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8-K

Dolby Laboratories, Inc. (DLB)

8-K 2021-12-08 For: 2021-12-06
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Added on April 11, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

December 6, 2021

DOLBY LABORATORIES, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-32431 90-0199783
(State or other jurisdiction of<br> <br>incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)

1275 Market Street

San Francisco, CA 94103-1410

(Address of principal executive offices) (Zip Code)

(415) 558-0200

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- ---
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>Symbol(s) Name of each exchange<br> <br>on which registered
Class A common stock, $0.001 par value DLB The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Director

Dolby Laboratories, Inc. (the “Company”) announces that the Board of Directors (the “Board”) of the Company has appointed Tony Prophet to the Board, effective as of December 6, 2021, to serve until the Company’s 2022 annual meeting of stockholders or until his successor is duly elected and qualified. On December 8, 2021, the Company issued a press release announcing the appointment, the full text of which is filed as Exhibit 99.1 and incorporated herein by reference.

Mr. Prophet was formerly the Chief Equality and Recruiting Officer at Salesforce, which he joined in September 2016 until July 2021. Before Salesforce, Mr. Prophet served as Corporate Vice President, Education Marketing, of Microsoft Corporation, from June 2015 to September 2016, as Corporate Vice President, Windows and Search Marketing, from February 2015 to June 2015, and as Corporate Vice President, Windows Marketing, from May 2014 to February 2015. Prior to Microsoft, Mr. Prophet held leadership roles at HP Inc. since 2006, including leading worldwide PC and printing operations. Before that, Mr. Prophet served in positions of increasing responsibility at multiple organizations, including leading worldwide operations for the Carrier Business unit of United Technologies and rising to Partner at Booz Allen Hamilton. In addition to his operating roles, Mr. Prophet served on the board of Gannett Co., Inc., a subscription-led and digitally focused media and marketing solutions company, from 2013 to May 2019. Mr. Prophet is also a Board Advisor to Aviso AI, a provider of a predictive revenue intelligence platform, since September 2021. He holds a BS in industrial engineering from General Motors Institute (now Kettering University) and an MBA from the Stanford Graduate School of Business.

The Board has affirmatively determined that Mr. Prophet is independent under the listing standards of the New York Stock Exchange.

Mr. Prophet will be compensated for his service on the Board in accordance with the Company’s standard compensation policy for non-employee directors, the terms of which were described in the section entitled “Compensation of Directors” in the Company’s proxy statement for its 2021 annual meeting of stockholders, filed with the SEC on December 18, 2020. In addition, Mr. Prophet will enter into the Company’s standard form of indemnification agreement, a copy of which was filed with the SEC on November 19, 2004 as Exhibit 10.1 to the Company’s Registration Statement on Form S-1 (File No. 333-120614).

There is no arrangement or understanding between Mr. Prophet and any other persons pursuant to which he was elected as a director. In addition, Mr. Prophet is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 8.01 Other Events.

Disclosure Channels to Disseminate Information

The Company disseminates information to the public about the Company, its products, services and other matters through various channels, including the Company’s website (www.dolby.com), investor relations website (http://investor.dolby.com), SEC filings, press releases, public conference calls and webcasts, in order to achieve broad, non-exclusionary distribution of information to the public. The Company encourages investors and others to review the information it makes public through these channels, as such information could be deemed to be material information.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br>No. Description
99.1 Press Release of Dolby Laboratories, Inc. dated December 8, 2021
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DOLBY LABORATORIES, INC.
By: /s/ ANDY SHERMAN
Andy Sherman<br> <br>Executive Vice President, General Counsel and Corporate Secretary

Date: December 8, 2021

EX-99.1

EXHIBIT 99.1

Dolby Appoints Tony Prophet to its Board of Directors

SAN FRANCISCO, December 8, 2021 – Dolby Laboratories, Inc. (NYSE:DLB) announced today the appointment of Tony Prophet to its Board of Directors, effective December 6, 2021. Over the course of many years, Tony has established himself as a technology industry leader who has helped guide companies across multiple disciplines.

Most recently, Tony served as the Chief Equality and Recruiting Officer at Salesforce, co-chairing the Salesforce Racial Equality and Justice Task Force, created to help drive systemic change in the workplace and community. He was also a co-founder of the company’s Ethical and Humane Use of technology initiative. During his time with Microsoft, Tony served as Corporate Vice President, Education Marketing, Corporate Vice President of Windows and Search Marketing, and Corporate Vice President of Windows Marketing. Prior to Microsoft, he held leadership roles at HP, including leading worldwide PC and printing operations, and previously served in positions of increasing responsibility at multiple organizations, including leading worldwide operations for the Carrier Business unit of United Technologies and rising to Partner at Booz Allen Hamilton.

“We are excited to welcome Tony to the Board of Directors,” said Peter Gotcher, Chairman of the Dolby Board of Directors. “His combination of leadership and management experience, dedication to equality and inclusion, and passion for Dolby will bring tremendous value to the Dolby Board.”

“I’m incredibly impressed with Dolby’s leadership team,” said Tony Prophet. “Dolby technologies transform how developers and content creators deliver high-quality, interactive and media-centric applications, and how billions of people worldwide experience their entertainment. I look forward to working with the Dolby team to help drive the company’s future growth and support the communities in which they do business.”

Additional details regarding the appointment can be found in a Current Report on Form 8-K filed by Dolby today with the Securities and Exchange Commission.

About Dolby Laboratories

Dolby Laboratories (NYSE: DLB) is based in San Francisco, California with offices around the globe. From movies and TV shows, to apps, music, sports and gaming, Dolby transforms the science of sight and sound into spectacular experiences for billions of people worldwide. We partner with artists, storytellers, developers, and businesses to revolutionize entertainment and communications with Dolby Atmos, Dolby Vision, Dolby Cinema, and Dolby.io.

Dolby, Dolby Atmos, Dolby Vision, Dolby Cinema, Dolby.io, and the double-D symbol are among the registered and unregistered trademarks of Dolby Laboratories, Inc. in the United States and/or other countries. Other trademarks remain the property of their respective owners.

DLB-G

Investor Contact:

Ashley Schwenoha

Dolby Laboratories

415-645-5506

investor@dolby.com

Media Contact:

Natalia Sandin

Dolby Laboratories

650-201-8814

Natalia.sandin@dolby.com