Common use of Tax Withholding Obligations Clause in Contracts

Tax Withholding Obligations. The following supplements section II.F of the Option Agreement: Participant shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to account to HMRC with respect to the event giving rise to the Tax-Related Items (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made within ninety (90) days of the Taxable Event or such other period as required under U.K. law (the “Due Date”), Participant agrees that the amount of any uncollected Tax-Related Items shall constitute a loan owed by Participant to the Employer, effective on the Due Date. Participant agrees that the loan will bear interest at the then-current HMRC Official Rate, it will be immediately due and repayable, and the Company or the Employer may recover it at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), Participant shall not be eligible for a loan from the Company to cover Tax-Related Items. In the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 4.3(d) of the Option Agreement: Participant shall The Optionee agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Optionee the full amount of Tax-Related Items that the Company Optionee owes at exercise of the Option, or the Employer may be required to account to HMRC release or assignment of the Option for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items Option (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Xxx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by Participant the Optionee to the Employer, effective on 90 days after the Due DateTaxable Event. Participant The Optionee agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Optionee, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Optionee by the Employer, by withholding in Shares issued upon exercise of the Option or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Optionee. The Optionee also authorizes the Company to delay the issuance of any Shares unless and until the loan is repaid in full. The Optionee acknowledges that the Company or the Employer may recover it any such additional income tax and NICs at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k4.3(d) of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Optionee acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Optionee ultimately will be responsible for reporting and paying any income tax and or National Insurance contributions Contributions (including the Employer “NICs”) due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 2.5 of the Option Agreement: Participant shall The Associate agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Associate the full amount of Tax-Related Items that the Company Associate owes at vesting of the RSUs, or the Employer may be required to account to HMRC receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items RSUs (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Xxx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by Participant the Associate to the Employer, effective on 90 days after the Due DateTaxable Event. Participant The Associate agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Associate, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Associate by the Employer, by withholding in Shares issued upon vesting of the RSUs or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Associate. The Associate also authorizes the Company to delay the issuance of any Shares unless and until the loan is repaid in full. The Associate acknowledges that the Company or the Employer may recover it any such additional income tax and NICs at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.5 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Associate acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Associate ultimately will be responsible for reporting and paying any income tax and or National Insurance contributions Contributions (including the Employer “NICs”) due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions replace Section 2.3 of the Option Agreement: Section 16 Officers GESDMS/6575832.1 Prior to the relevant taxable or tax withholding event, as applicable, the Participant shall pay or make arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Participant authorizes the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the Tax-Related Items by one or a combination of the following (1) withholding from the Participant's wages or other cash compensation paid to the Participant by the Company, the Employer, or any Subsidiary at any time; or (2) payment directly from the Participant by cheque or cleared funds. The Participant agrees that if he or she does not pay or the Employer any or the Company does not withhold from the Participant the full amount of Tax-Related Items that the Company Participant owes at the time the Participant receives an Earned Performance Payment and/or a Cash Payment, or the Employer may be required to account to HMRC receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items Cash Awards (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Axx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by the Participant to the Employer, effective on 90 days after the Due DateTaxable Event. The Participant agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Participant, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from the Earned Performance Payment and/or a Cash Payment or by demanding cash or a cheque from the Participant. The Participant acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.3 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), although the Participant shall not be eligible for a loan from acknowledges that the Company to cover Tax-Related Items. In the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant ultimately will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) or NICs due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 2.5 of the Option Agreement: Participant shall The Associate agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Associate the full amount of Tax-Related Items that the Company Associate owes at vesting, or the Employer may be required to account to HMRC release or assignment of the PRSUs for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items PRSUs (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of the end of