0001209191-23-059260.txt : 20231219 0001209191-23-059260.hdr.sgml : 20231219 20231219193429 ACCESSION NUMBER: 0001209191-23-059260 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231215 FILED AS OF DATE: 20231219 DATE AS OF CHANGE: 20231219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Couling John D CENTRAL INDEX KEY: 0001894052 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32431 FILM NUMBER: 231498999 MAIL ADDRESS: STREET 1: C/O DOLBY LABORATORIES, INC. STREET 2: 1275 MARKET STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dolby Laboratories, Inc. CENTRAL INDEX KEY: 0001308547 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 900199783 STATE OF INCORPORATION: DE FISCAL YEAR END: 0927 BUSINESS ADDRESS: STREET 1: 1275 MARKET STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415 558 0200 MAIL ADDRESS: STREET 1: 1275 MARKET STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94103 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-12-15 0 0001308547 Dolby Laboratories, Inc. DLB 0001894052 Couling John D C/O DOLBY LABORATORIES, INC. 1275 MARKET STREET SAN FRANCISCO CA 94103 0 1 0 0 SVP, Entertainment 0 Class A Common Stock 2023-12-15 4 A 0 17303 0.00 A 113673 D Class A Common Stock 2023-12-15 4 M 0 5427 0.00 A 119100 D Class A Common Stock 2023-12-15 4 F 0 9093 88.60 D 110007 D Class A Common Stock 2023-12-18 4 F 0 1488 87.49 D 108519 D Performance-Based Restricted Stock Unit 2023-12-15 4 A 0 8651 0.00 A Class A Common Stock 8651 8651 D Employee Stock Option (Right to Buy) 87.49 2023-12-15 4 A 0 30327 0.00 A 2033-12-15 Class A Common Stock 30327 30327 D Performance-Based Restricted Stock Unit 2023-12-15 4 M 0 5427 0.00 D Class A Common Stock 5427 0 D Award represents a total of 17,303 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, 2023. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting. Shares held following the reported transactions include 60,939 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest. Each performance-based restricted stock unit (PSU) represented a contingent right to receive, upon vesting, one share of Issuer Class A common stock. 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. Shares held following the reported transactions include 48,029 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest. Shares held following the reported transactions include 45,029 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest. The vesting of this performance-based restricted stock unit ("PSU") award is dependent upon (i) achievement of performance criteria measured during a three-year performance period beginning on December 15, 2023 and ending December 10, 2026 and (ii) a service-based vesting component to be satisfied upon certification of the achievement of the performance criteria. 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 upon certification by the Company's Compensation Committee of the achievement of the performance criteria, following the end of the three-year performance period. This option was granted for a total of 30,327 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, 2023, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter. The vesting of the PSU award was dependent upon the achievement of performance criteria measured during a three-year performance period beginning on December 15, 2020 and ending December 12, 2023. The reporting person was eligible to earn from 0% to 200% of the target award amount (which was 6,750 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 80.41% of the target award amount resulting in the vesting of 5,427 PSUs. The remaining 1,323 PSUs were cancelled. The service-based vesting component of the PSU award was satisfied upon certification of the achievement of the performance criteria. /s/ Daniel Rodriguez, Attorney-in-Fact for John Couling 2023-12-19