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) 02/06/2023 | ||||||||||||||||||||||||||
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 | 02/06/2023 | M | 50,000 | A | $37.35 | 146,245(1) | D | |||
Class A Common Stock | 02/06/2023 | S | 41,738 | D | $84.4842(2) | 104,507(1) | D | |||
Class A Common Stock | 02/06/2023 | S | 8,262 | D | $85.24(3) | 96,245(1) | D | |||
Class A Common Stock | 02/07/2023 | M | 15,153 | A | $37.35 | 111,398(1) | D | |||
Class A Common Stock | 02/07/2023 | M | 21,850 | A | $45.5 | 133,248(1) | D | |||
Class A Common Stock | 02/07/2023 | S | 31,202 | D | $83.8615(4) | 102,046(1) | D | |||
Class A Common Stock | 02/07/2023 | S | 5,801 | D | $84.3701(5) | 96,245(1) | D |
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) | $37.35 | 02/06/2023 | M | 50,000 | (6) | 12/16/2023 | Class A Common Stock | 50,000 | $0.00 | 15,153 | D | ||||
Employee Stock Option (right to buy) | $37.35 | 02/07/2023 | M | 15,153 | (6) | 12/16/2023 | Class A Common Stock | 15,153 | $0.00 | 0 | D | ||||
Employee Stock Option (right to buy) | $45.5 | 02/07/2023 | M | 21,850 | (7) | 12/15/2023 | Class A Common Stock | 21,850 | $0.00 | 0 | D |
Explanation of Responses: |
1. Shares held following the reported transactions include 43,636 restricted stock units, which are subject to forfeiture until they vest. |
2. This transaction was executed in multiple trades at prices ranging from $84.03 to $85.00. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. |
3. The shares were sold in multiple transactions at prices ranging from $85.04 to $85.91. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. |
4. This transaction was executed in multiple trades at prices ranging from $83.26 to $84.25. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. |
5. This transaction was executed in multiple trades at prices ranging from $84.26 to $84.67. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. |
6. This option was granted for a total of 65,153 shares of Class A Common Stock. The option exercised in this transaction was fully vested and exercisable as of the transaction date. |
7. This performance-based stock option award was granted for a total of 23,000 shares of Class A Common Stock at target. The number of shares actually earned and vested upon the achievement of total shareholder return performance criteria measured during a three-year performance period ended on December 15, 2019 was at 95% of target, or 21,850 shares. |
Remarks: |
The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan. |
/s/ Daniel Rodriguez, Attorney-in-Fact for John Couling | 02/08/2023 | |
** 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. |