the U.K. tax year in which the Taxable Event occurred, or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (Earnings and Xxxxxxxx) Xxx 0000 (the “Due Date”), Participant agrees that then the amount of any the uncollected Tax-Related Items income tax shall constitute a loan owed by Participant the Associate to the Employer, effective on the Due Date. Participant The Associate agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Associate, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Associate by the Employer, by withholding in Shares issued at vesting or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Associate. The Associate acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) (including Employer NICs) at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.5 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Associate acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Associate ultimately will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime. Notwithstanding the foregoing, the Associate understands and agrees that if he or she is an officer or Director (as within the meaning of Section 13(k) of the Exchange Act), the Associate will not be eligible for such a loan to cover the income tax. In the event that the Associate is a Director or executive officer and the income tax is not collected from or paid by him or her by the Due Date, the Associate understands that the amount of any uncollected Tax-Related Items will constitute a benefit to him on which additional income tax and NICs (including Employer NICs) will be payable. The Associate understands and agrees that he will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company or the Employer (as appropriate) for the value of any NICs due on this additional benefit.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 2.5 of the Option Agreement: Participant shall The Associate agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Associate the full amount of Tax-Related Items that the Company Associate owes at vesting, or the Employer may be required to account to HMRC release or assignment of the RSUs for consideration, or the receipt of any other benefit in connection with respect to the RSUs, within 90 days of the end of the U.K. tax year (April 6- April 5) in which the event giving rise to the Tax-Related Items (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made within ninety (90) days of the Taxable Event income tax liability occurs or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the Earnings and Pensions) Act 2000 (xxx “Due DateXxx Xxxx”), Participant agrees that then the amount of any the uncollected Tax-Related Items income tax shall constitute a loan owed by Participant the Associate to the Employer, effective on the Due Date. Participant The Associate agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of Her Majesty’s Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Associate, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Associate by the Employer, by withholding in Shares issued at vesting or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Associate. The Associate acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) (including Employer NICs) at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.5 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Associate acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Associate ultimately will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime. Notwithstanding the foregoing, the Associate understands and agrees that if he or she is an officer or Director (as within the meaning of Section 13(k) of the Exchange Act), the Associate will not be eligible for such a loan to cover the income tax. In the event that the Associate is a Director or executive officer and the income tax is not collected from or paid by him or her by the Due Date, the Associate understands that the amount of any uncollected Tax-Related Items will constitute a benefit to him on which additional income tax and NICs (including Employer NICs) will be payable. The Associate understands and agrees that he will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company or the Employer (as appropriate) for the value of any NICs due on this additional benefit.

Tax Withholding Obligations. The following supplements section II.F Section 3(d) of the Option Agreement: Participant The Grantee shall pay to the Company or the Employer any amount of Tax-Related Items income tax that the Company or the Employer may be required to account to HMRC HM Revenue and Customs ("HMRC") with respect to the event giving rise to the Tax-Related Items income tax (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F 3(d) of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) income tax due is not made within ninety (90) days of the end of the U.K. tax year (April 6 - April 5) in which the Taxable Event occurs or such other period as required under U.K. law (the “Due Date”), Participant the Grantee agrees that the amount of any uncollected Tax-Related Items income tax shall constitute a loan owed by Participant the Grantee to the Employer, effective on the Due Date. Participant The Grantee agrees that the loan will bear interest at the then-current HMRC Official Rate, it will be immediately due and repayable, and the Company or the Employer may recover it at any time thereafter by any of the means referred to in Section 3(d) of the Option Agreement. If Participant the Grantee fails to comply with his or her obligations in connection with the Tax-Related Items income tax as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant the Grantee is a director or executive officer of Dolby the Company (within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), Participant the Grantee shall not be eligible for a loan from the Company to cover Tax-Related Itemsincome tax. In the event that Participant the Grantee is a director or executive officer and Tax-Related Items are income tax is not collected from or paid by Participant the Grantee by the Due Date, the amount of any uncollected Tax-Related Items income tax may constitute a benefit to Participant the Grantee on which additional income tax and National Insurance Contributions ("NICs") may be payable. Participant The Grantee will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime., and