UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 49)*
DOLBY LABORATORIES, INC.
(Name of Issuer)
CLASS A COMMON STOCK
CLASS B COMMON STOCK
(Title of Class of Securities)
CLASS A COMMON STOCK: 25659T107
CLASS B COMMON STOCK: Not Applicable
(CUSIP Number)
Dolby Laboratories, Inc.
1275 Market Street
San Francisco, CA 94103
Phone: (415) 558-0200
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
March 17, 2020
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ☐
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following pages)
(Page 1 of 16 Pages)
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 2 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
125,700 shares of Class A Common Stock (1)(2) | ||||
8. | Shared voting power
770,500 shares of Class A Common Stock and 26,903,779 shares of Class B Common Stock (1)(3) | |||||
9. | Sole dispositive power
125,700 shares of Class A Common Stock and 36,146,233 shares of Class B Common Stock (1)(4) | |||||
10. | Shared dispositive power
770,500 shares of Class A Common Stock (1)(5) |
11. |
Aggregate amount beneficially owned by each reporting person
896,200 shares of Class A Common Stock and 36,146,233 shares of Class B Common Stock (1)(3)(4) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
36.7% (1)(6)(7)(8) | |||||
14. | Type of reporting person (see instructions)
IN |
(1) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(2) | Consists of 125,700 shares of Class A Common Stock held of record by the Ray and Dagmar Dolby Family Fund, a California nonprofit public benefit corporation and a private foundation within the meaning of section 509(a) of the Internal Revenue Code (the Dolby Family Fund). Dagmar Dolby is the President and sole director of, and has sole dispositive and voting power over the shares held of record by, the Dolby Family Fund. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(3) | Consists of (i) 770,500 shares of Class A Common Stock held of record by the Dagmar Dolby Fund, a California nonprofit public benefit corporation (the Dagmar Dolby Fund), (ii) 24,108,162 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust under the Dolby Family Trust Instrument dated May 7, 1999 (the Marital Trust), and (iii) 2,795,617 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust under the Dolby Family Trust Instrument dated May 7, 1999 (the Dagmar Dolby Trust). Dagmar Dolby, as one of three directors of the Dagmar Dolby Fund, has shared voting power over all 770,500 shares of Class A Common Stock held of record by the Dagmar Dolby Fund, with voting and disposition decisions regarding such shares requiring the majority vote of the Dagmar Dolby Funds board of directors. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of each of the Marital Trust and the Dagmar Dolby Trust. Dagmar Dolby has sole dispositive power over the shares held of record by each of the Marital Trust and the Dagmar Dolby Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by each of the Marital Trust and the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(4) | Consists of (i) 125,700 shares of Class A Common Stock held of record by the Dolby Family Fund, (ii) 24,108,162 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust, (iii) 2,795,617 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust, (iv) 160,592 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A dated April 19, 2002 (the Ray Dolby 2002 Trust A), (v) 463,262 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B dated April 19, 2002 (the Ray Dolby 2002 Trust B), (vi) 1,040,000 shares of Class B Common Stock held of record by Dolby Holdings II LLC (Dolby Holdings II), (vii) 350,000 shares of Class B Common Stock held of record by Dolby Holdings III LLC (Dolby Holdings III), (viii) 403,600 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust B, dated March 23, 2016 (the Dagmar Dolby 2016 Trust B), (ix) 1,825,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2018 Trust BB dated June 20, 2018 (the Dagmar Dolby 2018 Trust BB), (x) 3,700,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2019 Trust BB dated July 22, 2019 (the Dagmar Dolby 2019 Trust BB), and (xi) 1,300,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2020 Trust BB dated March 17, 2020 (the Dagmar Dolby 2020 Trust BB). Dagmar Dolby is the Trustee of, and has sole dispositive power over the shares held of record by, each of the Marital Trust, the Dagmar Dolby Trust, the Ray Dolby 2002 Trust A, the Ray Dolby 2002 Trust B, the Dagmar Dolby 2016 Trust B, the Dagmar Dolby 2018 Trust BB, the Dagmar Dolby 2019 Trust BB and the Dagmar Dolby 2020 Trust BB. Dagmar Dolby and David E. Dolby, Special Trustee of the Marital Trust and the Dagmar Dolby Trust, have shared voting power over the shares held of record by each of the Marital Trust and the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. Thomas E. Dolby, Dagmar Dolbys son, is the Special Trustee of, and has sole voting power over the shares held of record by, the Ray Dolby 2002 Trust A. David E. Dolby is the Special Trustee of, and has sole voting power over the shares held of record by, each of the Ray Dolby 2002 Trust B, the Dagmar Dolby 2016 Trust B, the Dagmar Dolby 2018 Trust BB, the Dagmar Dolby 2019 Trust BB and the Dagmar Dolby 2020 Trust BB. Dagmar Dolby has sole dispositive power over the shares held of record by Dolby Holdings II and Dolby Holdings III as the Manager of each, each of Thomas E. Dolby and David E. Dolby has sole voting power over 50% of the shares held of record by Dolby Holdings II as a Special Manager of Dolby Holdings II, and David E. Dolby has sole voting power over all of the shares held of record by Dolby Holdings III as a Special Manager of Dolby Holdings III. Dagmar Dolby, as the President and sole director of the Dolby Family Fund, has sole dispositive and voting power over the shares held of record by the Dolby Family Fund. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(5) | Consists of 770,500 shares of Class A Common Stock held of record by the Dagmar Dolby Fund. Dagmar Dolby, as one of three directors of the Dagmar Dolby Fund, has shared voting power over all 770,500 shares of Class A Common Stock held of record by the Dagmar Dolby Fund, with voting and disposition decisions regarding such shares requiring the majority vote of the Dagmar Dolby Funds board of directors. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(6) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by Dagmar Dolby is 36.7%. Dagmar Dolbys percentage ownership of Class B Common Stock is 99.8%. |
(7) | The shares represented in Row 11 represent 84.9% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock and the shares over which Dagmar Dolby has sole or shared voting power represent 63.2% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(8) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 3 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Marital Trust under the Dolby Family Trust Instrument dated May 7, 1999 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
24,108,162 shares of Class B Common Stock (9)(10) | |||||
9. | Sole dispositive power
24,108,162 shares of Class B Common Stock (9)(10) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
24,108,162 shares of Class B Common Stock (9)(10) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
23.9% (9)(11)(12)(13) | |||||
14. | Type of reporting person (see instructions)
OO |
(9) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(10) | Consists of 24,108,162 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Marital Trust. Dagmar Dolby has sole dispositive power over the shares held of record by the Marital Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by the Marital Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. |
(11) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Marital Trust is 27.1%. The Marital Trusts percentage ownership of Class B Common Stock is 66.6%. |
(12) | Represents 56.5% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(13) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 4 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Dagmar Dolby Trust under the Dolby Family Trust Instrument dated May 7, 1999 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
2,795,617 shares of Class B Common Stock (14)(15) | |||||
9. | Sole dispositive power
2,795,617 shares of Class B Common Stock (14)(15) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
2,795,617 shares of Class B Common Stock (14)(15) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
2.8% (14)(16)(17)(18) | |||||
14. | Type of reporting person (see instructions)
OO |
(14) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(15) | Consists of 2,795,617 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby Trust. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. |
(16) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Dagmar Dolby Trust is 4.1%. The Dagmar Dolby Trusts percentage ownership of Class B Common Stock is 7.7%. |
(17) | Represents 6.5% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(18) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 5 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A dated April 19, 2002 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
160,592 shares of Class B Common Stock (19)(20) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
160,592 shares of Class B Common Stock (19)(20) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
0.2% (19)(21)(22)(23) | |||||
14. | Type of reporting person (see instructions)
OO |
(19) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(20) | Consists of 160,592 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A. Thomas E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby 2002 Trust A. Dagmar Dolby has sole dispositive power over the shares held of record by the Ray Dolby 2002 Trust A, and Thomas E. Dolby has sole voting power over the shares held of record by the Ray Dolby 2002 Trust A. |
(21) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Ray Dolby 2002 Trust A is 0.2%. The Ray Dolby 2002 Trust As percentage ownership of Class B Common Stock is 0.4%. |
(22) | Represents 0.4% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(23) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 6 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B dated April 19, 2002 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
