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Class B CUSIP Number: Not Applicable
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Page 11 of 14 Pages
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1.
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Names of
reporting persons
David E. Dolby
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2.
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Check the appropriate box if a member
of a group (see instructions)
(a) ☐ (b) ☐
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3.
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SEC use only
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4.
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Source of funds (see instructions)
Not applicable
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5.
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Check if disclosure of legal
proceedings is required pursuant to Items 2(d) or 2(e) ☐
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6.
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Citizenship or place of
organization
USA
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Number of
shares
beneficially
owned by
each
reporting
person
with
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7.
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Sole voting power
57,202 shares of Class A Common Stock and
5,633,262 shares of Class B Common Stock (49)(50)
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8.
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Shared voting power
36,458,356 shares of Class B Common Stock (49)(51)
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9.
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Sole dispositive power
57,202 shares of Class A Common Stock (49)(52)
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10.
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Shared dispositive power
None
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11.
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Aggregate amount beneficially owned by each reporting person
57,202 shares of Class A Common Stock and 42,091,618 shares of Class B Common Stock (49)(50)(51)
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12.
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Check if the aggregate amount in Row
(11) excludes certain shares (see instructions) ☐
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13.
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Percent of class represented by amount
in Row (11)
41.3% (49)(53)(54)(55)
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14.
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Type of reporting person (see
instructions)
IN
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(49)
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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 no cost, 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.
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(50)
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Consists of (i) 53,690 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 August 30, 2017, (iii) 463,262 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B, (iv) 520,000 shares of Class B Common Stock held of
record by the Family LLC, (v) 2,712,400 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust BB, and (vi) 1,937,600 shares of Class B Common Stock held of record by Dagmar
Dolby, as Trustee of the Dagmar Dolby 2017 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 Dagmar Dolby 2016 Trust BB
and the Dagmar Dolby 2017 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 Dagmar Dolby 2016 Trust BB and the Dagmar Dolby 2017 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, and David E. Dolby has sole power to direct the voting of 50% of the 1,040,000 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.
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(51)
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Consists of (i) 24,932,162 shares of Class B Common Stock held of record by Dagmar Dolby, as Trustee of the Marital Trust and (ii) 11,526,194 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 Marital Trust and the Dagmar Dolby Trust. Dagmar Dolby has sole dispositive power over the shares held of record by each of 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 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.
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(52)
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Consists of (i) 53,690 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 August 30, 2017.
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(53)
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Represents the percentage ownership of Class A Common Stock assuming the conversion of all outstanding shares of Class B Common Stock into shares of Class A Common Stock. The percentage ownership of
Class A Common Stock assuming the conversion of only the outstanding shares of Class B Common Stock beneficially owned by David E. Dolby is 42.1%. David E. Dolbys percentage ownership of Class B Common Stock is 95.6%.
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(54)
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Represents 84.5% of the total outstanding voting power of the Class A Common Stock and Class B Common Stock.
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(55)
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Based on 58,014,060 shares of Class A Common Stock and 44,023,597 shares of Class B Common Stock outstanding on July 28, 2017.
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Page 12 of 14 Pages
Explanatory Note:
This Amendment
No. 32 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, Amendment No. 12 thereto filed with the Commission on October 14, 2014, Amendment No. 13 thereto filed with the
Commission on February 27, 2015, Amendment No. 14 thereto filed with the Commission on April 29, 2015, Amendment No. 15 thereto filed with the Commission on November 2, 2015, Amendment No. 16 thereto filed with the
Commission on December 29, 2015, Amendment No. 17 thereto filed with the Commission on February 16, 2016, Amendment No. 18 thereto filed with the Commission on March 1, 2016, Amendment No. 19 thereto filed with the
Commission on March 15, 2016, Amendment No. 20 thereto filed with the Commission on March 24, 2016, Amendment No. 21 thereto filed with the Commission on May 13, 2016, Amendment No. 22 thereto filed with the Commission
on June 10, 2016, Amendment No. 23 thereto filed with the Commission on August 16, 2016, Amendment No. 24 thereto filed with the Commission on August 29, 2016, Amendment No. 25 thereto filed with the Commission on
September 13, 2016, Amendment No. 26 thereto filed with the Commission on November 7, 2016, Amendment No. 27 thereto filed with the Commission on December 19, 2016, Amendment No. 28 thereto filed with the Commission on
May 16, 2017, Amendment No. 29 thereto filed with the Commission on May 26, 2017, Amendment No. 30 thereto filed with the Commission on August 7, 2017, and Amendment No. 31 thereto filed with the Commission on
August 18, 2017. 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 Marital Trust, (v) Dagmar Dolby, as Trustee of the Dagmar Dolby
Trust, (vi) Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust A, (vii) Dagmar Dolby, as Trustee of the Ray Dolby 2002 Trust B, (viii) the Family LLC, (ix) Dagmar Dolby, as Trustee of the Dagmar Dolby 2016 Trust BB, and
(x) Dagmar Dolby, as Trustee of the Dagmar Dolby 2017 Trust BB (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 5.