for reimbursing the Company or the Employer (as appropriate) for the value of any employee NICs due on this additional benefit which the Company or the Employer may recover from the Grantee any time thereafter by any of the means referred to in Section 3(d) of the Agreement. EXHIBIT B SHARE OWNERSHIP AND RETENTION REQUIREMENT It is the Company's belief and expectation that executives should own a reasonable amount of Company stock to further align their interests with those of our shareholders. Accordingly, you are expected to adhere to share ownership and share retention requirements in connection with awards under the Plan. The share ownership requirement is stated as a multiple of your base salary and mandates that you own a an amount of shares with a value equal to the applicable multiple of your base salary. The share retention requirement is stated as a percentage of shares acquired under the Plan that must be retained, net of the cost of exercising shares and/or the taxes associated with the shares. You have until four years from first becoming subject to the requirements to satisfy your share ownership requirement. However, if you do not currently satisfy the share ownership requirement, you are subject to the share retention requirement. Your share ownership and retention requirements are set forth below based on the Grantee Level stated on the first page of this Agreement. Grantee Level Ownership Multiple of Annual Base Salary Retention Requirement Percentage 0 4 50% 1 3 40% 2 2 35% 3 1 30% 4 or 5 0.5 20% 6 or 7 0 0 Your ownership multiple is multiplied by your annual base salary and your share retention requirement is the percent of net shares acquired through the Plan (exercise of stock options or receipt of Shares). Your RSUs count toward satisfying your share ownership requirement beginning at the Grant Date. EXHIBIT C CONFIDENTIALITY, INVENTIONS, NON-SOLICITATION AND NON-COMPETITION PROVISIONS

Tax Withholding Obligations. The following provisions supplements section II.F Section 4.3(d) of the Option Agreement: Participant shall The Optionee agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Optionee the full amount of Tax-Related Items that the Company Optionee owes at exercise of the Option, or the Employer may be required to account to HMRC release or assignment of the Option for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items Option (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Xxx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by Participant the Optionee to the Employer, effective on 90 days after the Due DateTaxable Event. Participant The Optionee agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Optionee, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Optionee by the Employer, from the cash proceeds from the sale of Shares or by demanding cash or a cheque from the Optionee. The Optionee also authorizes the Company to delay the issuance of any Shares unless and until the loan is repaid in full. The Optionee acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) at any time thereafter by any of the means referred to in the Option Section 4.3(d) of the Agreement. If Participant fails , although the Optionee acknowledges that the Optionee ultimately will be responsible for reporting any income tax or NICs due on this additional benefit directly to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired HMRC under the Planself-assessment regime. Notwithstanding the foregoing, if Participant Optionee is a director Director or executive officer of Dolby the Company (within the meaning of Section Paragraph 13(k) of the U.S. Securities and Exchange Act of 1934, as amendedAct), Participant shall the Optionee will not be eligible for such a loan from the Company to cover Tax-Related Itemsthe unpaid income taxes. In the event that Participant the Optionee is such a director Director or executive officer and Tax-Related Items the income taxes are not collected from or paid by Participant the Optionee by the Due Datedue date, the amount of any uncollected Tax-Related Items may income taxes will constitute a benefit to Participant the Optionee on which additional income tax and National Insurance Contributions may NICs (including Employer NICs) will be payable. Participant The Optionee will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) NICs due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F 6 of the Option Subscription Agreement: Participant I shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to account to HMRC with respect to the event giving rise to the Tax-Related Items (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F 6 of the Option Subscription Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made within ninety (90) days of the Taxable Event or such other period as required under U.K. law (the “Due Date”), Participant agrees I agree that the amount of any uncollected Tax-Related Items shall constitute a loan owed by Participant me to the Employer, effective on the Due Date. Participant agrees I agree that the loan will bear interest at the then-current HMRC Official Rate, it will be immediately due and repayable, and the Company or the Employer may recover it at any time thereafter by any of the means referred to in the Option Subscription Agreement. If Participant fails I fail to comply with his or her my obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares shares acquired under the Plan. Notwithstanding the foregoing, if Participant is I am a director or executive officer of Dolby the Company (within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), Participant I shall not be eligible for a loan from the Company to cover Tax-Related Items. In the event that Participant is I am a director or executive officer and Tax-Related Items are not collected from or paid by Participant me by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant me on which additional income tax and National Insurance Contributions may be payable. Participant I will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 2.5 of the Option Agreement: Participant Prior to the relevant taxable or tax withholding event, as applicable, the Associate shall pay or make arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Associate authorizes the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the