463,262 shares of Class B Common Stock (24)(25) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
463,262 shares of Class B Common Stock (24)(25) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
0.5% (24)(26)(27)(28) | |||||
14. | Type of reporting person (see instructions)
OO |
(24) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(25) | Consists of 463,262 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby 2002 Trust B. Dagmar Dolby has sole dispositive power over the shares held of record by the Ray Dolby 2002 Trust B, and David E. Dolby has sole voting power over the shares held of record by the Ray Dolby 2002 Trust B. |
(26) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Ray Dolby 2002 Trust B is 0.7%. The Ray Dolby 2002 Trust Bs percentage ownership of Class B Common Stock is 1.3%. |
(27) | Represents 1.1% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(28) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 7 of 16 Pages |
1. | Names of reporting persons
Dolby Holdings II LLC | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
Delaware |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
1,040,000 shares of Class B Common Stock (29)(30) | |||||
9. | Sole dispositive power
None | |||||
10. | Shared dispositive power
1,040,000 shares of Class B Common Stock (29)(30) |
11. |
Aggregate amount beneficially owned by each reporting person
1,040,000 shares of Class B Common Stock (29)(30) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
1.0% (29)(31)(32)(33) | |||||
14. | Type of reporting person (see instructions)
OO |
(29) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(30) | Consists of 1,040,000 shares of Class B Common Stock held of record by Dolby Holdings II. Dagmar Dolby has sole dispositive power over the shares held of record by Dolby Holdings II as the Manager of Dolby Holdings II. Each of Thomas E. Dolby and David E. Dolby, Dagmar Dolbys sons, has sole voting power over 50% of the shares held of record by Dolby Holdings II as a Special Manager of Dolby Holdings II. |
(31) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by Dolby Holdings II is 1.6%. Dolby Holdings IIs percentage ownership of Class B Common Stock is 2.9%. |
(32) | Represents 2.4% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(33) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 8 of 16 Pages |
1. | Names of reporting persons
Dolby Holdings III LLC | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
Delaware |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
350,000 shares of Class B Common Stock (34)(35) | |||||
9. | Sole dispositive power
None | |||||
10. | Shared dispositive power
350,000 shares of Class B Common Stock (34)(35) |
11. |
Aggregate amount beneficially owned by each reporting person
350,000 shares of Class B Common Stock (34)(35) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
0.3% (34)(36)(37)(38) | |||||
14. | Type of reporting person (see instructions)
OO |
(34) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(35) | Consists of 350,000 shares of Class B Common Stock held of record by Dolby Holdings III. Dagmar Dolby has sole dispositive power over the shares held of record by Dolby Holdings III as the Manager of Dolby Holdings III. David E. Dolby, Dagmar Dolbys son, has sole voting power over the shares held of record by Dolby Holdings III as the Special Manager of Dolby Holdings III. |
(36) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by Dolby Holdings III is 0.5%. Dolby Holdings IIIs percentage ownership of Class B Common Stock is 1.0%. |
(37) | Represents 0.8% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(38) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 9 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust B dated March 23, 2016 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
403,600 shares of Class B Common Stock (39)(40) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
403,600 shares of Class B Common Stock (39)(40) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
0.4% (39)(41)(42)(43) | |||||
14. | Type of reporting person (see instructions)
OO |
(39) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(40) | Consists of 403,600 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust B. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby 2016 Trust B. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby 2016 Trust B, and David E. Dolby has sole voting power over the shares held of record by the Dagmar Dolby 2016 Trust B. |
(41) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Dagmar Dolby 2016 Trust B is 0.6%. The Dagmar Dolby 2016 Trust Bs percentage ownership of Class B Common Stock is 1.1%. |
(42) | Represents 0.9% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(43) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 10 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Dagmar Dolby 2018 Trust BB dated June 20, 2018 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
1,825,000 shares of Class B Common Stock (44)(45) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
1,825,000 shares of Class B Common Stock (44)(45) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
