Thomas Conrad - 13 Feb 2025 Form 4 Insider Report for Sonos Inc (SONO)

Signature
/s/ Rebecca Schuster by power of attorney
Issuer symbol
SONO
Transactions as of
13 Feb 2025
Net transactions value
-$135,976
Form type
4
Filing time
18 Feb 2025, 18:32:09 UTC
Previous filing
15 Jan 2025
Next filing
17 Mar 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SONO Common Stock Options Exercise +29,971 +65% 76,185 13 Feb 2025 Direct F1, F2, F3
transaction SONO Common Stock Tax liability $135,976 -10,364 -14% $13.12 65,821 13 Feb 2025 Direct F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SONO Restricted Stock Units Options Exercise $0 -29,971 -17% $0.000000 149,855 13 Feb 2025 Common Stock 29,971 Direct F1, F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 Mr. Conrad was granted 10,656 RSUs on March 11, 2024, which were scheduled to vest in full on the earlier of March 11, 2025 or the next annual meeting of stockholders, subject to his continued service on the Company's Board of Directors (the "Board") as an independent director. Mr. Conrad accepted a position with the Company as Interim Chief Executive Officer and became a non-independent member of the Board, effective January 13, 2025, thus these RSUs vested on a pro rata basis. The reported amount has been reduced by 1,776 as compared to Mr. Conrad's prior Form 4 to reflect forfeited shares.
F4 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.
F5 1/6 of the shares subject to the RSUs vest in equal installments on each monthly anniversary date following the vesting commencement date of January 13, 2025, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person as Interim Chief Executive Officer on each vesting date. The RSUs are subject to double-trigger acceleration.