UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 13)*
DOLBY
LABORATORIES, INC.
(Name of Issuer)
CLASS A COMMON STOCK
CLASS B COMMON STOCK
(Title of Class of Securities)
CLASS A COMMON STOCK: 25659T107
CLASS B COMMON STOCK: Not Applicable
(CUSIP Number)
Dolby
Laboratories, Inc.
100 Potrero Avenue
San Francisco, CA 94103-4813
Phone: (415) 558-0200
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
February 25, 2015
(Date of Event Which Requires Filing of This Statement)
If the filing
person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ¨
* |
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page
shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
(Continued on following pages)
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 2 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby |
2. |
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Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
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SEC use only
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4. |
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Source of funds (see instructions)
Not applicable |
5. |
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Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
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7. |
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Sole voting power
1,308,250 shares of Class A Common Stock (1)(2) |
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8. |
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Shared voting power
36,194,690 shares of Class B Common Stock (1)(3) |
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9. |
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Sole dispositive power
52,259,325 (1)(4) |
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10. |
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Shared dispositive power
None |
11. |
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Aggregate amount beneficially owned by each reporting person
52,259,325 (1)(4) |
12. |
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Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
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Percent of class represented by amount
in Row (11) 50.9% (1)(5)(6)(7) |
14. |
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Type of reporting person (see
instructions) IN |
(1) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share of
Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten votes per
share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(2) |
Consists of (i) 100 shares of Class A Common Stock held of record by Dagmar Dolby, as Trustee of the Dolby Family Administrative Trust under the Dolby Family Trust instrument dated May 7, 1999 (the Dolby
Administrative Trust) and (ii) 1,308,150 shares of Class A Common Stock held of record by the Ray and Dagmar Dolby Family Fund (the Dolby Family Fund). Dagmar Dolby is the Trustee of, and has sole dispositive and voting
power over the shares held of record by, the Dolby Administrative Trust. Dagmar Dolby is the President and sole director of, and has sole dispositive and voting power over the shares held of record by, the Dolby Family Fund. The reporting person
disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(3) |
Consists of (i) 2,298,300 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby Trust under the Dolby Family Trust Instrument dated May 7, 1999 (the Ray Dolby
Trust), (ii) 23,674,496 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust under the Dolby Family Trust Instrument dated May 7, 1999 (the Marital Trust), and (iii) 10,221,894
shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust under the Dolby Family Trust Instrument dated May 7, 1999 (the Dagmar Dolby Trust). David E. Dolby, Dagmar Dolbys son, is
the Special Trustee of each of the Ray Dolby Trust, the Marital Trust and the Dagmar Dolby Trust. Dagmar Dolby has sole dispositive power over the shares held of record by each of the Ray Dolby Trust, the Marital Trust and the Dagmar Dolby Trust,
and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by each of the Ray Dolby Trust, the Marital Trust and the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the
Special Trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(4) |
Consists of (i) 100 shares of Class A Common Stock held of record by Dagmar Dolby, as Trustee of the Dolby Administrative Trust, (ii) 1,308,150 shares of Class A Common Stock held of record by the Dolby Family Fund,
(iii) 2,298,300 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby Trust, (iv) 23,674,496 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust, (v) 10,221,894 shares
of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust, (vi) 924,436 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A dated April 19, 2002 (the Ray
Dolby 2002 Trust A), (vii) 1,325,283 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B dated April 19, 2002 (the Ray Dolby 2002 Trust B), (viii) 3,003,495 shares of
Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust A dated December 14, 2011 (the Ray Dolby 2011 Trust A), (ix) 3,003,171 shares of Class B Common Stock held of record by Dagmar Dolby, as
Trustee of the Ray Dolby 2011 Trust B dated December 14, 2011 (the Ray Dolby 2011 Trust B), (x) 2,500,000 shares of Class B Common Stock held of record by Dolby Holdings II LLC (the Family LLC), (xi) 2,000,000
shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust AA, dated March 5, 2014 (the Dagmar Dolby 2014 Trust AA), and (xii) 2,000,000 shares of Class B Common Stock held of record
by Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust BB, dated March 5, 2014 (the Dagmar Dolby 2014 Trust BB). Dagmar Dolby is the Trustee of, and has sole dispositive power over the shares held of record by, each of the
Dolby Administrative Trust, the Ray Dolby Trust, the Marital Trust, the Dagmar Dolby Trust, the Ray Dolby 2002 Trust A, the Ray Dolby 2002 Trust B, the Ray Dolby 2011 Trust A, the Ray Dolby 2011 Trust B, the Dagmar Dolby 2014 Trust AA and the Dagmar