1.8% (44)(46)(47)(48) | |||||
14. | Type of reporting person (see instructions)
OO |
(44) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(45) | Consists of 1,825,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2018 Trust BB. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby 2018 Trust BB. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby 2018 Trust BB, and David E. Dolby has sole voting power over the shares held of record by the Dagmar Dolby 2018 Trust BB. |
(46) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Dagmar Dolby 2018 Trust BB is 2.7%. The Dagmar Dolby 2018 Trust BBs percentage ownership of Class B Common Stock is 5.0%. |
(47) | Represents 4.3% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(48) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 11 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Dagmar Dolby 2019 Trust BB dated July 22, 2019 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
3,700,000 shares of Class B Common Stock (49)(50) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
3,700,000 shares of Class B Common Stock (49)(50) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
3.7% (49)(51)(52)(53) | |||||
14. | Type of reporting person (see instructions)
OO |
(49) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(50) | Consists of 3,700,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2019 Trust BB. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby 2019 Trust BB. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby 2019 Trust BB, and David E. Dolby has sole voting power over the shares held of record by the Dagmar Dolby 2019 Trust BB. |
(51) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Dagmar Dolby 2019 Trust BB is 5.4%. The Dagmar Dolby 2019 Trust BBs percentage ownership of Class B Common Stock is 10.2%. |
(52) | Represents 8.7% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(53) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 12 of 16 Pages |
1. | Names of reporting persons
Dagmar Dolby, as Trustee of the Dagmar Dolby 2020 Trust BB dated March 17, 2020 | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
None | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
1,300,000 shares of Class B Common Stock (54)(55) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
1,300,000 shares of Class B Common Stock (54)(55) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
1.3% (54)(56)(57)(58) | |||||
14. | Type of reporting person (see instructions)
OO |
(54) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(55) | Consists of 1,300,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2020 Trust BB. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby 2020 Trust BB. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby 2020 Trust BB, and David E. Dolby has sole voting power over the shares held of record by the Dagmar Dolby 2020 Trust BB. |
(56) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by the Dagmar Dolby 2020 Trust BB is 2.0%. The Dagmar Dolby 2020 Trust BBs percentage ownership of Class B Common Stock is 3.6%. |
(57) | Represents 3.0% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(58) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 13 of 16 Pages |
1. | Names of reporting persons
Thomas E. Dolby | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
680,592 shares of Class B Common Stock (59)(60) | ||||
8. | Shared voting power
None | |||||
9. | Sole dispositive power
None | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
680,592 shares of Class B Common Stock (59)(60) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
0.7% (59)(61)(62)(63) | |||||
14. | Type of reporting person (see instructions)
IN |
(59) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(60) | Consists of (i) 160,592 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A, and (ii) 520,000 shares of Class B Common Stock held of record by Dolby Holdings II. Dagmar Dolby, Thomas E. Dolbys mother, is the Trustee of, and has sole dispositive power over the shares held of record by, the Ray Dolby 2002 Trust A. Thomas E. Dolby is the Special Trustee of, and has sole voting power over the shares held of record by, the Ray Dolby 2002 Trust A. Dagmar Dolby has sole dispositive power over the shares held of record by Dolby Holdings II as the Manager of Dolby Holdings II, and Thomas E. Dolby has sole voting power over 50% of the 1,040,000 shares of Class B Common Stock held of record by Dolby Holdings II as a Special Manager of Dolby Holdings II. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(61) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by Thomas E. Dolby is 1.0%. Thomas E. Dolbys percentage ownership of Class B Common Stock is 1.9%. |
(62) | Represents 1.6% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(63) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 14 of 16 Pages |
1. | Names of reporting persons
David E. Dolby | |||||
2. | Check the appropriate box if a member of a group (see instructions) (a) ☐ (b) ☐
| |||||
3. | SEC use only
| |||||
4. | Source of funds (see instructions)
Not applicable | |||||
5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ☐
| |||||
6. | Citizenship or place of organization
