SEC Form 4
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*
FLANIGAN MELVIN

(Last) (First) (Middle)
C/O DTS, INC.
5220 LAS VIRGENES ROAD

(Street)
CALABASAS CA 91302

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DTS, INC. [ DTSI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive VP Finance & CFO
3. Date of Earliest Transaction (Month/Day/Year)
02/15/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock 02/15/2012 M 1,500 A (1) 16,100(2) D
Common Stock 02/15/2012 F 2,095(3) D $27.49 14,005 D
Common Stock 02/15/2012 A 9,460(4) A $0 23,465 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Restricted Stock Units (1) 02/15/2012 M 1,500 (5) (5) Common Stock 1,500 $0 3,000 D
Stock Option (Right to Buy) $27.49 02/15/2012 A 57,630 (6) 02/15/2022 Common Stock 57,630 $0 57,630 D
Explanation of Responses:
1. Each restricted stock unit represents a right to receive one share of the Issuer's common stock.
2. Includes 584 shares acquired under the Issuer's stock purchase plan on May 13, 2011.
3. The shares were withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the partial vesting of a restricted stock award granted in February 2008, a restricted stock award granted in February 2009, restricted stock units granted in February 2010 and restricted stock units granted in February 2011.
4. These restricted stock units vest in four equal annual installments beginning on February 15, 2013.
5. These restricted stock units vest in four equal annual installments beginning on February 15, 2011.
6. This option vests and becomes exercisable in four equal annual installments beginning on February 15, 2013.
/s/ Melvin Flanigan, Attorney-in-fact 02/17/2012
** 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).
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