Dolby 2014 Trust BB. Dagmar Dolby, as the President and sole director of the Dolby Family Fund, has sole dispositive and voting power over the shares held of record by the Dolby Family Fund. Dagmar Dolby, as the Trustee of the Dolby Administrative
Trust, has sole power to direct the voting of the shares held of record by the Dolby Administrative Trust. Dagmar Dolby and David E. Dolby, Dagmar Dolbys son and Special Trustee of the Ray Dolby Trust, the Marital Trust, and the Dagmar Dolby
Trust, have shared voting power over the shares held of record by each of the Ray Dolby Trust, the Marital Trust, and the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. Thomas E. Dolby,
Dagmar Dolbys son, is the Special Trustee of, and has sole power to direct the voting of the shares held of record by, each of the Ray Dolby 2002 Trust A, the Ray Dolby 2011 Trust A and the Dagmar Dolby 2014 Trust AA. David E. Dolby is the
Special Trustee of, and has sole power to direct the voting of the shares held of record by, each of the Ray Dolby 2002 Trust B, the Ray Dolby 2011 Trust B and the Dagmar Dolby 2014 Trust BB. Dagmar Dolby has sole dispositive power over the shares
held of record by the Family LLC as the Manager of the Family LLC. Each of Thomas E. Dolby and David E. Dolby has sole power to direct the voting of 50% of the shares held of record by the Family LLC, as Special Managers of the Family LLC. The
reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
(5) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(6) |
The shares represented in Row 11 represent 90.8% of the total voting power of the Class A Common Stock and Class B Common Stock and the shares over which Dagmar Dolby has sole or shared voting power represent 64.6% of
the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is entitled to ten votes. |
(7) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 3 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Ray Dolby Trust under the Dolby
Family Trust Instrument dated May 7, 1999 |
2. |
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Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
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SEC use only
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4. |
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Source of funds (see instructions)
Not applicable |
5. |
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Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
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7. |
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Sole voting power
None |
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8. |
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Shared voting power
2,298,300 shares of Class B Common Stock (8)(9) |
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9. |
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Sole dispositive power
2,298,300 shares of Class B Common Stock (8)(9) |
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10. |
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Shared dispositive power
None |
11. |
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Aggregate amount beneficially owned by each reporting person
2,298,300 shares of Class B Common Stock (8)(9) |
12. |
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Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
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Percent of class represented by amount
in Row (11) 2.2% (8)(10)(11)(12) |
14. |
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Type of reporting person (see
instructions) OO |
(8) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(9) |
Consists of 2,298,300 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby Trust. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby Trust. Dagmar
Dolby has sole dispositive power over the shares held of record by the Ray Dolby Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by the Ray Dolby Trust, with voting decisions requiring the unanimous
vote of the Trustee and the Special Trustee. |
(10) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(11) |
Represents 4.1% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(12) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 4 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Marital Trust under the Dolby
Family Trust Instrument dated May 7, 1999 |
2. |
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Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
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SEC use only
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4. |
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Source of funds (see instructions)
Not applicable |
5. |
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Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
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7. |
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Sole voting power
None |
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8. |
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Shared voting power
23,674,496 shares of Class B Common Stock (13)(14) |
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9. |
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Sole dispositive power
23,674,496 shares of Class B Common Stock (13)(14) |
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10. |
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Shared dispositive power
None |
11. |
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Aggregate amount beneficially owned by each reporting person
23,674,496 shares of Class B Common Stock (13)(14) |
12. |
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Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
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Percent of class represented by amount
in Row (11) 23.1% (13)(15)(16)(17) |
14. |
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Type of reporting person (see
instructions) OO |
(13) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(14) |
Consists of 23,674,496 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Marital Trust. Dagmar Dolby
has sole dispositive power over the shares held of record by the Marital Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by the Marital Trust, with voting decisions requiring the unanimous vote of