USA |
Number of shares beneficially owned by each reporting person with
|
7. | Sole voting power
73,978 shares of Class A Common Stock and 8,561,862 shares of Class B Common Stock (64)(66) | ||||
8. | Shared voting power
26,903,779 shares of Class B Common Stock (64)(66) | |||||
9. | Sole dispositive power
73,978 shares of Class A Common Stock (64)(67) | |||||
10. | Shared dispositive power
None |
11. |
Aggregate amount beneficially owned by each reporting person
73,978 shares of Class A Common Stock and 35,465,641 shares of Class B Common Stock (64)(65)(66) | |||||
12. | Check if the aggregate amount in Row (11) excludes certain shares (see instructions) ☐
| |||||
13. | Percent of class represented by amount in Row (11)
35.2% (64)(68)(69)(70) | |||||
14. | Type of reporting person (see instructions)
IN |
(64) | The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of Class A Common Stock, at no cost, at any time at the option of the holder, upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock, or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(65) | Consists of (i) 73,978 shares of Class A Common Stock held of record by David E. Dolby, (ii) 463,262 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B, (iii) 520,000 shares of Class B Common Stock held of record by Dolby Holdings II, (iv) 350,000 shares of Class B Common Stock held of record by Dolby Holdings III, (v) 403,600 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust B, (vi) 1,825,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2018 Trust BB, (vii) 3,700,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2019 Trust BB, and (viii) 1,300,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2020 Trust BB. Dagmar Dolby, David E. Dolbys mother, is the Trustee of, and has sole dispositive power over the shares held of record by, each of the Ray Dolby 2002 Trust B, the Dagmar Dolby 2016 Trust B, the Dagmar Dolby 2018 Trust BB, the Dagmar Dolby 2019 Trust BB and the Dagmar Dolby 2020 Trust BB. David E. Dolby is the Special Trustee of, and has sole voting power over the shares held of record by, each of the Ray Dolby 2002 Trust B, the Dagmar Dolby 2016 Trust B, the Dagmar Dolby 2018 Trust BB, the Dagmar Dolby 2019 Trust BB and the Dagmar Dolby 2020 Trust BB. Dagmar Dolby has sole dispositive power over the shares held of record by Dolby Holdings II and Dolby Holdings III as the Manager of each, and David E. Dolby has sole voting power over 50% of the 1,040,000 shares of Class B Common Stock held of record by Dolby Holdings II and all of the 350,000 shares of Class B Common Stock held of record by Dolby Holdings III, as Special Manager of each. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(66) | Consists of (i) 24,108,162 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust and (ii) 2,795,617 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust. David E. Dolby is the Special Trustee of each of the Marital Trust and the Dagmar Dolby Trust. Dagmar Dolby has sole dispositive power over the shares held of record by each of the Marital Trust and the Dagmar Dolby Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by each of the Marital Trust and the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(67) | Consists of 73,978 shares of Class A Common Stock held of record by David E. Dolby. |
(68) | Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by David E. Dolby is 35.5%. David E. Dolbys percentage ownership of Class B Common Stock is 97.9%. |
(69) | Represents 83.1% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock. |
(70) | Based on 64,744,160 shares of Class A Common Stock and 36,224,820 shares of Class B Common Stock outstanding on January 24, 2020. |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 15 of 16 Pages |
Explanatory Note:
This Amendment No. 49 to Schedule 13D (this Amendment) amends the Schedule 13D initially filed with the Commission on December 27, 2011 (as subsequently amended prior to the date hereof, the Statement). This Amendment is filed on behalf of (i) Dagmar Dolby, (ii) Thomas E. Dolby, (iii) David E. Dolby, (iv) Dagmar Dolby, as Trustee of the Marital Trust, (v) Dagmar Dolby, as Trustee of the Dagmar Dolby Trust, (vi) Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A, (vii) Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B, (viii) Dolby Holdings II, (ix) Dolby Holdings III, (x) Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust B, (xi) Dagmar Dolby, as Trustee of the Dagmar Dolby 2018 Trust BB, (xii) Dagmar Dolby, as Trustee of the Dagmar Dolby 2019 Trust BB and (xiii) Dagmar Dolby, as Trustee of the Dagmar Dolby 2020 Trust BB (collectively, the Reporting Persons), relating to the beneficial ownership of the Class A Common Stock, $0.001 par value per share (the Class A Common Stock), and the Class B Common Stock, $0.001 par value per share (the Class B Common Stock), of Dolby Laboratories, Inc., a Delaware corporation (the Company). Except as set forth herein, this Amendment does not supplement, restate or amend any of the information disclosed in the Statement. Capitalized terms used but not defined in this Amendment have the meanings ascribed to them in the Statement.