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Interest in Securities of the Issuer.
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Subsection (c) and of Item 5 of the
Statement is amended and restated in its entirety to read in full as follows:
(c) The table set forth on
Schedule A
reflects
all transactions effected by the Reporting Persons in the classes of securities reported on during the period beginning on August 16, 2017, the day immediately following the date of the last transaction reported in the most recent filing of an
amendment to this Statement, and ending on August 30, 2017, the date of this Amendment. Each transaction set forth on
Schedule A
represents (i) the conversion of the applicable number of shares of Class B Common Stock into an
equal number of shares of Class A Common Stock, and (ii) the sale of such shares of Class A Common Stock in open market trades pursuant to the 2017 Trading Plans.
Item 7.
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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 May 26, 2017).
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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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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 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 6
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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 7:
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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 8:
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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 9:
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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 10:
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Power of Attorney Dagmar Dolby 2016 Trust BB (incorporated by reference to Exhibit 15 to the Schedule 13D/A filed with the Commission on March 24, 2016).
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Exhibit 11:
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Power of Attorney Dagmar Dolby 2017 Trust BB (incorporated by reference to Exhibit 11 to the Schedule 13D/A filed with the Commission on May 26, 2017).
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Page 13 of 14 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: August 31, 2017.
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DAGMAR 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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*
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By:
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*
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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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DAGMAR DOLBY TRUST UNDER THE DOLBY FAMILY
TRUST INSTRUMENT DATED MAY 7, 1999
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By:
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*
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By:
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*
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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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RAY DOLBY 2002 TRUST A DATED APRIL 19, 2002
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By:
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*
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By:
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*
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David E. Dolby
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Name: Dagmar Dolby
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Title: Trustee
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DAGMAR DOLBY 2016 TRUST BB DATED MARCH 23, 2016
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RAY DOLBY 2002 TRUST B DATED APRIL 19, 2002
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By:
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*
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By:
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*
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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 2017 TRUST BB DATED MAY 25, 2017
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DOLBY HOLDINGS II LLC
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By:
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*
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By:
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*
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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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*By:
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/s/ Patrick McCabe
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Patrick McCabe, on behalf of Shartsis Friese LLP,
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as
Attorney-in-Fact
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Page 14 of 14 Pages
SCHEDULE A
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Name of Reporting Person
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Date of
Transaction
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No. of
Shares
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Sale Price
Per Share
of Class A
Common
Stock (1)
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Dagmar Dolby Trust
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8/16/2017
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50,000
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$
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49.5276
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(2)
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Dagmar Dolby Trust
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8/17/2017
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50,000
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$
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49.1673
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(3)
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Dagmar Dolby Trust
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8/18/2017
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50,000
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$
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48.4764
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(4)
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Dagmar Dolby Trust
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8/21/2017
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50,000
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$
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48.1114
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(5)
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Dagmar Dolby Trust
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8/22/2017
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50,000
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$
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48.4517
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(6)
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Dagmar Dolby Trust
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8/23/2017
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50,000
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$
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49.0028
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(7)
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Dagmar Dolby Trust
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8/24/2017
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50,000
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$
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48.9620
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(8)
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Dagmar Dolby Trust
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8/25/2017
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50,000
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$
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49.8388
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(9)
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Dagmar Dolby Trust
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8/28/2017
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50,000
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$
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50.1120
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(10)
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Dagmar Dolby Trust
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8/29/2017
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50,000
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$
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49.3201
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(11)
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Dagmar Dolby Trust
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8/30/2017
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50,000
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$
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49.7017
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(12)
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(1)
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The applicable Reporting Person hereby undertakes to provide upon request to the Commission, the Company or a security holder of the Company full information regarding the number of shares and prices at which the
transactions were effected.
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(2)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $49.42 to $49.69 per share.
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(3)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.87 to $49.645 per share.
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(4)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.22 to $48.69 per share.
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(5)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.02 to $48.45 per share.
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(6)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.21 to $48.65 per share.
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(7)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.46 to $49.20 per share.
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(8)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.76 to $49.30 per share.
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(9)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $49.255 to $50.21 per share.
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(10)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $49.86 to $50.72 per share.
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(11)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $48.92 to $49.57 per share.
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(12)
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Reflects the weighted average sale price, for multiple trades executed at prices ranging from $49.42 to $49.82 per share.
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