Todd Pendleton - Dec 15, 2021 Form 4 Insider Report for Dolby Laboratories, Inc. (DLB)

Role: SVP, Chief Marketing Officer
Signature: /s/ Daniel Rodriguez, Attorney-in-Fact for Todd Pendleton
Stock symbol: DLB
Transactions as of: Dec 15, 2021
Transactions value $: -$248,733
Form type: 4
Date filed: 12/16/2021, 08:24 PM
Previous filing: Aug 31, 2021
Next filing: Dec 20, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DLB	Class A Common Stock	Tax liability	-$143K	-1.58K	-5.52%	$90.55	27K	Dec 15, 2021	Direct	F1, F2
transaction	DLB	Class A Common Stock	Award	$0	+13.1K	+48.34%	$0.00	40.1K	Dec 15, 2021	Direct	F3, F4
transaction	DLB	Class A Common Stock	Tax liability	-$106K	-1.15K	-2.88%	$91.80	38.9K	Dec 16, 2021	Direct	F5

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	DLB	Performance-Based Restricted Stock Unit	Award	$0	+6.53K		$0.00	6.53K	Dec 15, 2021	Class A Common Stock	6.53K		Direct	F6
transaction	DLB	Employee Stock Option (Right to Buy)	Award	$0	+27K		$0.00	27K	Dec 15, 2021	Class A Common Stock	27K	$91.80	Direct	F7

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

Explanation of Responses:

Id	Content
F1	In accordance with Rule 16b-3, shares reported as disposed of were withheld by the Issuer and not issued to the reporting person in order to cover withholding taxes incidental to the vesting of restricted stock units.
F2	Shares held following the reported transactions include 25,399 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.
F3	Award represents a total of 13,054 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, 2021. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting.
F4	Shares held following the reported transactions include 38,453 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.
F5	Shares held following the reported transactions include 36,128 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.
F6	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, 2021 and ending December 11, 2024. 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.
F7	This option was granted for a total of 27,020 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, 2021, the vesting commencement date, and the balance of the shares in equal monthly installments over the next 36 months thereafter.