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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance-Based Stock Option (Right to Buy) | $ 64.6 | 03/25/2019 | G(1) | V | 82,000 | (2) | 12/17/2025 | Class A Common Stock | 82,000 | $ 0 | 0 | D | |||
| Performance-Based Stock Option (Right to Buy) | $ 64.6 | 03/25/2019 | G(1) | V | 82,000 | (2) | 12/17/2025 | Class A Common Stock | 82,000 | $ 0 | 82,000 | I | By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 | ||
| Employee Stock Option (Right to Buy) | $ 64.6 | 03/25/2019 | G(1) | V | 164,000 | (3) | 12/17/2028 | Class A Common Stock | 164,000 | $ 0 | 0 | D | |||
| Employee Stock Option (Right to Buy) | $ 64.6 | 03/25/2019 | G(1) | V | 164,000 | (3) | 12/17/2028 | Class A Common Stock | 164,000 | $ 0 | 164,000 | I | By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 | ||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| YEAMAN KEVIN J C/O DOLBY LABORATORIES, INC. 1275 MARKET STREET SAN FRANCISCO, CA 94103 |
X | President and CEO | ||
| /s/ Daniel Rodriguez, as Attorney-in-Fact for Kevin Yeaman | 03/28/2019 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Effective March 25, 2019 the Reporting Person transferred this option as a gift to a revocable trust. |
| (2) | The vesting of this performance-based stock option ("PSO") award is dependent upon achievement of performance criteria measured during a three-year performance period beginning on December 17, 2018 and ending December 17, 2021. The number of shares reported is at the target award amount. The reporting person may potentially earn from 0% to 125% of the target award amount based on total shareholder return at the end of the three-year performance period. The actual PSO award earned shall vest immediately upon certification by the Company's Compensation Committee of the achievement of the performance criteria, following the end of the three-year performance period. |
| (3) | This option was granted for a total of 164,000 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 17, 2018, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter. |