the Trustee and the Special Trustee. |
(15) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(16) |
Represents 42.1% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(17) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 5 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Dagmar Dolby Trust under the Dolby
Family Trust Instrument dated May 7, 1999 |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
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SEC use only
|
4. |
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Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
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Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
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7. |
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Sole voting power
None |
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8. |
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Shared voting power
10,221,894 shares of Class B Common Stock (18)(19) |
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9. |
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Sole dispositive power
10,221,894 shares of Class B Common Stock (18)(19) |
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10. |
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Shared dispositive power
None |
11. |
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Aggregate amount beneficially owned by each reporting person
10,221,894 shares of Class B Common Stock (18)(19) |
12. |
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Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
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Percent of class represented by amount
in Row (11) 10.0% (18)(20)(21)(22) |
14. |
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Type of reporting person (see
instructions) OO |
(18) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(19) |
Consists of 10,221,894 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby Trust.
Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares held of record by the Dagmar Dolby Trust, with voting decisions requiring
the unanimous vote of the Trustee and the Special Trustee. |
(20) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(21) |
Represents 18.2% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(22) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 6 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A dated
April 19, 2002 |
2. |
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Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
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SEC use only
|
4. |
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Source of funds (see instructions)
Not applicable |
5. |
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Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
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7. |
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Sole voting power
None |
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8. |
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Shared voting power
None |
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9. |
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Sole dispositive power
924,436 shares of Class B Common Stock (23)(24) |
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10. |
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Shared dispositive power
None |
11. |
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Aggregate amount beneficially owned by each reporting person
924,436 shares of Class B Common Stock (23)(24) |
12. |
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Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
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Percent of class represented by amount
in Row (11) 0.9% (23)(25)(26)(27) |
14. |
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Type of reporting person (see
instructions) OO |
(23) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(24) |
Consists of 924,436 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A. Thomas E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby 2002 Trust
A. Dagmar Dolby has sole dispositive power over the shares held of record by the Ray Dolby 2002 Trust A, and Thomas E. Dolby has sole power to direct the voting of the shares held of record by the Ray Dolby 2002 Trust A. |
(25) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(26) |
Represents 1.6% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(27) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 7 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B dated
April 19, 2002 |
2. |
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Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
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SEC use only
|
4. |
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Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
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Sole voting power
None |
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8. |
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Shared voting power
None |
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9. |
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Sole dispositive power
1,325,283 shares of Class B Common Stock (28)(29) |
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10. |
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Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
1,325,283 shares of Class B Common Stock (28)(29) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 1.3% (28)(30)(31)(32) |
14. |
|
Type of reporting person (see
instructions) OO |
(28) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(29) |
Consists of 1,325,283 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby 2002 Trust
B. Dagmar Dolby has sole dispositive power over the shares held of record by the Ray Dolby 2002 Trust B, and David E. Dolby has sole power to direct the voting of the shares held of record by the Ray Dolby 2002 Trust B. |
