SEC Form 4 · accession 0001209191-17-035814
Dolby Laboratories, Inc. · DLB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Dagmar Dolby
10% Owner
Period of report
May 25, 2017
Accepted (ET)
May 26, 2017 · 4:19 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001308547
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF3,F1 | — | May 25, 2017 | G | 1,937,600 | D | — | — | Class A Common Stock | 1,937,600 | 2,712,400 | I |
| Class B Common StockF4,F1 | — | May 25, 2017 | G | 1,937,600 | A | — | — | Class A Common Stock | 1,937,600 | 14,073,794 | I |
| Class B Common StockF4,F1 | — | May 25, 2017 | G | 1,937,600 | D | — | — | Class A Common Stock | 1,937,600 | 12,136,194 | I |
| Class B Common StockF6,F1 | — | May 25, 2017 | G | 1,937,600 | A | — | — | Class A Common Stock | 1,937,600 | 1,937,600 | I |
| Class B Common StockF8,F1 | — | May 25, 2017 | G | 390,000 | D | — | — | Class A Common Stock | 390,000 | 24,932,162 | I |
| Class B Common StockF4,F1 | — | May 25, 2017 | G | 390,000 | A | — | — | Class A Common Stock | 390,000 | 12,526,194 | I |
| Class B Common StockF9,F1 | — | holding | — | — | — | — | — | Class A Common Stock | — | 160,592 | I |
| Class B Common StockF10,F1 | — | holding | — | — | — | — | — | Class A Common Stock | — | 663,262 | I |
| Class B Common StockF11,F1 | — | holding | — | — | — | — | — | Class A Common Stock | — | 1,040,000 | I |
Explanation of responses
- F1Shares of Class B Common Stock are convertible, at no cost, at any time at the option of the holder into shares of Class A Common Stock on a 1-for-1 basis.
- F10Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dagmar Dolby as the Trustee of the Ray Dolby 2002 Trust B, dated April 19, 2002 (the "Ray Dolby 2002 Trust B"), voting power of which is held by David E. Dolby as Special Trustee of the Ray Dolby 2002 Trust B. This report is filed by Dagmar Dolby with respect to the securities held by the Ray Dolby 2002 Trust B. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
- F11Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dolby Holdings II LLC, a limited liability company (the "Family LLC"), investment power of which is held by Dagmar Dolby, manager of the Family LLC, and voting power of which is held by (i) Thomas E. Dolby, a special manager of the Family LLC, with respect to 50% of such shares, and (ii) David E. Dolby, a special manager of the Family LLC, with respect to 50% of such shares. This report is filed by Dagmar Dolby with respect to the securities held by the Family LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
- F2On May 25, 2017, the Dagmar Dolby 2016 Trust BB transferred 1,937,600 shares of Class B Common Stock to the Dagmar Dolby Trust (each such trust as defined below). The Dagmar Dolby 2016 Trust BB is a grantor retained annuity trust ("GRAT") whose trust instrument requires an annual annuity payment to the Dagmar Dolby Trust, and such share transfer was made in satisfaction of this annuity payment requirement and pursuant to the terms of the trust instrument of the Dagmar Dolby 2016 Trust BB. No reporting person paid or received any funds or other consideration in exchange for such share transfer. Applicable rules consider such a share transfer to be exempt from the reporting requirements of Section 16(a) and the provisions of Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and as a result the reporting persons are voluntarily reporting such share transfer on this Form 4.
- F3Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dagmar Dolby as the Trustee of the Dagmar Dolby 2016 Trust BB, dated March 23, 2016 (the "Dagmar Dolby 2016 Trust BB"), voting power of which is held by David E. Dolby, son of Dagmar Dolby, as Special Trustee of the Dagmar Dolby 2016 Trust BB. This report is filed jointly by Dagmar Dolby and the Dagmar Dolby 2016 Trust BB with respect to the securities held and transactions effected by the Dagmar Dolby 2016 Trust BB; however, as a result of and following the transaction described in footnote 2, the Dagmar Dolby 2016 Trust BB is no longer a reporting person under Section 16(a) of the Exchange Act. The reporting persons disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interest therein.
- F4Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dagmar Dolby as the Trustee of the Dagmar Dolby Trust under the Dolby Family Trust instrument, dated May 7, 1999 (the "Dagmar Dolby Trust"), voting power of which is shared by the Trustee and David E. Dolby as Special Trustee of the Dagmar Dolby Trust. This report is filed jointly by Dagmar Dolby and the Dagmar Dolby Trust with respect to the securities held and transactions effected by the Dagmar Dolby Trust. The reporting persons disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interest therein.
- F5On May 25, 2017, the Dagmar Dolby Trust contributed 1,937,600 shares of Class B Common Stock to a newly formed GRAT, the Dagmar Dolby 2017 Trust BB (as defined below). The establishment of such GRAT and such share contribution were effected solely for tax and estate planning purposes and for no value, and no reporting person paid or received any funds or other consideration in exchange for such transactions. Applicable rules consider such transactions to be exempt from the reporting requirements of Section 16(a) and the provisions of Section 16(b) of the Exchange Act, and as a result the reporting persons are voluntarily reporting such transactions on this Form 4.
- F6Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dagmar Dolby as the Trustee of the Dagmar Dolby 2017 Trust BB, dated May 25, 2017 (the "Dagmar Dolby 2017 Trust BB"), voting power of which is held by David E. Dolby as Special Trustee of the Dagmar Dolby 2017 Trust BB. This report is filed by Dagmar Dolby with respect to the securities held and transactions effected by the Dagmar Dolby 2017 Trust BB. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
- F7On May 25, 2017, the Marital Trust (as defined below) transferred 390,000 shares of Class B Common Stock to the Dagmar Dolby Trust. Such share transfer was effected solely for tax and estate planning purposes and for no value, and no reporting person paid or received any funds or other consideration in exchange for such share transfer.
- F8Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dagmar Dolby as the Trustee of the Marital Trust under the Dolby Family Trust instrument, dated May 7, 1999 (the "Marital Trust"), voting power of which is shared by the Trustee and David E. Dolby as Special Trustee of the Marital Trust. This report is filed jointly by Dagmar Dolby and the Marital Trust with respect to the securities held and transactions effected by the Marital Trust. The reporting persons disclaim beneficial ownership of these securities except to the extent of their respective pecuniary interest therein.
- F9Reflects shares of Class B Common Stock (convertible into a like number of shares of Class A Common Stock) held of record by Dagmar Dolby as the Trustee of the Ray Dolby 2002 Trust A, dated April 19, 2002 (the "Ray Dolby 2002 Trust A"), voting power of which is held by Thomas E. Dolby, son of Dagmar Dolby, as Special Trustee of the Ray Dolby 2002 Trust A. This report is filed by Dagmar Dolby with respect to the securities held by the Ray Dolby 2002 Trust A. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.