Item 4. Purpose of Transaction.
Item 4 of the Statement is amended by adding the following at the end thereof:
On various dates in October 2019, November 2019, December 2019 and February 2020, (i) the Dagmar Dolby Fund gifted an aggregate of 406,000 shares of Class A Common Stock to unaffiliated third-party charities, and (ii) the Dolby Family Fund gifted an aggregate of 201,500 shares of Class A Common Stock to unaffiliated third-party charities (all such share gifts, the October 2019-February 2020 Gifts).
On March 17, 2020, Dagmar Dolby established a new GRAT, the Dagmar Dolby 2020 Trust BB, and the Dagmar Dolby Trust contributed 1,300,000 shares of Class B Common Stock to such GRAT (such share contribution, the March 2020 GRAT Share Contribution). The March 2020 GRAT Share Contribution was effected solely for tax and estate planning purposes, and was a transfer for no value without the payment or receipt of any funds or other consideration by any Reporting Person in exchange therefor.
Item 5. Interest in Securities of the Issuer.
Subsection (c) of Item 5 of the Statement is amended by adding the following at the end thereof:
The information set forth in Item 4 regarding the October 2019-February 2020 Gifts and the March 2020 GRAT Share Contribution is incorporated herein by reference.
Item 7. Material to Be Filed as Exhibits.
Exhibit 1: | Joint Filing Agreement pursuant to Rule 13d-1(k)(1) (filed herewith). | |
Exhibit 2: | Power of Attorney Dagmar Dolby (incorporated by reference to Exhibit 2 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 3: | Power of Attorney Thomas E. Dolby (incorporated by reference to Exhibit 3 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 4: | Power of Attorney David E. Dolby (incorporated by reference to Exhibit 4 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 5: | Power of Attorney Marital Trust (incorporated by reference to Exhibit 6 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 6: | Power of Attorney Dagmar Dolby Trust (incorporated by reference to Exhibit 7 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
Exhibit 7: | Power of Attorney Ray Dolby 2002 Trust A (incorporated by reference to Exhibit 8 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 8: | Power of Attorney Ray Dolby 2002 Trust B (incorporated by reference to Exhibit 9 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 9: | Power of Attorney Dolby Holdings II (incorporated by reference to Exhibit 12 to the Schedule 13D/A filed with the Commission on March 10, 2014). | |
Exhibit 10: | Power of Attorney Dolby Holdings III (incorporated by reference to Exhibit 10 to the Schedule 13D/A filed with the Commission on March 29, 2018). | |
Exhibit 11: | Power of Attorney Dagmar Dolby 2016 Trust B (incorporated by reference to Exhibit 12 to the Schedule 13D/A filed with the Commission on February 28, 2018). | |
Exhibit 12: | Power of Attorney Dagmar Dolby 2018 Trust BB (incorporated by reference to Exhibit 12 to the Schedule 13D/A filed with the Commission on June 21, 2018). | |
Exhibit 13: |
Power of Attorney Dagmar Dolby 2019 Trust BB (incorporated by reference to Exhibit 12 to the Schedule 13D/A filed with the Commission on July 24, 2019). | |
Exhibit 14: |
Power of Attorney Dagmar Dolby 2020 Trust BB (filed herewith). |
Class A CUSIP Number: 25659T107 | ||
Class B CUSIP Number: Not Applicable | Page 16 of 16 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
Date: March 19, 2020.