(30) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(31) |
Represents 2.4% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(32) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 8 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust A dated
December 14, 2011 |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
None |
|
8. |
|
Shared voting power
None |
|
9. |
|
Sole dispositive power
3,003,495 shares of Class B Common Stock (33)(34) |
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10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
3,003,495 shares of Class B Common Stock (33)(34) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 2.9% (33)(35)(36)(37) |
14. |
|
Type of reporting person (see
instructions) OO |
(33) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(34) |
Consists of 3,003,495 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust A. Thomas E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby 2011 Trust
A. Dagmar Dolby has sole dispositive power over the shares held of record by the Ray Dolby 2011 Trust A, and Thomas E. Dolby has sole power to direct the voting of the shares held of record by the Ray Dolby 2011 Trust A. |
(35) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(36) |
Represents 5.3% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(37) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
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Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
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Page 9 of 19 Pages |
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1. |
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Names of
reporting persons Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust B dated
December 14, 2011 |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
None |
|
8. |
|
Shared voting power
None |
|
9. |
|
Sole dispositive power
3,003,171 shares of Class B Common Stock (38)(39) |
|
10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
3,003,171 shares of Class B Common Stock (38)(39) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 2.9% (38)(40)(41)(42) |
14. |
|
Type of reporting person (see
instructions) OO |
(38) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(39) |
Consists of 3,003,171 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust B. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Ray Dolby 2011 Trust
B. Dagmar Dolby has sole dispositive power over the shares held of record by the Ray Dolby 2011 Trust B, and David E. Dolby has sole power to direct the voting of the shares held of record by the Ray Dolby 2011 Trust B. |
(40) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(41) |
Represents 5.3% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(42) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 10 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons Dolby Holdings II LLC |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization Delaware |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
None |
|
8. |
|
Shared voting power
2,500,000 shares of Class B Common Stock (43)(44) |
|
9. |
|
Sole dispositive power
None |
|
10. |
|
Shared dispositive power
2,500,000 shares of Class B Common Stock (43)(44) |
11. |
|
Aggregate amount beneficially owned by each reporting person
2,500,000 shares of Class B Common Stock (43)(44) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 2.4% (43)(45)(46)(47) |
14. |
|
Type of reporting person (see
instructions) OO |
(43) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(44) |
Consists of 2,500,000 shares of Class B Common Stock held of record by the Family LLC. Dagmar Dolby has sole dispositive power over the shares held of record by the Family LLC as the Manager of the Family LLC. Each of
Thomas E. Dolby and David E. Dolby has sole power to direct the voting of 50% of the 2,500,000 shares of Class B Common Stock held of record by the Family LLC, as Special Managers of the Family LLC. |
(45) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(46) |
Represents 4.4% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(47) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 11 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust AA dated
March 5, 2014 |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
None |
|
8. |
|
Shared voting power
None |
|
9. |
|
Sole dispositive power
2,000,000 shares of Class B Common Stock (48)(49) |
|
10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
2,000,000 shares of Class B Common Stock (48)(49) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 1.9% (48)(50)(51)(52) |
14. |
|
Type of reporting person (see
instructions) OO |
(48) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(49) |
Consists of 2,000,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust AA. Thomas E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby
2014 Trust AA. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby 2014 Trust AA, and Thomas E. Dolby has sole power to direct the voting of the shares held of record by the Dagmar Dolby 2014 Trust AA.
|
(50) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(51) |
Represents 3.6% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(52) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 12 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust BB dated
March 5, 2014 |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
None |
|
8. |
|
Shared voting power
None |
|
9. |
|
Sole dispositive power
2,000,000 shares of Class B Common Stock (53)(54) |
|
10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
2,000,000 shares of Class B Common Stock (53)(54) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 1.9% (53)(55)(56)(57) |
14. |
|
Type of reporting person (see
instructions) OO |
(53) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(54) |
Consists of 2,000,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust BB. David E. Dolby, Dagmar Dolbys son, is the Special Trustee of the Dagmar Dolby 2014
Trust BB. Dagmar Dolby has sole dispositive power over the shares held of record by the Dagmar Dolby 2014 Trust BB, and David E. Dolby has sole power to direct the voting of the shares held of record by the Dagmar Dolby 2014 Trust BB.
