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Filing Details

Accession Number:: 0001181431-11-010993
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-02-16 21:22:54
Reporting Period:: 2011-02-14

Filing Date:: 2011-02-16
Accepted Time:: 2011-02-16 21:22:54
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
916235	Sonic Solutions	SNIC	Services-Computer Integrated Systems Design (7373)	930925818

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1318027	Matthew Dimaria	C/C Sonic Solutions, 7250 Redwood Blvd. Suite 300 Novato CA 94945	Evp, General Manager Roxio	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2011-02-14	38,542	$14.99	0	No	4	U	Direct
Common Stock	Acquisiton	2011-02-14	3,500	$1.23	3,500	No	4	M	Direct
Common Stock	Disposition	2011-02-14	3,500	$14.93	0	No	4	S	Direct
Common Stock	Acquisiton	2011-02-14	18,750	$0.00	18,750	No	4	M	Direct
Common Stock	Disposition	2011-02-14	8,750	$14.93	10,000	No	4	F	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	U	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	F	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option (Right to Buy)	Disposition	2011-02-14	3,500	$0.00	3,500	$1.23
Common Stock	Restricted Stock Unit	Disposition	2011-02-14	18,750	$0.00	18,750	$0.00
Common Stock	Stock Option (Right to Buy)	Disposition	2011-02-14	44,417	$0.00	44,417	$1.23
Common Stock	Stock Option (Right to Buy)	Disposition	2011-02-14	34,375	$0.00	34,375	$4.82

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
44,417	2018-12-15	No	4	M	Direct
0	2020-10-07	No	4	M	Direct
0	2018-12-15	No	4	D	Direct
0	2019-10-28	No	4	D	Direct

Footnotes

These shares are being sold pursuant to a 10b5-1 plan.
Average multiple open market transactions during the day. Purchase prices for the shares ranged from $14.92 to $14.96.
The underlying stock option vested immediately upon change in control per standard company policy for executive officers and directors.
Price represents February 14, 2011 value of aggregate tender offer consideration of 45% Rovi Corporation common stock and 55% cash. Final calculation of actual consideration has not yet been performed, and payment has not yet been received.
This Form 4 is being filed to report the accelerated vesting of Restricted Stock Units ("RSUs") in conjunction with change of control terms between Sonic Solutions (the "Company") and reporting person. Each RSU represents a contingent right to receive one share of Company common stock. The RSU was originally granted on October 7, 2010. Vested shares will be delivered to the reporting person.
Represents shares withheld to satisfy income tax obligations associated with the release of common stock to the reporting person upon the vesting of RSUs.
The exchange offer by Rovi Corporation for any and all shares of Common Stock of Sonic Solutions has expired and on February 14, 2011, Rovi Corporation accepted for payment in accordance with the terms of the offer, approximately 89.3% of the outstanding Sonic Solutions common stock. Pursuant to an agreement between Sonic Solutions and the filer, upon such acceptance, all outstanding unvested options to purchase common stock vested. Pursuant to resolutions of the compensation committee of the board of directors of Sonic Solutions and of the board of directors of Sonic Solutions and the agreement with the filer pursuant thereto, all such options not previously sold pursuant to 10b5-1 plan, have been automatically net exercised and have been automatically settled in cash.