, no additional changes or revocations will be accepted. As a preliminary report on the voting results, each of the director nominees has received a plurality of the votes. A majority of the votes present and entitled to vote have been cast in favor of the proposal to ratify and Young as our independent public accounting firm as well as the advisory proposal regarding the compensation of our named executive officers. Accordingly, all director nominees have been elected, and each of the other proposals has passed. These voting results are preliminary only. The final results were reported in a form eight k filed with SEC and in the report of the inspector of elections, which will be filed with the minutes of this meeting. Okay. Thank you, Bart. Now we'll move on to the general Q and A portion of the meeting. Do we have any questions at this time? No. There are no questions at this time. Alright. Well, I wanna thank all of you for attending today. We appreciate your continued support of Dropbox. And with no further business, this meeting is adjourned. Thank you, ladies and gentlemen. This does conclude today's meeting. You may now disconnect.