2/24/2018 S-1 Table of Contents the investor relations page on our website. We intend to disclose any amendments to our code of business conduct and ethics, or waivers of its requirements, on our website or in filings under the Exchange Act. Board of Directors Our business and affairs are managed under the direction of our Board of Directors. Our Board of Directors consists of eight directors, six of whom qualify as “independent” under the listing standards of Nasdaq. Pursuant to our current certificate of incorporation and amended and restated voting agreement, our current directors were elected as follows: • Messrs. Ferdowsi, Houston, Blair, Jacobs, and Mylod, and Mmes. Rice and Whitman were elected as the designees nominated by holders of our common stock, excluding the common stock issued upon conversion of our convertible preferred stock; and • Mr. Schreier was elected as the preferred stock designee nominated by entities affiliated with Sequoia Capital. Our amended and restated voting agreement will terminate and the provisions of our current certificate of incorporation by which our directors were elected will be amended and restated in connection with this offering. After this offering, the number of directors will be fixed by our Board of Directors, subject to the terms of our amended and restated certificate of incorporation and amended and restated bylaws that will become effective immediately prior to the completion of this offering. Each of our current directors will continue to serve as a director until the election and qualification of his or her successor, or until his or her earlier death, resignation, or removal. Classified Board of Directors We intend to adopt an amended and restated certificate of incorporation that will become effective immediately prior to the completion of this offering. Our amended and restated certificate of incorporation will provide that, immediately after the completion of this offering, our Board of Directors will be divided into three classes with staggered threeyear terms. Only one class of directors will be elected at each annual meeting of stockholders, with the other classes continuing for the remainder of their respective threeyear terms. Our current directors will be divided among the three classes as follows: • the Class I directors will be , , and , and their terms will expire at the annual meeting of stockholders to be held in 2019; • the Class II directors will be , , and , and their terms will expire at the annual meeting of stockholders to be held in 2020; and • the Class III directors will be and , and their terms will expire at the annual meeting of stockholders to be held in 2021. Each director’s term will continue until the election and qualification of his or her successor, or his or her earlier death, resignation, or removal. Any increase or decrease in the number of directors will be distributed among the three classes so that, as nearly as possible, each class will consist of onethird of our directors. This classification of our Board of Directors may have the effect of delaying or preventing changes in control of our company. Director Independence Our Board of Directors has undertaken a review of the independence of each director. Based on information provided by each director concerning his or her background, employment and affiliations, our Board of Directors 129 https://www.sec.gov/Archives/edgar/data/1467623/000119312518055809/d451946ds1.htm 137/235
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