Tax-Related Items by one or a combination of the following (1) withholding from the Associate’s wages or other cash compensation payable to the Associate by the Company, the Employer, or any Subsidiary at any time; or (2) withholding from the proceeds of the sale of Shares acquired at vesting of the RSUs either through a voluntary broker-dealer sale or through a mandatory broker-dealer sale arranged by the Company (on the Associate’s behalf pursuant to this authorization); or (3) payment directly from the Associate by cheque or cleared funds. The Associate agrees that if he or she does not pay or the Employer any or the Company does not withhold from the Associate the full amount of Tax-Related Items that the Company Associate owes at vesting, or the Employer may be required to account to HMRC release or assignment of the RSUs for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items RSUs (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Xxx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by Participant the Associate to the Employer, effective on 90 days after the Due DateTaxable Event. Participant The Associate agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Associate, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Associate by the Employer, by withholding in Shares issued at vesting or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Associate. The Associate also authorizes the Company to delay the issuance of any Shares unless and until the loan is repaid in full. The Associate acknowledges that the Company or the Employer may recover it any such additional income tax and NICs at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.5 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Associate acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Associate ultimately will be responsible for reporting and paying any income tax and or National Insurance contributions Contributions (including the Employer “NICs”) due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 2.5 of the Option Agreement: Participant shall The Associate agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Associate the full amount of Tax-Related Items that the Company Associate owes at vesting, or the Employer may be required to account to HMRC release or assignment of the RSUs for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items RSUs (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of the end of the U.K. tax year in which the Taxable Event occurred, or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (Earnings and Xxxxxxxx) Xxx 0000 (the “Due Date”), Participant agrees that then the amount of any the uncollected Tax-Related Items income tax shall constitute a loan owed by Participant the Associate to the Employer, effective on the Due Date. Participant The Associate agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Associate, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Associate by the Employer, by withholding in Shares issued at vesting or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Associate. The Associate acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) (including Employer NICs) at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.5 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Associate acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Associate ultimately will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime. Notwithstanding the foregoing, the Associate understands and agrees that if he or she is an officer or Director (as within the meaning of Section 13(k) of the Exchange Act), the Associate will not be eligible for such a loan to cover the income tax. In the event that the Associate is a Director or executive officer and the income tax is not collected from or paid by him or her by the Due Date, the Associate understands that the amount of any uncollected Tax-Related Items will constitute a benefit to him on which additional income tax and NICs (including Employer NICs) will be payable. The Associate understands and agrees that he will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company or the Employer (as appropriate) for the value of any NICs due on this additional benefit.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 2.5 of the Option Agreement: Participant shall The Associate agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Associate the full amount of Tax-Related Items that the Company Associate owes at vesting, or the Employer may be required to account to HMRC release or assignment of the RSUs for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items RSUs (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (Earnings and Pxxxxxxx) Xxx 0000 (the “Due Date”), Participant agrees that then the amount of any the uncollected Tax-Related Items income tax shall constitute a loan owed by Participant the Associate to the Employer, effective on the Due Date. Participant The Associate agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Associate, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Associate by the Employer, by withholding in Shares issued at vesting or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Associate. The Associate acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) (including Employer NICs) at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k) 2.5 of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Associate acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Associate ultimately will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime. Notwithstanding the foregoing, the Associate understands and agrees that if he or she is an officer or Director (as within the meaning of Section 13(k) of the Exchange Act), the Associate will not be eligible for such a loan to cover the income tax. In the event that the Associate is a Director or executive officer and the income tax is not collected from or paid by him or her by the Due Date, the Associate understands that the amount of any uncollected Tax-Related Items will constitute a benefit to him on which additional income tax and NICs (including Employer NICs) will be payable. The Associate understands and agrees that he will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company or the Employer (as appropriate) for the value of any NICs due on this additional benefit.

