Paul Jacobs
DROPBOXAbout Paul E. Jacobs
Paul E. Jacobs, Ph.D., age 62, has served on Dropbox’s board since April 2016 and is currently an independent director; he chairs the Nominating & Corporate Governance Committee and will assume the chair of the Talent & Compensation Committee following the 2025 Annual Meeting . He is CEO of Globalstar, Inc. (since August 2023) and serves on the board of Arm Holdings plc; previously he was CEO, Chair, and Executive Chair at Qualcomm, and CEO of XCOM Labs (VIREWIRX, Inc.) . Dr. Jacobs holds a Ph.D., M.S., and B.S. in Electrical Engineering and Computer Science from UC Berkeley .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Qualcomm Incorporated | Chief Executive Officer | Jul 2005–Mar 2014 | Led scale-up of semiconductor/telecom operations |
| Qualcomm Incorporated | Chair of the Board | Mar 2009–Mar 2018 | Board leadership and governance oversight |
| Qualcomm Incorporated | Executive Chair | Mar 2014–Mar 2018 | Strategic oversight post-CEO |
| VIREWIRX, Inc. (formerly XCOM Labs, Inc.) | Chief Executive Officer | Apr 2018–May 2024 | Early-stage wireless tech leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Globalstar, Inc. | Chief Executive Officer; Director | CEO since Aug 2023 | Executive leadership; board service |
| Arm Holdings plc | Director | Not specified | Board service; technology industry expertise |
Board Governance
- Independence: Board determined Dr. Jacobs is independent under Nasdaq listing rules .
- Committee assignments:
- Nominating & Corporate Governance: Chair (2024; succeeds to Lisa Campbell post-Annual Meeting) .
- Talent & Compensation: Will join and succeed as Chair after 2025 Annual Meeting .
- Board/Committee activity and attendance:
- Board met seven times in 2024; each director attended at least 75% of aggregate board and committee meetings; all directors attended the 2024 annual meeting .
- 2024 committee meetings: Audit (5), Talent & Compensation (5), Nominating & Corporate Governance (3) .
Fixed Compensation
| Component | Amount | Period/Grant | Notes |
|---|---|---|---|
| Fees Paid or Earned in Cash | $65,000 | FY2024 | Sum of retainer and committee chair fee |
| Annual Cash Retainer (policy) | $50,000 | Ongoing | Paid quarterly; no per-meeting fees |
| Committee Chair Fees (policy) | $15,000 (N&CG Chair); $20,000 (T&C Chair); $30,000 (Audit Chair) | Ongoing | Chair receives chair fee only (not member fee) |
| Committee Member Fees (policy) | $5,000 (N&CG); $10,000 (T&C); $12,500 (Audit) | Ongoing | Applied per committee role |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Grant-Date Fair Value | Vesting | Deferral/Change-in-Control |
|---|---|---|---|---|---|
| Annual Director RSU | May 16, 2024 | 10,478 RSUs | $250,005 | 100% vests May 16, 2025 (or day before next annual meeting) | Directors may elect deferral; full vesting on change in control (if serving at such date) |
| Director Equity Policy | Each annual meeting | RSU sized to $250,000 FV | GAAP FV, rounded to nearest share | 1-year cliff vest | Deferral allowed; CIC acceleration per 2018 EIP |
Dropbox emphasizes equity over cash for directors; no meeting fees; total director comp capped at $1.2M per fiscal year for non-employee directors .
Other Directorships & Interlocks
| Company | Relationship to DBX | Potential Interlock/Conflict Notes |
|---|---|---|
| Globalstar, Inc. (Telecom infrastructure) | External CEO and director | No DBX-disclosed related-party transactions; audit committee reviews related-party matters |
| Arm Holdings plc (Semiconductor IP) | External director | No DBX-disclosed related-party transactions |
Expertise & Qualifications
- Deep technology and telecom leadership (Qualcomm CEO/Chair; XCOM Labs CEO), now Globalstar CEO; Arm board service .
- Governance experience as long-tenured public company board chair and executive chair .
- Education: Ph.D., M.S., B.S. in EECS (UC Berkeley) underpinning technical breadth .
Equity Ownership
| Holder | Shares | Ownership Form | % of Class | Notes |
|---|---|---|---|---|
| Paul E. Jacobs | 302,981 Class A shares | 178,058 via Paul E. Jacobs Trust (11/7/2014); 124,923 direct | <1% | As of Mar 31, 2025, per Security Ownership table |
| Unvested RSUs (Director award) | 10,478 units | Annual director RSU (granted 5/16/2024) | — | Vests 5/16/2025; separate from owned shares |
- Hedging/Pledging: Dropbox prohibits hedging and pledging by employees and non-employee directors .
- Section 16 compliance: All directors/officers complied with filing requirements in FY2024 .
Governance Assessment
- Independence and Board Effectiveness: Confirmed independent; chairs N&CG and slated to chair T&C, signaling strong governance engagement and board trust in compensation oversight .
- Attendance/Engagement: Board held seven meetings; each director met at least 75% attendance and all attended the 2024 annual meeting—supports adequate time commitment despite external roles .
- Compensation Alignment: Director pay emphasizes equity over cash (RSUs with one-year vest, change-in-control acceleration); Jacobs’ 2024 mix ($65k cash; $250k equity) aligns with policy, reinforcing stockholder alignment .
- Ownership/Skin-in-the-Game: 302,981 Class A shares held (trust + direct), plus current-year RSUs; while <1% of outstanding, presence of ownership and equity awards enhances alignment; hedging/pledging prohibited .
- Conflicts/Related-Party: Company reports no related-party transactions requiring disclosure since the beginning of last fiscal year; audit committee oversees related-party approvals—no Globalstar/Arm transactions disclosed with Dropbox .
- Compensation Committee Quality: As incoming T&C Chair, Jacobs will oversee executive and director pay; Dropbox uses Compensia as an independent advisor with no conflicts (independence assessed), and maintains a clawback policy covering cash and equity—strong governance features .
RED FLAGS (none disclosed):
- Related-party transactions: None disclosed .
- Hedging/Pledging: Prohibited by policy .
- Attendance shortfalls: None reported at the 75% threshold level .
- Tax gross-ups/Perquisites for directors: Not disclosed; director compensation policy does not include per-meeting fees and emphasizes equity .
Watchpoints: Multi-role commitments (Globalstar CEO; Arm director) may warrant continued monitoring for bandwidth, particularly as he assumes T&C chair; 2024 attendance and independence determinations mitigate near-term concern .