Sec Form 3 Filing - Couling John D @ Dolby Laboratories, Inc. - 2021-11-09

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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1. Name and Address of Reporting Person
Couling John D
2. Issuer Name and Ticker or Trading Symbol
Dolby Laboratories, Inc. [ DLB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Entertainment
(Last) (First) (Middle)
C/O DOLBY LABORATORIES, INC., 1275 MARKET STREET
3. Date of Earliest Transaction (MM/DD/YY)
11/09/2021
(Street)
SAN FRANCISCO, CA94103
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 68,464( 1 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 30.49 ( 2 ) 12/21/2022 Class A Common Stock 29,300 D
Employee Stock Option (Right to Buy) $ 37.35 ( 3 ) 12/16/2023 Class A Common Stock 65,153 D
Employee Stock Option (Right to Buy) $ 42.98 ( 4 ) 12/15/2024 Class A Common Stock 62,440 D
Employee Stock Option (Right to Buy) $ 33.15 ( 5 ) 12/15/2025 Class A Common Stock 40,000 D
Employee Stock Option (Right to Buy) $ 45.5 ( 6 ) 12/15/2026 Class A Common Stock 46,000 D
Employee Stock Option (Right to Buy) $ 62.32 ( 7 ) 12/15/2027 Class A Common Stock 44,000 D
Employee Stock Option (Right to Buy) $ 64.6 ( 8 ) 12/17/2028 Class A Common Stock 40,000 D
Employee Stock Option (Right to Buy) $ 68.4 ( 9 ) 12/16/2029 Class A Common Stock 54,550 D
Employee Stock Option (Right to Buy) $ 92.08 ( 10 ) 12/15/2030 Class A Common Stock 28,903 D
Performance-Based Stock Option (Right to Buy) $ 33.15 ( 11 ) 12/15/2022 Class A Common Stock 25,000 D
Performance-Based Stock Option (Right to Buy) $ 45.5 ( 12 ) 12/15/2023 Class A Common Stock 21,850 D
Performance-Based Stock Option (Right to Buy) $ 62.32 ( 13 ) 12/15/2024 Class A Common Stock 21,120 D
Performance-Based Stock Option (Right to Buy) $ 64.6 ( 14 ) 12/17/2025 Class A Common Stock 20,000 D
Performance-Based Restricted Stock Unit ( 15 ) ( 15 ) ( 15 ) Class A Common Stock 6,000 D
Performance-Based Restricted Stock Unit ( 16 ) ( 16 ) ( 16 ) Class A Common Stock 6,750 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Couling John D
C/O DOLBY LABORATORIES, INC.
1275 MARKET STREET
SAN FRANCISCO, CA94103
SVP, Entertainment
Signatures
/s/ Daniel Rodriguez, Attorney-in-Fact for John D Couling 11/17/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held include 30,251 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.
( 2 )This option was granted for a total of 49,300 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested on the first anniversary of December 21, 2012, the vesting commencement date, and the balance of the shares vested in equal monthly installments over the next 36 months.
( 3 )This option was granted for a total of 65,153 shares of Class A Common Stock. 1/4 of the total number of shares issuable under this option vested on the first anniversary of December 16, 2013, the vesting commencement date, and the balance of the shares vested in equal monthly installments over the next 36 months.
( 4 )This option was granted for a total of 62,440 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested on the first anniversary of December 15, 2014, the vesting commencement date, and the balance of the shares vest in equal monthly installments over the next 36 months thereafter.
( 5 )This option was granted for a total of 40,000 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested on the first anniversary of December 15, 2015, the vesting commencement date, and the balance of the shares vest in equal monthly installments over the next 36 months thereafter.
( 6 )This option was granted for a total of 46,000 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested on the first anniversary of December 15, 2016, the vesting commencement date, and the balance of the shares vest in equal monthly installments over the next 36 months thereafter.
( 7 )This option was granted for a total of 44,000 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, 2017, the vesting commencement date, and the balance of the shares vest in equal monthly installments over the next 36 months thereafter.
( 8 )This option was granted for a total of 40,000 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested 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.
( 9 )This option was granted for a total of 54,550 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested on the first anniversary of December 16, 2019, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter.
( 10 )This option was granted for a total of 28,903 shares of Class A Common Stock. 1/4 of the total number of shares issuable under the option vested on the first anniversary of December 15, 2020, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter.
( 11 )This performance-based stock option award was granted for a total of 20,000 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, 2018 was at 125% of target, or 25,000 shares.
( 12 )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.
( 13 )This performance-based stock option award was granted for a total of 22,000 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, 2020 was at 96% of target, or 21,120 shares.
( 14 )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.
( 15 )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 16, 2019 and ending December 13, 2022. 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.
( 16 )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, 2020 and ending December 12, 2023. 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.

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