DOLBY LABORATORIES, INC., PRE 14A filed on 12/10/2024
Proxy Statement - Notice of Shareholders Meeting (preliminary)
v3.24.3
Cover
12 Months Ended
Sep. 27, 2024
Document Information [Line Items]  
Document Type PRE 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name DOLBY LABORATORIES, INC.
Entity Central Index Key 0001308547
v3.24.3
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Sep. 27, 2024
Sep. 29, 2023
Sep. 30, 2022
Sep. 24, 2021
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
Pay Versus Performance
As required by Item 402(v) of Regulation
S-K,
the following table provides certain information about the compensation for our Principal Executive Officer (“PEO”) and other individuals constituting our NEOs
(“Non-PEO
NEOs”) for our fiscal years 2024, 2023, 2022 and 2021. The table also provides information about certain financial performance measures of the company for the same fiscal years. For more information on our executive compensation program and decisions for our 2024 fiscal year, including our
pay-for-performance
orientation and how the Compensation Committee aligns executive compensation with the company’s performance, see “Compensation Discussion and Analysis” above.
Pay Versus Performance Table
 
                           
Value of Initial
Fixed $100
Investment

Based on:
(4)
             
Fiscal Year
 
Summary
Compensation
Table Total
for PEO
(1)

($)
   
Compensation
Actually Paid
to PEO
(2)

($)
   
Average
Summary
Compensation
Table Total
for
Non-PEO

NEOs
(3)

($)
   
Average
Compensation
Actually Paid
to
Non-PEO

NEOs
(2)

($)
   
Company
Total
Shareholder
Return
(“TSR”)

($)
   
Peer
Group
TSR
(5)

($)
   
Net
Income
(6)

($millions)
   
Company
Selected
Measure:
Revenue
(
7)

($millions)
 
   
(a)
   
(b)
   
(c)
   
(d)
   
(e)
   
(f)
   
(g)
   
(h)
 
2024
    9,678,964       5,925,195       3,644,493       2,357,859       122.43       182.51       262       1,274  
2023
    9,504,201       13,698,921       3,471,341       4,718,848       126.43       144.14       201       1,300  
2022
    9,407,217       27,520       3,559,881       971,483       102.50       124.78       184       1,254  
2021
    9,629,118       23,634,184       3,427,478       7,471,656       143.65       150.45       310       1,281  
 
(1)
Our PEO for each of the fiscal years shown in the table is Kevin Yeaman, our Chief Executive Officer. Amount reflects the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO for the corresponding fiscal year.
 
(2)
Amounts reflect the “compensation actually paid” (“CAP”) of our PEO, or the average of the CAP of our
Non-PEO
NEOs, for each fiscal year. CAP does not necessarily reflect amounts of compensation actually earned, realized, or received by our PEO or
Non-PEO
NEOs in each fiscal year. Rather, CAP is calculated starting with the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO or
Non-PEO
NEOs, as applicable, for each fiscal year (and averaged for our
Non-PEO
NEOs), as adjusted in accordance with the requirements of Item 402(v) of Regulation
S-K.
The following adjustments were made to the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO and the average of the amounts of compensation reported in the “Total” column of the Summary Compensation Table for our
Non-PEO
NEOs:
 
    
PEO
 
    
Fiscal
2021

($)
   
Fiscal
2022

($)
   
Fiscal
2023

($)
   
Fiscal
2024

($)
 
Summary Compensation Table Total
     9,629,118       9,407,217       9,504,201       9,678,964  
– grant date fair value of awards granted in fiscal year
     (7,714,820     (8,118,208     (7,623,406     (7,873,579
+ fair value of outstanding and unvested awards at fiscal
year-end
that were granted in fiscal year
     7,481,207       5,269,996       9,139,203       5,828,378  
+/– change, from prior fiscal
year-end,
in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal
year-end
     7,006,852       (5,222,155     1,935,106       (2,163,994
+/– change, from prior fiscal
year-end,
in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year
     7,231,826       (1,309,330     743,817       455,426  
Compensation Actually Paid
(a)
     23,634,184       27,520       13,698,921       5,925,195  
 
    
Average for
Non-PEO
NEOs
 
    
Fiscal
2021

($)
   
Fiscal
2022

($)
   
Fiscal
2023

($)
   
Fiscal
2024

($)
 
Summary Compensation Table Total
     3,427,478       3,559,881       3,471,341       3,644,493  
– grant date fair value of awards granted in fiscal year
     (2,469,032     (2,952,358     (2,557,474     (2,745,941
+ fair value of outstanding and unvested awards at fiscal
year-end
that were granted in fiscal year
     2,394,270       2,143,892       3,065,988       2,032,673  
+/– change, from prior fiscal
year-end,
in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal
year-end
     2,116,349       (640,264     566,566       (659,715
+/– change, from prior fiscal
year-end,
in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year
     2,002,591       (176,698     172,427       86,349  
– fair value at end of prior fiscal year of any awards granted in any prior fiscal year that failed to meet applicable vesting conditions during fiscal year
     0       (962,970     0       0  
Compensation Actually Paid
(a)
     7,471,656       971,483       4,718,848       2,357,859  
 
  (a)
No awards granted in any of the fiscal years shown vested in the fiscal year of grant. The company has not paid dividends or other earnings on unvested awards for the fiscal years shown, and the company does not sponsor any pension arrangements for any of the PEO and
Non-PEO
NEOs for the fiscal years shown. Accordingly, no adjustments were made for these items. There were no awards granted in a prior fiscal year that failed to meet applicable vesting conditions during the fiscal years shown for the PEO.
 
(3)
Amount reflects the average of the amounts of compensation reported in the “Total” column of the Summary Compensation Table for our
Non-PEO
NEOs for the corresponding fiscal year. Our
Non-PEO
NEOs for each of the fiscal years shown in the Pay Versus Performance Table are:
 
2024:
   Robert Park, Andy Sherman, John Couling, and Shriram Revankar
2023:
   Robert Park, Andy Sherman, John Couling, and Todd Pendleton
2022:
   Lewis Chew, Robert Park, Andy Sherman, John Couling, and Shriram Revankar
2021:
   Lewis Chew, Andy Sherman, Giles Baker, and Todd Pendleton
 
(4)
The total shareholder return, or TSR, of each of the company and the Peer Group is calculated by assuming that an investment of $100 is made in our Class A common stock and in the S&P MidCap 400 Index (^MID) (“S&P 400 Index”), respectively, starting from the market close on September 25, 2020, which is the last trading day before our fiscal year 2021, through and including the end of the fiscal year shown. Total shareholder return includes reinvestment of dividends into shares of common stock of the applicable company. Historical stock performance is not necessarily indicative of future stock performance. Disclosure of the TSRs is required by Item 402(v) of Regulation
S-K
and is not intended to forecast or be indicative of possible future performance of our Class A common stock or the S&P 400 Index.
(5)
The Peer Group is based on the S&P 400 Index as also identified in the Stock Price Performance Graph included in our Annual Report on Form
10-K
for our fiscal year 2024.
(6)
Amount reflects the company’s net income determined in accordance with U.S. generally accepted accounting principles (“GAAP”).
(7)
The “Company Selected Measure” is the company’s revenue determined in accordance with GAAP. For a discussion of how revenue is used to link executive compensation with the company’s performance, see “Compensation Discussion and Analysis” above.
     
Company Selected Measure Name Revenue      
Named Executive Officers, Footnote Our
Non-PEO
NEOs for each of the fiscal years shown in the Pay Versus Performance Table are:
2024:
   Robert Park, Andy Sherman, John Couling, and Shriram Revankar
2023:
   Robert Park, Andy Sherman, John Couling, and Todd Pendleton
2022:
   Lewis Chew, Robert Park, Andy Sherman, John Couling, and Shriram Revankar
2021:
   Lewis Chew, Andy Sherman, Giles Baker, and Todd Pendleton
     
Peer Group Issuers, Footnote The Peer Group is based on the S&P 400 Index as also identified in the Stock Price Performance Graph included in our Annual Report on Form
10-K
for our fiscal year 2024.
     
PEO Total Compensation Amount $ 9,678,964 $ 9,504,201 $ 9,407,217 $ 9,629,118
PEO Actually Paid Compensation Amount $ 5,925,195 13,698,921 27,520 23,634,184
Adjustment To PEO Compensation, Footnote
(2)
Amounts reflect the “compensation actually paid” (“CAP”) of our PEO, or the average of the CAP of our
Non-PEO
NEOs, for each fiscal year. CAP does not necessarily reflect amounts of compensation actually earned, realized, or received by our PEO or
Non-PEO
NEOs in each fiscal year. Rather, CAP is calculated starting with the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO or
Non-PEO
NEOs, as applicable, for each fiscal year (and averaged for our
Non-PEO
NEOs), as adjusted in accordance with the requirements of Item 402(v) of Regulation
S-K.
The following adjustments were made to the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO and the average of the amounts of compensation reported in the “Total” column of the Summary Compensation Table for our
Non-PEO
NEOs:
 
    
PEO
 
    
Fiscal
2021

($)
   
Fiscal
2022

($)
   
Fiscal
2023

($)
   
Fiscal
2024

($)
 
Summary Compensation Table Total
     9,629,118       9,407,217       9,504,201       9,678,964  
– grant date fair value of awards granted in fiscal year
     (7,714,820     (8,118,208     (7,623,406     (7,873,579
+ fair value of outstanding and unvested awards at fiscal
year-end
that were granted in fiscal year
     7,481,207       5,269,996       9,139,203       5,828,378  
+/– change, from prior fiscal
year-end,
in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal
year-end
     7,006,852       (5,222,155     1,935,106       (2,163,994
+/– change, from prior fiscal
year-end,
in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year
     7,231,826       (1,309,330     743,817       455,426  
Compensation Actually Paid
(a)
     23,634,184       27,520       13,698,921       5,925,195  
 
    
Average for
Non-PEO
NEOs
 
    
Fiscal
2021

($)
   
Fiscal
2022

($)
   
Fiscal
2023

($)
   
Fiscal
2024

($)
 
Summary Compensation Table Total
     3,427,478       3,559,881       3,471,341       3,644,493  
– grant date fair value of awards granted in fiscal year
     (2,469,032     (2,952,358     (2,557,474     (2,745,941
+ fair value of outstanding and unvested awards at fiscal
year-end
that were granted in fiscal year
     2,394,270       2,143,892       3,065,988       2,032,673  
+/– change, from prior fiscal
year-end,
in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal
year-end
     2,116,349       (640,264     566,566       (659,715
+/– change, from prior fiscal
year-end,
in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year
     2,002,591       (176,698     172,427       86,349  
– fair value at end of prior fiscal year of any awards granted in any prior fiscal year that failed to meet applicable vesting conditions during fiscal year
     0       (962,970     0       0  
Compensation Actually Paid
(a)
     7,471,656       971,483       4,718,848       2,357,859  
 
  (a)
No awards granted in any of the fiscal years shown vested in the fiscal year of grant. The company has not paid dividends or other earnings on unvested awards for the fiscal years shown, and the company does not sponsor any pension arrangements for any of the PEO and
Non-PEO
NEOs for the fiscal years shown. Accordingly, no adjustments were made for these items. There were no awards granted in a prior fiscal year that failed to meet applicable vesting conditions during the fiscal years shown for the PEO.
     
Non-PEO NEO Average Total Compensation Amount $ 3,644,493 3,471,341 3,559,881 3,427,478
Non-PEO NEO Average Compensation Actually Paid Amount $ 2,357,859 4,718,848 971,483 7,471,656
Adjustment to Non-PEO NEO Compensation Footnote
(2)
Amounts reflect the “compensation actually paid” (“CAP”) of our PEO, or the average of the CAP of our
Non-PEO
NEOs, for each fiscal year. CAP does not necessarily reflect amounts of compensation actually earned, realized, or received by our PEO or
Non-PEO
NEOs in each fiscal year. Rather, CAP is calculated starting with the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO or
Non-PEO
NEOs, as applicable, for each fiscal year (and averaged for our
Non-PEO
NEOs), as adjusted in accordance with the requirements of Item 402(v) of Regulation
S-K.
The following adjustments were made to the amount of compensation reported in the “Total” column of the Summary Compensation Table for our PEO and the average of the amounts of compensation reported in the “Total” column of the Summary Compensation Table for our
Non-PEO
NEOs:
 
    
PEO
 
    
Fiscal
2021

($)
   
Fiscal
2022

($)
   
Fiscal
2023

($)
   
Fiscal
2024

($)
 
Summary Compensation Table Total
     9,629,118       9,407,217       9,504,201       9,678,964  
– grant date fair value of awards granted in fiscal year
     (7,714,820     (8,118,208     (7,623,406     (7,873,579
+ fair value of outstanding and unvested awards at fiscal
year-end
that were granted in fiscal year
     7,481,207       5,269,996       9,139,203       5,828,378  
+/– change, from prior fiscal
year-end,
in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal
year-end
     7,006,852       (5,222,155     1,935,106       (2,163,994
+/– change, from prior fiscal
year-end,
in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year
     7,231,826       (1,309,330     743,817       455,426  
Compensation Actually Paid
(a)
     23,634,184       27,520       13,698,921       5,925,195  
 
    
Average for
Non-PEO
NEOs
 
    
Fiscal
2021

($)
   
Fiscal
2022

($)
   
Fiscal
2023

($)
   
Fiscal
2024

($)
 
Summary Compensation Table Total
     3,427,478       3,559,881       3,471,341       3,644,493  
– grant date fair value of awards granted in fiscal year
     (2,469,032     (2,952,358     (2,557,474     (2,745,941
+ fair value of outstanding and unvested awards at fiscal
year-end
that were granted in fiscal year
     2,394,270       2,143,892       3,065,988       2,032,673  
+/– change, from prior fiscal
year-end,
in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal
year-end
     2,116,349       (640,264     566,566       (659,715
+/– change, from prior fiscal
year-end,
in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year
     2,002,591       (176,698     172,427       86,349  
– fair value at end of prior fiscal year of any awards granted in any prior fiscal year that failed to meet applicable vesting conditions during fiscal year
     0       (962,970     0       0  
Compensation Actually Paid
(a)
     7,471,656       971,483       4,718,848       2,357,859  
 
  (a)
No awards granted in any of the fiscal years shown vested in the fiscal year of grant. The company has not paid dividends or other earnings on unvested awards for the fiscal years shown, and the company does not sponsor any pension arrangements for any of the PEO and
Non-PEO
NEOs for the fiscal years shown. Accordingly, no adjustments were made for these items. There were no awards granted in a prior fiscal year that failed to meet applicable vesting conditions during the fiscal years shown for the PEO.
     
Compensation Actually Paid vs. Total Shareholder Return
Relationship Between Compensation Actually Paid and Total Shareholder Return
The following graph shows the relationship between the CAP of our PEO and the average CAP of our
Non-PEO
NEOs, and the cumulative TSR for each of the company and the S&P 400 Index, over the four fiscal years presented in the Pay Versus Performance Table above. The comparison of the TSRs is required by Item 402(v) of Regulation
S-K
and is not intended to forecast or be indicative of possible future performance of our Class A common stock or the S&P 400 Index. The company does not use absolute cumulative TSR as a company performance measure in
its
executive compensation program.
 
 
LOGO
     
Compensation Actually Paid vs. Net Income
Relationship Between Compensation Actually Paid and Net Income
The following graph shows the relationship between the CAP of our PEO and the average CAP of our
Non-PEO
NEOs, and the company’s GAAP net income over the four fiscal years presented in the Pay Versus Performance Table above. The company does not use net income as a company performance measure in its executive compensation program.
 
 
LOGO
     
Compensation Actually Paid vs. Company Selected Measure
Relationship Between Compensation Actually Paid and Revenue
The following graph shows the relationship between the CAP of our PEO and the average CAP of our
Non-PEO
NEOs, and the Company Selected Measure, which is the company’s GAAP revenue, over the four fiscal years presented in the Pay Versus Performance Table above. For a discussion of how revenue is used to link executive compensation with the company’s performance, see “Compensation Discussion and Analysis” above.
 
 
LOGO
     
Total Shareholder Return Vs Peer Group
Relationship Between Compensation Actually Paid and Total Shareholder Return
The following graph shows the relationship between the CAP of our PEO and the average CAP of our
Non-PEO
NEOs, and the cumulative TSR for each of the company and the S&P 400 Index, over the four fiscal years presented in the Pay Versus Performance Table above. The comparison of the TSRs is required by Item 402(v) of Regulation
S-K
and is not intended to forecast or be indicative of possible future performance of our Class A common stock or the S&P 400 Index. The company does not use absolute cumulative TSR as a company performance measure in
its
executive compensation program.
 
 
LOGO
     
Tabular List, Table
Tabular List of Most Important Financial Performance Measures
The following tabular list reflects the financial performance measures that in our assessment represent the most important
company
financial performance measures used for fiscal year 2024 to link the compensation paid to our NEOs to our performance.
Most Important Financial Performance Measures
Revenue
Non-GAAP
Operating Income
Relative TSR
     
Total Shareholder Return Amount $ 122.43 126.43 102.5 143.65
Peer Group Total Shareholder Return Amount 182.51 144.14 124.78 150.45
Net Income (Loss) $ 262,000,000 $ 201,000,000 $ 184,000,000 $ 310,000,000
Company Selected Measure Amount 1,274,000,000 1,300,000,000 1,254,000,000 1,281,000,000
PEO Name Kevin Yeaman      
Measure:: 1        
Pay vs Performance Disclosure        
Name Revenue      
Measure:: 2        
Pay vs Performance Disclosure        
Name Non-GAAP Operating Income      
Measure:: 3        
Pay vs Performance Disclosure        
Name Relative TSR      
PEO | Grant date fair value of awards granted in fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (7,873,579) $ (7,623,406) $ (8,118,208) $ (7,714,820)
PEO | Fair value of outstanding and unvested awards at fiscal yearend that were granted in fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 5,828,378 9,139,203 5,269,996 7,481,207
PEO | Change, from prior fiscal yearend, in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal year-end [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,163,994) 1,935,106 (5,222,155) 7,006,852
PEO | Change, from prior fiscal yearend, in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 455,426 743,817 (1,309,330) 7,231,826
Non-PEO NEO | Grant date fair value of awards granted in fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,745,941) (2,557,474) (2,952,358) (2,469,032)
Non-PEO NEO | Fair value of outstanding and unvested awards at fiscal yearend that were granted in fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 2,032,673 3,065,988 2,143,892 2,394,270
Non-PEO NEO | Change, from prior fiscal yearend, in fair value of awards granted in any prior fiscal year outstanding and unvested at fiscal year-end [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (659,715) 566,566 (640,264) 2,116,349
Non-PEO NEO | Change, from prior fiscal yearend, in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 86,349 172,427 (176,698) 2,002,591
Non-PEO NEO | Fair value at end of prior fiscal year of any awards granted in any prior fiscal year that failed to meet applicable vesting conditions during fiscal year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0 $ 0 $ (962,970) $ 0