|
(55) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(56) |
Represents 3.6% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(57) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 13 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons Dagmar Dolby, as Trustee of the Dolby Family Administrative Trust
under the Dolby Family Trust instrument dated May 7, 1999 |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
100 shares of Class A Common Stock (58)(59) |
|
8. |
|
Shared voting power
None |
|
9. |
|
Sole dispositive power
100 shares of Class A Common Stock (58)(59) |
|
10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
100 shares of Class A Common Stock (58)(59) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 0.0% (58)(60)(61)(62) |
14. |
|
Type of reporting person (see
instructions) OO |
(58) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(59) |
Consists of 100 shares of Class A Common Stock held of record by Dagmar Dolby, as Trustee of the Dolby Administrative Trust. Dagmar Dolby is the Trustee of, and has sole dispositive and voting power over the shares held
of record by, the Dolby Administrative Trust. |
(60) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(61) |
Represents 0.0% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(62) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 14 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons Ray and Dagmar Dolby Family Fund |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization California |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
None |
|
8. |
|
Shared voting power
1,308,150 shares of Class A Common Stock (63)(64) |
|
9. |
|
Sole dispositive power
None |
|
10. |
|
Shared dispositive power
1,308,150 shares of Class A Common Stock (63)(64) |
11. |
|
Aggregate amount beneficially owned by each reporting person
1,308,150 shares of Class A Common Stock (63)(64) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 1.3% (63)(65)(66)(67) |
14. |
|
Type of reporting person (see
instructions) CO |
(63) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(64) |
Consists of 1,308,150 shares of Class A Common Stock held of record by the Dolby Family Fund. Dagmar Dolby, as the President and sole director of the Dolby Family Fund, has sole dispositive and voting power over the
shares held of record by the Dolby Family Fund. |
(65) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(66) |
Represents 0.2% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(67) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 15 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons Thomas E. Dolby |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
7,177,931 shares of Class B Common Stock (68)(69) |
|
8. |
|
Shared voting power
None |
|
9. |
|
Sole dispositive power
None |
|
10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
7,177,931 shares of Class B Common Stock (68)(69) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 7.0% (68)(70)(71)(72) |
14. |
|
Type of reporting person (see
instructions) IN |
(68) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(69) |
Consists of (i) 924,436 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A, (ii) 3,003,495 shares of Class B Common Stock held of record by Dagmar Dolby, as
Trustee of the Ray Dolby 2011 Trust A, (iii) 1,250,000 shares of Class B Common Stock held of record by the Family LLC, and (iv) 2,000,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2014
Trust AA. Dagmar Dolby, Thomas E. Dolbys mother, is the Trustee of, and has sole dispositive power over the shares held of record by, each of the Ray Dolby 2002 Trust A, the Ray Dolby 2011 Trust A and the Dagmar Dolby 2014 Trust AA. Thomas E.
Dolby is the Special Trustee of, and has sole power to direct the voting of the shares held of record by, each of the Ray Dolby 2002 Trust A, the Ray Dolby 2011 Trust A and the Dagmar Dolby 2014 Trust AA. Dagmar Dolby has sole dispositive power over
the shares held of record by the Family LLC as the Manager of the Family LLC. Thomas E. Dolby has sole power to direct the voting of 50% of the 2,500,000 shares of Class B Common Stock held of record by the Family LLC, as a Special Manager of the
Family LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(70) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(71) |
Represents 12.8% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(72) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
|
|
|
Class A CUSIP Number: 25659T107 Class B CUSIP
Number: Not Applicable |
|
Page 16 of 19 Pages |
|
|
|
|
|
|
|
1. |
|