Tax Withholding Obligations. The following provisions supplements section II.F Section 4.3(d) of the Option Agreement: Participant shall The Optionee agrees that if he or she does not pay to the Company or the Employer any or the Company does not withhold from the Optionee the full amount of Tax-Related Items that the Company Optionee owes at exercise of the Option, or the Employer may be required to account to HMRC release or assignment of the Option for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items Option (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Xxx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by Participant the Optionee to the Employer, effective on 90 days after the Due DateTaxable Event. Participant The Optionee agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Optionee, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Optionee by the Employer, from the cash proceeds from the sale of Shares or by demanding cash or a cheque from the Optionee. The Optionee also authorizes the Company to delay the issuance of any Shares unless and until the loan is repaid in full. The Optionee acknowledges that the Company or the Employer may recover it any such additional income tax and National Insurance Contributions (“NICs”) at any time thereafter by any of the means referred to in the Option Section 4.3(d) of the Agreement. If Participant fails , although the Optionee acknowledges that the Optionee ultimately will be responsible for reporting any income tax or NICs due on this additional benefit directly to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired HMRC under the Planself-assessment regime. Notwithstanding the foregoing, if Participant Optionee is a director Director or executive officer of Dolby the Company (within the meaning of Section Paragraph 13(k) of the U.S. Securities and Exchange Act of 1934, as amendedAct), Participant shall the Optionee will not be eligible for such a loan from the Company to cover Tax-Related Itemsthe unpaid income taxes. In the event that Participant the Optionee is such a director Director or executive officer and Tax-Related Items the income taxes are not collected from or paid by Participant the Optionee by the Due Date, the amount of any uncollected Tax-Related Items may income taxes will constitute a benefit to Participant the Optionee on which additional income tax and National Insurance Contributions may NICs (including Employer NICs) will be payable. Participant The Optionee will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) NICs due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F provisions supplement Section 4.3 of the Agreement: Prior to the relevant taxable or tax withholding event, as applicable, the Optionee shall pay or make arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Optionee authorizes the Company and/or the Employer, or their respective agents, at their discretion, to satisfy the Tax-Related Items by one or a combination of the following (1) withholding from the Optionee’s wages or other cash compensation payable to the Optionee by the Company, the Employer, or any Subsidiary at any time; or (2) withholding from the proceeds of the sale of Shares acquired at exercise of the Option Agreement: Participant shall pay to either through a voluntary broker-dealer sale or through a mandatory broker-dealer sale arranged by the Company (on the Optionee’s behalf pursuant to this authorization); or (3) payment directly from the Optionee by cheque or cleared funds. The Optionee agrees that if he or she does not pay or the Employer any or the Company does not withhold from the Optionee the full amount of Tax-Related Items that the Company Optionee owes at exercise of the Option, or the Employer may be required to account to HMRC release or assignment of the Option for consideration, or the receipt of any other benefit in connection with respect to the event giving rise to the Tax-Related Items Option (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) due is not made ), within ninety (90) 90 days of after the Taxable Event or such other period as required under specified in section 222(1)(c) of the U.K. law Income Tax (the “Due Date”)Earnings and Pensions) Xxx 0000, Participant agrees that then the amount of any uncollected Tax-Related Items that should have been withheld shall constitute a loan owed by Participant the Optionee to the Employer, effective on 90 days after the Due DateTaxable Event. Participant The Optionee agrees that the loan will bear interest at the then-current HMRC Official Rate, it official rate of HM Revenue & Customs (“HMRC”) and will be immediately due and repayablerepayable by the Optionee, and the Company and/or the Employer may recover it at any time thereafter by withholding the funds from salary, bonus or any other funds due to the Optionee by the Employer, by withholding in Shares issued upon exercise of the Option or from the cash proceeds from the sale of Shares or by demanding cash or a check from the Optionee. The Optionee also authorizes the Company to delay the issuance of any Shares unless and until the loan is repaid in full. The Optionee acknowledges that the Company or the Employer may recover it any such additional income tax and NICs at any time thereafter by any of the means referred to in the Option Agreement. If Participant fails to comply with his or her obligations in connection with the Tax-Related Items as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant is a director or executive officer of Dolby (within the meaning of Section 13(k4.3(d) of the U.S. Securities and Exchange Act of 1934Agreement, as amended), Participant shall not be eligible for a loan from although the Company to cover Tax-Related Items. In Optionee acknowledges that the event that Participant is a director or executive officer and Tax-Related Items are not collected from or paid by Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to Participant on which additional income tax and National Insurance Contributions may be payable. Participant Optionee ultimately will be responsible for reporting and paying any income tax and or National Insurance contributions Contributions (including the Employer “NICs”) due on this additional benefit directly to HMRC under the self-assessment regime.

