2/24/2018 S-1 Table of Contents EXHIBIT INDEX Exhibit Number Description 1.1* Form of Underwriting Agreement. 3.1 Restated Certificate of Incorporation of the Registrant, as amended and currently in effect. 3.2 Certificate of Amendment to the Restated Certificate of Incorporation, as filed on April 4, 2014. 3.3 Certificate of Amendment to the Restated Certificate of Incorporation, as filed on April 21, 2016. 3.4* Form of Amended and Restated Certificate of Incorporation of the Registrant, to be in effect upon completion of this offering. 3.5 Bylaws of the Registrant, as amended and currently in effect. 3.6* Form of Amended and Restated Bylaws of the Registrant, to be in effect upon completion of this offering. 4.1* Form of Class A common stock certificate of the Registrant. 4.2 Amended and Restated Investors’ Rights Agreement among the Registrant and certain holders of its capital stock, dated as of January 30, 2014, as amended. 5.1* Opinion of Wilson Sonsini Goodrich & Rosati, P.C. 10.1+ Form of Indemnification Agreement between the Registrant and each of its directors and executive officers. 10.2+ Dropbox, Inc. 2018 Equity Incentive Plan and related form agreements. 10.3+ Dropbox, Inc. 2018 Employee Stock Purchase Plan and related form agreements. 10.4+ Dropbox, Inc. 2018 Class C Stock Incentive Plan and related form agreements. 10.5+ Dropbox, Inc. 2018 Class C Employee Stock Purchase Plan and related form agreements. 10.6+ Dropbox, Inc. 2017 Equity Incentive Plan and related form agreements. 10.7+ Dropbox, Inc. 2008 Equity Incentive Plan, as amended, and related form agreements. 10.8+ Dropbox, Inc. Amended and Restated Cash Bonus Plan. 10.9+ Restricted Stock Agreement between the Registrant and Andrew W. Houston. 10.10+ Restricted Stock Agreement between the Registrant and Arash Ferdowsi. 10.11+ Form of Change of Control and Severance Agreement between the Registrant and certain executive officers. 10.12+* Employment Letter between the Registrant and Andrew W. Houston. 10.13+* Employment Letter between the Registrant and Arash Ferdowsi. 10.14+* Employment Letter between the Registrant and Quentin J. Clark. 10.15 Office Lease between the Registrant and Kilroy Realty Finance Partnership, L.P., dated as of January 31, 2014. 10.16 First Amendment to Office Lease between the Registrant and Kilroy Realty Finance Partnership, L.P., dated as of June 5, 2015. 10.17 Second Amendment to Office Lease between the Registrant and Kilroy Realty Finance Partnership, L.P., dated as of May 3, 2016. 10.18 Third Amendment to Office Lease between the Registrant and Kilroy Realty Finance Partnership, L.P., dated as of October 6, 2017. 10.19 Office Lease between the Registrant and KR Mission Bay, LLC, dated as of October 6, 2017. 10.20 Second Amendment and Restatement to the Revolving Credit and Guaranty Agreement among the Registrant, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, dated as of April 3, 2017. II5 https://www.sec.gov/Archives/edgar/data/1467623/000119312518055809/d451946ds1.htm 232/235
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