Names of
reporting persons David E. Dolby |
2. |
|
Check the appropriate box if a member
of a group (see instructions)
(a) ¨ (b) ¨ |
3. |
|
SEC use only
|
4. |
|
Source of funds (see instructions)
Not applicable |
5. |
|
Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ¨ |
6. |
|
Citizenship or place of
organization USA |
Number of
shares beneficially
owned by each
reporting person
with |
|
7. |
|
Sole voting power
7,620,322 (73)(74) |
|
8. |
|
Shared voting power
36,194,690 shares of Class B Common Stock (73)(75) |
|
9. |
|
Sole dispositive power
41,868 shares of Class A Common Stock (73)(76) |
|
10. |
|
Shared dispositive power
None |
11. |
|
Aggregate amount beneficially owned by each reporting person
43,815,012 (73)(74)(75) |
12. |
|
Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ¨ |
13. |
|
Percent of class represented by amount
in Row (11) 42.7% (73)(77)(78)(79) |
14. |
|
Type of reporting person (see
instructions) IN |
(73) |
The rights of the holders of Class A Common Stock and Class B Common Stock are identical, except with respect to conversion rights and voting rights. Each share of Class B Common Stock is convertible into one share
of Class A Common Stock at any time at the option of the holder; upon the affirmative vote of the holders of a majority of the shares of Class B Common Stock; or upon certain transfers. Each share of Class B Common Stock is entitled to ten
votes per share, whereas each share of Class A Common Stock is entitled to one vote per share. |
(74) |
Consists of (i) 38,356 shares of Class A Common Stock held of record by David E. Dolby, (ii) stock options held of record by David E. Dolby to purchase up to 3,512 shares of Class A Common Stock that
are exercisable within 60 days after February 25, 2015, (iii) 1,325,283 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B, (iv) 3,003,171 shares of Class B Common Stock held of
record by Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust B, (v) 1,250,000 shares of Class B Common Stock held of record by the Family LLC, and (vi) 2,000,000 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee
of the Dagmar Dolby 2014 Trust BB. Dagmar Dolby, David E. Dolbys mother, is the Trustee of, and has sole dispositive power over the shares held of record by, each of the Ray Dolby 2002 Trust B, the Ray Dolby 2011 Trust B and the Dagmar Dolby
2014 Trust BB. David E. Dolby is the Special Trustee of, and has sole power to direct the voting of the shares held of record by, each of the Ray Dolby 2002 Trust B, the Ray Dolby 2011 Trust B and the Dagmar Dolby 2014 Trust BB. Dagmar Dolby has
sole dispositive power over the shares held of record by the Family LLC as the Manager of the Family LLC. David E. Dolby has sole power to direct the voting of 50% of the 2,500,000 shares of Class B Common Stock held of record by the Family LLC, as
a Special Manager of the Family LLC. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(75) |
Consists of (i) 2,298,300 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby Trust, (ii) 23,674,496 shares of Class B Common Stock held of record by Dagmar Dolby, as
Trustee of the Marital Trust, and (iii) 10,221,894 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby Trust. David E. Dolby is the Special Trustee of each of the Ray Dolby Trust, the Marital Trust and
the Dagmar Dolby Trust. Dagmar Dolby has sole dispositive power over the shares held of record by each of the Ray Dolby Trust, the Marital Trust and the Dagmar Dolby Trust, and Dagmar Dolby and David E. Dolby have shared voting power over the shares
held of record by each of the Ray Dolby Trust, the Marital Trust and the Dagmar Dolby Trust, with voting decisions requiring the unanimous vote of the Trustee and the Special Trustee. The reporting person disclaims beneficial ownership of these
securities except to the extent of his pecuniary interest therein. |
(76) |
Consists of (i) 38,356 shares of Class A Common Stock held of record by David E. Dolby and (ii) stock options held of record by David E. Dolby to purchase up to 3,512 shares of Class A Common Stock
that are exercisable within 60 days after February 25, 2015. |
(77) |
Assumes the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. |
(78) |
Represents 77.9% of the total voting power of the Class A Common Stock and Class B Common Stock, because each share of Class A Common Stock is entitled to one vote and each share of Class B Common Stock is
entitled to ten votes. |
(79) |
Based on 51,511,456 shares of Class A Common Stock and 51,081,217 shares of Class B Common Stock outstanding on January 23, 2015. |
