FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Dolby Laboratories, Inc. [ DLB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/10/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class A Common Stock | 08/10/2012 | A(2)(3) | 10,937 | A | $0(2) | 109,086 | D | |||
Class A Common Stock | 08/10/2012 | A(5)(6) | 40,909 | A | $0(5) | 149,995 | D | |||
Class A Common Stock | 08/10/2012 | A(8)(9) | 30,555 | A | $0(8) | 180,550(1) | D | |||
Class A Common Stock | 19,938 | I | By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (Right to Buy) | $48.15 | 08/10/2012 | D | 35,000 | (4) | 02/05/2018 | Class A Common Stock | 35,000 | (2) | 0 | I | By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 | |||
Employee Stock Option (Right to Buy | $51.19 | 08/10/2012 | D | 135,000 | (7) | 02/08/2020 | Class A Common Stock | 135,000 | (5) | 0 | I | By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 | |||
Employee Stock Option (Right to Buy | $66.63 | 08/10/2012 | D | 110,000 | (10) | 12/15/2020 | Class A Common Stock | 110,000 | (8) | 0 | I | By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 |
Explanation of Responses: |
1. Shares held following the reported transactions include 179,426 restricted stock units, which are subject to forfeiture until they vest. |
2. On August 10, 2012, the Issuer cancelled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on February 5, 2008. In exchange for the option, the reporting person received 10,937 restricted stock units. |
3. Award represents a total of 10,937 restricted stock units granted under the terms of the Issuer's 2005 Stock Plan. Under the terms of the restricted stock unit grant agreement, 1/2 of the total number of units shall vest one year from August 10, 2012, the grant date, and the remaining 1/2 of the total number of units shall vest on the date that is two years from the grant date. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting. |
4. This option was granted for a total of 35,000 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vests on each anniversary of February 5, 2008, the vesting commencement date. On August 10, 2012, the Issuer cancelled, pursuant to the Issuer's option exchange program, this option and in exchange for this option, the reporting person received 10,937 restricted stock units. |
5. On August 10, 2012, the Issuer cancelled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on February 8, 2010. In exchange for the option, the reporting person received 40,909 restricted stock units. |
6. Award represents a total of 40,909 restricted stock units granted under the terms of the Issuer's 2005 Stock Plan. Under the terms of the restricted stock unit grant agreement, 1/2 of the total number of units shall vest two years from August 10, 2012, the grant date, and the remaining 1/2 of the total number of units shall vest on the date that is three years from the grant date. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting. |
7. This option was granted for a total of 135,000 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vests on the first anniversary of February 8, 2010, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter. On August 10, 2012, the Issuer cancelled, pursuant to the Issuer's option exchange program, this option and in exchange for this option, the reporting person received 40,909 restricted stock units. |
8. On August 10, 2012, the Issuer cancelled, pursuant to the Issuer's option exchange program, an option granted to the reporting person on December 15, 2010. In exchange for the option, the reporting person received 30,555 restricted stock units. |
9. Award represents a total of 30,555 restricted stock units granted under the terms of the Issuer's 2005 Stock Plan. Under the terms of the restricted stock unit grant agreement, 1/2 of the total number of units shall vest three years from August 10, 2012, the grant date, and the remaining 1/2 of the total number of units shall vest on the date that is four years from the grant date. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting. |
10. This option was granted for a total of 110,000 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vests on the first anniversary of December 15, 2010, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter. On August 10, 2012, the Issuer cancelled, pursuant to the Issuer's option exchange program, this option and in exchange for this option, the reporting person received 30,555 restricted stock units. |
/s/ Daniel Rodriguez, Wilson Sonsini Goodrich Rosati, Attorney-in-fact For: Kevin Yeaman | 08/14/2012 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |