Form Type: 4

SEC EDGAR Link
Accession Number:0001562180-23-001524
Date:2023-02-15
Issuer: SONOS INC (SONO)
Original Submission Date:

Reporting Person:

LAZARUS EDWARD P
C/O SONOS, INC.
614 CHAPALA STREET SANTA BARBARA, CA 93101

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2023-02-15 M 20,568 a $0.00 196,858 direct
COMMON STOCK 2023-02-15 F 7,348 d $21.45 189,510 direct
COMMON STOCK 2023-02-17 S 13,220 d $20.70 176,290 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2023-02-15 deemed execution date M 17,065 (d) common stock 17,065 $0.00 292,562 direct
RESTRICTED STOCK UNITS 0.0 2023-02-15 deemed execution date M 3,503 (d) common stock 3,503 $0.00 289,059 direct
Footnotes
IDfootnote
f1 vesting of restricted stock units ("rsus") previously granted to the reporting person.
f2 each rsu represents a contingent right to receive 1 share of the issuer's common stock upon vesting and settlement for no consideration.
f3 exempt transaction pursuant to section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with rule 16b-3. all of the shares reported as disposed of in this form 4 were withheld by the issuer in accordance with the agreement governing the rsus to satisfy federal and state tax withholding obligations of the reporting person resulting from the vesting and settlement of rsus.
f4 the reported transactions were effected pursuant to a rule 10b5-1 trading plan previously adopted by the reporting person.
f5 represents the weighted average sales price per share. the shares sold at prices ranging from $20.64 to $20.89 per share. full information regarding the number of shares sold at each price shall be provided upon request to the staff of the u.s. securities and exchange commission, the issuer, or a security holder of the issuer.
f6 1/16 of the shares subject to the rsus vest in equal installments on each quarterly anniversary date following the applicable vesting commencement date, until such time as the rsus are 100% vested, subject to the continuing employment of the reporting person on each vesting date. the rsus are subject to double-trigger acceleration.
f7 these rsus will vest on the following schedule: 6.25% of the shares subject to the rsu will vest quarterly in year 1 following the vesting commencement date of november 15, 2021; 12.5% of the shares subject to the rsu will vest quarterly in year 2; and 6.25% of the shares subject to the rsu will vest quarterly in year 3, in each case subject to the continuing employment of the reporting person on each vesting date. the rsus are subject to double-trigger acceleration.
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