Edward P. Lazarus - 15 Nov 2024 Form 4 Insider Report for Sonos Inc (SONO)

Role: Chief Legal & Strategy Officer
Signature: /s/ Rebecca Schuster by power of attorney
Issuer symbol: SONO
Transactions as of: 15 Nov 2024
Net transactions value: -$89,554
Form type: 4
Filing time: 19 Nov 2024, 17:53:37 UTC
Previous filing: 05 Nov 2024
Next filing: 19 Feb 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SONO	Common Stock	Options Exercise		+12,934	+3.9%		345,363	15 Nov 2024	Direct	F1, F2
transaction	SONO	Common Stock	Tax liability	$89,554	-6,513	-1.9%	$13.75	338,850	15 Nov 2024	Direct	F3

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	SONO	Restricted Stock Units	Options Exercise	$0	-1,752	-1.6%	$0.000000	109,734	15 Nov 2024	Common Stock	1,752		Direct	F1, F2, F4
transaction	SONO	Restricted Stock Units	Options Exercise	$0	-2,223	-2%	$0.000000	107,511	15 Nov 2024	Common Stock	2,223		Direct	F1, F2, F5
transaction	SONO	Restricted Stock Units	Options Exercise	$0	-8,959	-8.3%	$0.000000	98,552	15 Nov 2024	Common Stock	8,959		Direct	F1, F2, F6
transaction	SONO	Restricted Stock Units	Award	$0	+122,823	+125%	$0.000000	221,375	15 Nov 2024	Common Stock	122,823		Direct	F2, F7
transaction	SONO	Restricted Stock Units	Award	$0	+151,167	+68%	$0.000000	372,542	15 Nov 2024	Common Stock	151,167		Direct	F2, F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
F2	Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon vesting and settlement for no consideration.
F3	Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs.
F4	These RSUs will vest on the following schedule: 6.25% of the shares subject to the RSU will vest quarterly in year 1 following the vesting commencement date of November 15, 2021; 12.5% of the shares subject to the RSU will vest quarterly in year 2; and 6.25% of the shares subject to the RSU will vest quarterly in year 3, in each case subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.
F5	1/16 of the shares subject to the RSUs vest in equal installments on each quarterly anniversary date following the applicable vesting commencement date of until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.
F6	These RSUs will vest based on the following schedule: (i) 1/12 of the shares subject to the RSUs vested on November 15, 2024 and (ii) the remaining RSUs vest quarterly over the next eleven quarters in equal quarterly installments, until such time as the RSUs are 100% vested, in each case subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.
F7	1/12 of the shares subject to the RSUs vest in equal installments on each quarterly anniversary date following the vesting commencement date of November 15, 2024, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.
F8	These RSUs will vest over a two year period as follows: 1) 15% of the shares subject to the RSUs will vest quarterly in year 1 following the vesting commencement date of November 15, 2024 and 2) 10% of the shares subject to the RSUs will vest quarterly in year 2, in each case subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.