Page
17
of 19 Pages
Explanatory Note:
This Amendment No. 13 to Schedule 13D (this Amendment) amends the Schedule 13D (the Statement)
initially filed with the Commission on December 27, 2011 and amended by Amendment No. 1 thereto filed with the Commission on September 11, 2012, Amendment No. 2 thereto filed with the Commission on December 26, 2012,
Amendment No. 3 thereto filed with the Commission on January 2, 2013, Amendment No. 4 thereto filed with the Commission on March 5, 2013, Amendment No. 5 thereto filed with the Commission on October 22, 2013, Amendment
No. 6 thereto filed with the Commission on November 26, 2013, Amendment No. 7 thereto filed with the Commission on January 27, 2014, Amendment No. 8 thereto filed with the Commission on February 26, 2014, Amendment
No. 9 thereto filed with the Commission on March 10, 2014, Amendment No. 10 thereto filed with the Commission on August 22, 2014, Amendment No. 11 thereto filed with the Commission on September 11, 2014 and Amendment
No. 12 thereto filed with the Commission on October 14, 2014. This Amendment is filed on behalf of (i) Dagmar Dolby, (ii) Thomas E. Dolby, (iii) David E. Dolby, (iv) Dagmar Dolby, as Trustee of the Ray Dolby Trust,
(v) Dagmar Dolby, as Trustee of the Marital Trust, (vi) Dagmar Dolby, as Trustee of the Dagmar Dolby Trust, (vii) Dagmar Dolby, as Trustee of the Dolby Administrative Trust (viii) Dagmar Dolby, as Trustee of the Ray Dolby 2002
Trust A, (ix) Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B, (x) Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust A, (xi) Dagmar Dolby, as Trustee of the Ray Dolby 2011 Trust B, (xii) the Family LLC,
(xiii) Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust AA, (xiv) Dagmar Dolby, as Trustee of the Dagmar Dolby 2014 Trust BB, and (xv) the Dolby Family Fund (collectively, the Reporting Persons), relating to
the beneficial ownership of the Class A Common Stock, $0.001 par value per share (the Class A Common Stock), and the Class B Common Stock, $0.001 par value per share (the Class B Common Stock), of Dolby
Laboratories, Inc., a Delaware corporation (the Company). The Reporting Persons are filing this Amendment to report changes in their beneficial ownership since the filing of the Statement, as last amended. Except as set forth
herein, this Amendment does not supplement, restate or amend any of the other information disclosed in the Statement (as amended) previously filed. Capitalized terms not defined in this Amendment have the meanings ascribed to them in the Statement
(as amended) previously filed.
Item 4. |
Purpose of Transaction. |
Item 4 of the Statement is amended by adding the following
paragraphs at the end thereof:
On February 25, 2015, the Ray Dolby 2011 Trust A transferred 757,947 shares of Class B Common Stock
and the Ray Dolby 2011 Trust B transferred 761,205 shares of Class B Common Stock, in each case to the Marital Trust (such share transfers, collectively, 2011 GRAT 2015 Annuity Share Distributions). Each of the Ray Dolby 2011
Trust A and the Ray Dolby 2011 Trust B is a grantor retained annuity trust (GRAT) whose trust instrument requires an annual annuity payment to the Marital Trust, and the 2011 GRAT 2015 Annuity Share Distributions were made in
satisfaction of these annuity payment requirements and pursuant to the terms of each GRATs trust instrument. No Reporting Person paid or received any funds or other consideration in connection with the 2011 GRAT 2015 Annuity Share
Distributions.
Also, on February 25, 2015, the Marital Trust transferred an aggregate of 733,316 shares of Class B Common Stock to
the Dagmar Dolby Trust (the Marital Trust Share Distribution). The Marital Trust is required to distribute all net income to Dagmar Dolby, and the Marital Trust Share Distribution was made in partial satisfaction of the required
income distribution and pursuant to the terms of the Marital Trust instrument. No Reporting Persons paid or received any funds or other consideration in connection with the Marital Trust Share Distribution.
Except as described herein, none of the Reporting Persons have present plans or proposals that relate to or would result in any of the actions
described in Items 4(a) through (j) of Schedule 13D.
Item 5. |
Interest in Securities of the Issuer. |
Subsection (c) of Item 5 of the
Statement is amended and restated in its entirety as follows:
(c) The information set forth in Item 4 regarding the 2011 GRAT 2015
Annuity Share Distributions and the Marital Trust Share Distribution is incorporated herein by reference.
