Sec Form 4 Filing - Volpi Michelangelo @ Sonos Inc - 2020-11-23

FORM 4 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 Volpi Michelangelo 2. Issuer Name and Ticker or Trading Symbol Sonos Inc [ SONO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O SONOS, INC., 614 CHAPALA STREET 3. Date of Earliest Transaction (MM/DD/YY) 11/23/2020 (Street) SANTA BARBARA, CA93101 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 Common Stock 11/23/2020 S 155,232 D $ 21.5161 ( 2 ) 1,755,365 ( 1 ) I See Footnotes ( 3 ) ( 4 ) Common Stock 11/23/2020 S 52,280 D $ 21.5161 ( 2 ) 289,666 I See Footnotes ( 5 ) ( 4 ) Common Stock 11/23/2020 S 2,958 D $ 21.5161 ( 2 ) 16,388 I See Footnotes ( 6 ) ( 4 ) Common Stock 11/24/2020 S 622,459 D $ 21.4895 ( 7 ) 1,132,906 I See Footnotes ( 3 ) ( 4 ) Common Stock 11/24/2020 S 209,638 D $ 21.4895 ( 7 ) 80,028 I See Footnotes ( 5 ) ( 4 ) Common Stock 11/24/2020 S 11,860 D $ 21.4895 ( 7 ) 4,528 I See Footnotes ( 6 ) ( 4 ) C ommon Stock 11/25/2020 S 105,755 D $ 21.4443 ( 8 ) 1,027,151 I See Footnotes ( 3 ) ( 4 ) Common Stock 11/25/2020 S 35,617 D $ 21.4443 ( 8 ) 44,441 I See Footnotes ( 5 ) ( 4 ) Common Stock 11/25/2020 S 2,015 D $ 21.4443 ( 8 ) 2,513 I See Footnotes ( 6 ) ( 4 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Volpi Michelangelo C/O SONOS, INC. 614 CHAPALA STREET SANTA BARBARA, CA93101 X Signatures /s/ Michelangelo Volpi 11/25/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On November 20, 2020, Index Ventures Growth I (Jersey) L.P. ("Index I") distributed, for no consideration, an aggregate of 3,426,899 shares of common stock of the Issuer to its limited partners and to Index Venture Growth Associates I Limited ("IVGA I"), the general partner of Index I, representing each such partner's pro rata interest in the shares held by Index I. IVGA I received 895,285 shares through such distribution. The aforementioned distributions were made in accordance with the exemptions afforded by Rule 16a-13 and Rule 16a-9 of the Securities Exchange Act of 1934, as amended. ( 2 )On November 23, 2020, IVGA I sold 155,232 shares of common stock of the Issuer, Index Ventures Growth I Parallel Entrepreneur Fund (Jersey) L.P. ("Index I Parallel") sold 52,280 shares of common stock of the Issuer and Yucca (Jersey) SLP ("Yucca") sold 2,958 shares of common stock of the Issuer. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.46 - $21.78. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. ( 3 )The shares are held directly by IVGA I. ( 4 )Michelangelo Volpi, a member of the Issuer's Board of Directors, is a partner with the Index Ventures group. Advisors within the Index Ventures group provide advice to Index I, Index I Parallel and Yucca (together with Index I and Index I Parallel, the "Index Funds"). IVGA I is the general partner of Index I and Index I Parallel. Yucca is a co-investment vehicle that is contractually required to mirror the investment of Index I and Index I Parallel. Mr. Volpi is involved in making recommendations to the Index Funds, but does not hold voting or dispositive power over the shares held by the Index Funds. Mr. Volpi disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. ( 5 )The shares are held directly by Index I Parallel. ( 6 )The shares are held directly by Yucca. ( 7 )On November 24, 2020, IVGA I sold 622,459 shares of common stock of the Issuer, Index I Parallel sold 209,638 shares of common stock of the Issuer and Yucca sold 11,860 shares of common stock of the Issuer. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.40 - $21.63. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. ( 8 )On November 25, 2020, IVGA I sold 105,755 shares of common stock of the Issuer, Index I Parallel sold 35,617 shares of common stock of the Issuer and Yucca sold 2,015 shares of common stock of the Issuer. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.40 - $21.57. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

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).

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