Kevin Yeaman - Dec 15, 2022 Form 4 Insider Report for Dolby Laboratories, Inc. (DLB)

Signature
/s/ Daniel Rodriguez, Attorney-in-Fact for Kevin Yeaman
Stock symbol
DLB
Transactions as of
Dec 15, 2022
Transactions value $
-$2,127,588
Form type
4
Date filed
12/19/2022, 08:42 PM
Previous filing
Aug 17, 2022
Next filing
Feb 15, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DLB Class A Common Stock Tax liability -$787K -10.8K -11.13% $73.17 85.9K Dec 15, 2022 Direct F1, F2
transaction DLB Class A Common Stock Award $0 +54.5K +63.51% $0.00 140K Dec 15, 2022 Direct F3, F4
transaction DLB Class A Common Stock Options Exercise +17.2K +13.06% 149K Dec 16, 2022 Direct F5, F6
transaction DLB Class A Common Stock Tax liability -$981K -13.8K -9.61% $71.07 130K Dec 16, 2022 Direct F1, F7
transaction DLB Class A Common Stock Tax liability -$360K -5.08K -4.08% $70.80 120K Dec 19, 2022 Direct F1, F8
holding DLB Class A Common Stock 51.9K Dec 15, 2022 By the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 F9

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DLB Performance-Based Restricted Stock Unit Award $0 +27.3K $0.00 27.3K Dec 15, 2022 Class A Common Stock 27.3K Direct F10
transaction DLB Employee Stock Option (Right to Buy) Award $0 +98.2K $0.00 98.2K Dec 15, 2022 Class A Common Stock 98.2K $71.07 Direct F11
transaction DLB Performance-Based Restricted Stock Unit Options Exercise $0 -17.2K -100% $0.00* 0 Dec 16, 2022 Class A Common Stock 17.2K Direct F5, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In accordance with Rule 16b-3, shares reported as disposed of were withheld by the Issuer in a transaction exempt from Section 16(b) and not issued to the reporting person in order to cover withholding taxes incidental to the vesting of restricted stock units or performance-based restricted stock units.
F2 Shares held following the reported transaction (i) include 85,886 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest and (ii) exclude 10,937 shares which were issued to and are now held by the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 in connection with the vesting of restricted stock units.
F3 Award represents a total of 54,546 restricted stock units granted under the terms of the Issuer's 2020 Stock Plan. Under the terms of the restricted stock unit grant agreement, 1/4 of the total number of units shall vest on each anniversary of December 15, 2022. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting.
F4 Shares held following the reported transactions include 140,432 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.
F5 Each performance-based restricted stock unit (PSU) represented a contingent right to receive, upon vesting, one share of Issuer Class A common stock.
F6 Shares held following the reported transactions (i) include 85,886 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest and (ii) exclude 8,676 shares which were issued to and are now held by the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 in connection with the vesting of performance-based restricted stock units.
F7 Shares held following reported transactions (i) include 129,807 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest and (ii) exclude 5,357 shares which were issued to and are now held by the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 in connection with the vesting of restricted stock units.
F8 Shares held following reported transactions (i) include 119,557 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest and (ii) exclude 5,168 shares which were issued to and are now held by the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 in connection with the vesting of restricted stock units.
F9 Includes 30,138 shares which were issued to and are now held by the Kevin and Rachel Yeaman Family Trust dated May 14, 2009 in connection with the reported transactions.
F10 The vesting of this performance-based restricted stock unit ("PSU") award is dependent upon achievement of performance criteria measured during a three-year performance period beginning on December 15, 2022 and ending December 10, 2025. Each PSU represents a right to receive, upon vesting, one share of Class A common stock. The number of shares reported is at the target award amount. The reporting person may potentially earn from 0% to 200% of the target award amount based on achievement of annualized total shareholder return compared to the S&P Mid Cap 400 Index at the end of the three-year performance period. The actual PSU 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.
F11 This option was granted for a total of 98,200 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, 2022, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter.
F12 The vesting of the PSU award was dependent upon the achievement of performance criteria measured during a three-year performance period beginning on December 16, 2019 and ending December 13, 2022. The reporting person was eligible to earn from 0% to 200% of the target award amount (which was 21,250 shares) based on achievement of annualized total shareholder return compared to the S&P Mid Cap 400 Index at the end of the three-year performance period. Following the end of the three-year performance period, the Issuer's Compensation Committee certified the achievement of the performance criteria at 80.98% of the target award amount resulting in the vesting of 17,208 PSUs. The remaining 4,042 PSUs were cancelled.