Tax Withholding Obligations. The following supplements section II.F Section 3(d) of the Option Agreement: Participant The Grantee shall pay to the Company or the Employer any amount of Tax-Related Items income tax that the Company or the Employer may be required to account to HMRC HM Revenue and Customs ("HMRC") with respect to the event giving rise to the Tax-Related Items income tax (the “Taxable Event”) that cannot be satisfied by the means described in Section II.F 3(d) of the Option Agreement. If payment or withholding of the Tax-Related Items (including Employer NICs) income tax due is not made within ninety (90) days of the end of the U.K. tax year (April 6 - April 5) in which the Taxable Event occurs or such other period as required under U.K. law (the “Due Date”), Participant the Grantee agrees that the amount of any uncollected Tax-Related Items income tax shall constitute a loan owed by Participant the Grantee to the Employer, effective on the Due Date. Participant The Grantee agrees that the loan will bear interest at the then-current HMRC Official Rate, it will be immediately due and repayable, and the Company or the Employer may recover it at any time thereafter by any of the means referred to in Section 3(d) of the Option Agreement. If Participant the Grantee fails to comply with his or her obligations in connection with the Tax-Related Items income tax as described in this section, the Company may refuse to deliver the Shares acquired under the Plan. Notwithstanding the foregoing, if Participant the Grantee is a director or executive officer of Dolby the Company (within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), Participant the Grantee shall not be eligible for a loan from the Company to cover Tax-Related Itemsincome tax. In the event that Participant the Grantee is a director or executive officer and Tax-Related Items are income tax is not collected from or paid by Participant the Grantee by the Due Date, the amount of any uncollected Tax-Related Items income tax may constitute a benefit to Participant the Grantee on which additional income tax and National Insurance Contributions ("NICs") may be payable. Participant The Grantee will be responsible for reporting and paying any income tax and National Insurance contributions (including the Employer NICs) due on this additional benefit directly to HMRC under the self-assessment regime., and for reimbursing the Company or the Employer (as appropriate) for the value of any employee NICs due on this additional benefit which the Company or the Employer may recover from the Grantee any time thereafter by any of the means referred to in Section 3(d) of the Agreement. EXHIBIT B SHARE OWNERSHIP AND RETENTION REQUIREMENT It is the Company's belief and expectation that executives should own a reasonable amount of Company stock to further align their interests with those of our shareholders. Accordingly, you are expected to adhere to share ownership and share retention requirements in connection with awards under the Plan. The share ownership requirement is stated as a multiple of your base salary and mandates that you own a an amount of shares with a value equal to the applicable multiple of your base salary. The share retention requirement is stated as a percentage of shares acquired under the Plan that must be retained, net of the cost of exercising shares and/or the taxes associated with the shares. You have until four years from first becoming subject to the requirements to satisfy your share ownership requirement. However, if you do not currently satisfy the share ownership requirement, you are subject to the share retention requirement. Your share ownership and retention requirements are set forth below based on the Grantee Level stated on the first page of this Agreement. Grantee Level Ownership Multiple ofAnnual Base Salary Retention RequirementPercentage 0 4 50% 1 3 40% 2 2 35% 3 1 30% 4 or 5 0.5 20% 6 or 7 0 0 Your ownership multiple is multiplied by your annual base salary and your share retention requirement is the percent of net shares acquired through the Plan (exercise of stock options or receipt of Shares). Your RSUs count toward satisfying your share ownership requirement beginning at the Grant Date. EXHIBIT C CONFIDENTIALITY, INVENTIONS, NON-SOLICITATION AND NON-COMPETITION PROVISIONS