Item 7. |
Material to Be Filed as Exhibits. |
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Exhibit 1: |
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Joint Filing Agreement pursuant to Rule 13d-1(k)(1) (incorporated by reference to Exhibit 1 to the Schedule 13D/A filed with the Commission on October 14, 2014). |
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Exhibit 2: |
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Power of Attorney Dagmar Dolby (incorporated by reference to Exhibit 2 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 3: |
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Power of Attorney Thomas E. Dolby (incorporated by reference to Exhibit 3 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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18
of 19 Pages
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Exhibit 4: |
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Power of Attorney David E. Dolby (incorporated by reference to Exhibit 4 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 5: |
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Power of Attorney Ray Dolby Trust (incorporated by reference to Exhibit 5 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 6: |
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Power of Attorney Marital Trust (incorporated by reference to Exhibit 6 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 7 |
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Power of Attorney Dagmar Dolby Trust (incorporated by reference to Exhibit 7 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 8: |
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Power of Attorney Ray Dolby 2002 Trust A (incorporated by reference to Exhibit 8 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 9: |
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Power of Attorney Ray Dolby 2002 Trust B (incorporated by reference to Exhibit 9 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 10: |
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Power of Attorney Ray Dolby 2011 Trust A (incorporated by reference to Exhibit 10 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 11: |
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Power of Attorney Ray Dolby 2011 Trust B (incorporated by reference to Exhibit 11 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 12: |
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Power of Attorney Dolby Holdings II LLC (incorporated by reference to Exhibit 12 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 13: |
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Power of Attorney Dagmar Dolby 2014 Trust AA (incorporated by reference to Exhibit 13 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 14: |
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Power of Attorney Dagmar Dolby 2014 Trust BB (incorporated by reference to Exhibit 14 to the Schedule 13D/A filed with the Commission on March 10, 2014). |
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Exhibit 14: |
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Power of Attorney Dolby Administrative Trust (incorporated by reference to Exhibit 14 to the Schedule 13D/A filed with the Commission on September 11, 2014). |
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Exhibit 15: |
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Power of Attorney Dolby Family Fund (incorporated by reference to Exhibit 15 to the Schedule 13D/A filed with the Commission on October 14, 2014). |
Page
19
of 19 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
Date: February 27, 2015.
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DAGMAR DOLBY |
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RAY DOLBY TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 |
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By: |
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By: |
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Dagmar Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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THOMAS E. DOLBY |
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MARITAL TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 |
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By: |
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By: |
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Thomas E. Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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DAVID E. DOLBY |
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DAGMAR DOLBY TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 |
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By: |
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By: |
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David E. Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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RAY DOLBY 2011 TRUST A DATED DECEMBER 14, 2011 |
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RAY DOLBY 2002 TRUST A DATED APRIL 19, 2002 |
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By: |
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By: |
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Name: Dagmar Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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Title: Trustee |
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RAY DOLBY 2011 TRUST B DATED DECEMBER 14, 2011 |
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RAY DOLBY 2002 TRUST B DATED APRIL 19, 2002 |
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By: |
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By: |
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Name: Dagmar Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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Title: Trustee |
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DAGMAR DOLBY 2014 TRUST AA DATED MARCH 5, 2014 |
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DOLBY HOLDINGS II LLC |
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By: |
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By: |
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Name: Dagmar Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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Title: Manager |
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DAGMAR DOLBY 2014 TRUST BB DATED MARCH 5, 2014 |
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RAY AND DAGMAR DOLBY FAMILY FUND |
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By: |
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By: |
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Name: Dagmar Dolby |
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Name: Dagmar Dolby |
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Title: Trustee |
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Title: President |
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DOLBY FAMILY ADMINISTRATIVE TRUST UNDER THE DOLBY FAMILY TRUST INSTRUMENT DATED MAY 7, 1999 |
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By: |
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*By: |
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/s/ Danielle Zaragoza |
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Name: Dagmar Dolby |
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Danielle Zaragoza, on behalf of Shartsis Friese LLP, |
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Title: Trustee |
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as Attorney-in-Fact |
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