DAGMAR DOLBY | MARITAL TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 | |||||||
By: | * | By: | * | |||||
Dagmar Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | ||||||||
THOMAS E. DOLBY | DAGMAR DOLBY TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 | |||||||
By: | * | By: | * | |||||
Thomas E. Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | ||||||||
DAVID E. DOLBY | RAY DOLBY 2002 TRUST A DATED APRIL 19, 2002 | |||||||
By: | * | By: | * | |||||
David E. Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | ||||||||
DAGMAR DOLBY 2016 TRUST B DATED MARCH 23, 2016 | RAY DOLBY 2002 TRUST B DATED APRIL 19, 2002 | |||||||
By: | * | By: | * | |||||
Name: Dagmar Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | Title: Trustee | |||||||
DAGMAR DOLBY 2018 TRUST BB DATED JUNE 20, 2018 | DOLBY HOLDINGS II LLC | |||||||
By: | * | By: | * | |||||
Name: Dagmar Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | Title: Manager | |||||||
DAGMAR DOLBY 2019 TRUST BB DATED JULY 22, 2019 | DOLBY HOLDINGS III LLC | |||||||
By: | * | By: | * | |||||
Name: Dagmar Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | Title: Manager |
*By: | /s/ Patrick McCabe | |||||||
Patrick McCabe, on behalf of Shartsis Friese LLP, as Attorney-in-Fact | ||||||||
DAGMAR DOLBY 2020 TRUST BB DATED MARCH 17, 2020 | ||||||||
By: | * | |||||||
Name: Dagmar Dolby | ||||||||
Title: Trustee |
Exhibit 1
JOINT FILING AGREEMENT
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him, her or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he, she or it knows or has reason to believe that such information is inaccurate.
Dated: March 17, 2020
DAGMAR DOLBY | MARITAL TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 | |||||||
By: | * | By: | * | |||||
Dagmar Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee |
THOMAS E. DOLBY | DAGMAR DOLBY TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 | |||||||
By: | * | By: | * | |||||
Thomas E. Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee |
DAVID E. DOLBY | RAY DOLBY 2002 TRUST A DATED APRIL 19, 2002 | |||||||
By: | * | By: | * | |||||
David E. Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee |
DAGMAR DOLBY 2017 TRUST BB DATED MAY 25, 2017 | RAY DOLBY 2002 TRUST B DATED APRIL 19, 2002 | |||||||
By: | * | By: | * | |||||
Name: Dagmar Dolby | Name: Dagmar Dolby | |||||||
Title: Trustee | Title: Trustee |
DAGMAR DOLBY 2018 TRUST BB DATED JUNE 20, 2018 | DOLBY HOLDINGS II LLC | |||||||
By: | * | By: | * | |||||
Name: Dagmar Dolby Title: Trustee |
Name: Dagmar Dolby Title: Manager |
DAGMAR DOLBY 2019 TRUST BB DATED JULY 22, 2019 | DOLBY HOLDINGS III LLC | |||||||
By: | * | By: | * | |||||
Name: Dagmar Dolby Title: Trustee |
Name: Dagmar Dolby Title: Manager |
DAGMAR DOLBY 2020 TRUST BB DATED MARCH 17, 2020 | ||||||||
By: | * | By: | /s/ Patrick McCabe | |||||
Name: Dagmar Dolby Title: Trustee |
Patrick McCabe, on behalf of Shartsis Friese LLP, as Attorney-in-Fact |
Exhibit 14
POWER OF ATTORNEY
Know all by these presents that the undersigned hereby constitutes and appoints each of Andy Sherman, Daniel Rodriguez, Morrison & Foerster LLP and Shartsis Friese LLP, signing singly, the undersigneds true and lawful attorney-in-fact to:
(1) | execute for and on behalf of the·-undersigned statements on Schedule 13D or Schedule 13G, and Forms ID, 3,4 and 5, in accordance with Section 13 or Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder; |
(2) | do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such statement on Schedule 13D or Schedule 13G, or Form ID, 3, 4 or 5, including any electronic filing thereof, complete and execute any amendment or amendments thereto, and timely file such form with the United States. Securities and Exchange Commission and any stock exchange or similar authority; and |
(3) | take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that· the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-facts discretion. |
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-facts substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in-serving in such capacity at the request of the undersigned, are not assuming ·any of the undersigneds responsibilities to comply with Section 13 or Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file statements on Schedule 13D or Schedule 13G, or Form ID, 3, 4 and 5, with respect to the undersigneds holdings of and transactions in securities issued by Dolby Laboratories, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of March 17, 2020.
Dagmar Dolby 2020 Trust BB, dated March 17, 2020 |
/s/ Dagmar Dolby |
By: Dagmar Dolby |
Title: Trustee |