Dolby Laboratories, Inc. — Director's Dealing 2025

Dec 18, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Dolby Laboratories, Inc. (DLB)
CIK: 0001308547
Period of Report: 2025-12-15

Reporting Person: SHERMAN MARK ANDREW (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-12-15	Class A Common Stock	A	25633	—	Acquired	88030	Direct
2025-12-15	Class A Common Stock	M	5915	—	Acquired	93945	Direct
2025-12-15	Class A Common Stock	F	9252	$67.54	Disposed	84693	Direct
2025-12-16	Class A Common Stock	F	2530	$66.62	Disposed	82163	Direct
2025-12-16	Class A Common Stock	S	6738	$66.5758	Disposed	75425	Direct
2025-12-16	Class A Common Stock	S	2371	$67.1705	Disposed	73054	Direct
2025-12-17	Class A Common Stock	S	2491	$67.2637	Disposed	70563	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-12-15	Performance-Based Restricted Stock Unit	$	A	12816	Acquired		Class A Common Stock (12816)	Direct
2025-12-15	Employee Stock Option (Right to Buy)	$66.62	A	56440	Acquired	2035-12-15	Class A Common Stock (56440)	Direct
2025-12-15	Performance-Based Restricted Stock Unit	$	M	5915	Disposed		Class A Common Stock (5915)	Direct

Footnotes

F1: Award represents a total of 25,633 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, 2025. Each unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon vesting.

F2: Shares held following the reported transactions include 71,103 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.

F3: Each performance-based restricted stock unit (PSU) represented a contingent right to receive, upon vesting, one share of Issuer Class A common stock.

F4: 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.

F5: Shares held following the reported transactions include 58,657 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.

F6: Shares held following the reported transactions include 53,636 shares of Class A common stock underlying restricted stock units, which are subject to forfeiture until they vest.

F7: The shares were sold in multiple transactions at prices ranging from $65.98 to $66.97, inclusive. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. The shares were sold pursuant to a 10b5-1 trading plan adopted on February 28, 2025.

F8: The shares were sold in multiple transactions at prices ranging from $67.00 to $67.38, inclusive. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. The shares were sold pursuant to a 10b5-1 trading plan adopted on February 28, 2025.

F9: The shares were sold in multiple transactions at prices ranging from $66.52 to $67.51, inclusive. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected. The shares were sold pursuant to a 10b5-1 trading plan adopted on February 28, 2025.

F10: Each performance-based restricted stock unit ("PSU") represents a right to receive, upon vesting, one share of Class A common stock. The vesting of this PSU award is dependent upon (i) achievement of performance criteria measured during a three-year performance period beginning on December 15, 2025 and ending December 12, 2028 and (ii) satisfaction of a service-based vesting component. 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 the later of three years from the date of grant and certification by the Company's Compensation Committee of the achievement of the performance criteria, following the end of the three-year performance period.

F11: This option was granted for a total of 56,440 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, 2025, the vesting commencement date, and the balance of the shares vest in equal monthly installments over the next 36 months thereafter.

F12: 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, 2022 and ending December 10, 2025. The reporting person was eligible to earn from 0% to 200% of the target award amount (which was 9,149 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 64.65% of the target award amount resulting in the vesting of 5,915 PSUs. The remaining 3,234 PSUs were cancelled. The service-based vesting component of the PSU award was satisfied upon certification of the achievement of the performance criteria.