SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
HEADEN CYNTHIA A

(Last) (First) (Middle)
30 FRANK LLOYD WRIGHT DR

(Street)
ANN ARBOR MI 48105

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/20/2020
3. Issuer Name and Ticker or Trading Symbol
DOMINOS PIZZA INC [ DPZ ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Supply Chain Services
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value 2,522.342(1)(2)(3)(4)(5)(6)(7) D
Common Stock, $0.01 par value 22.368 I Owned by spouse
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Purchase Common Stock 07/19/2021(8) 07/19/2027 Common Stock, $0.01 par value 515 212.52 D
Option to Purchase Common Stock 07/18/2022(9) 07/18/2028 Common Stock, $0.01 par value 900 283.68 D
Option to Purchase Common Stock 07/10/2023(10) 07/10/2029 Common Stock, $0.01 par value 520 275.35 D
Option to Purchase Common Stock 07/15/2024(11) 07/15/2030 Common Stock, $0.01 par value 580 413.68 D
Option to Purchase Common Stock 07/15/2024(11) 07/15/2030 Common Stock, $0.01 par value 180 413.68 D
Option to Purchase Common Stock 08/20/2024(12) 08/20/2030 Common Stock, $0.01 par value 500 418.33 D
Explanation of Responses:
1. Includes 145 shares of common stock representing the final tranche of an original grant of performance-based restricted stock that shall vest on July 19, 2021 if applicable performance conditions are achieved.
2. Includes 230 shares of common stock representing the final two tranches of an original grant of performance-based restricted stock that shall vest one-half on each of July 18, 2021 and July 18, 2022 if applicable performance conditions are achieved.
3. Includes 630 shares of common stock representing the final three tranches of an original grant of performance-based restricted stock that shall vest one-third on each of February 20, 2021, February 20, 2022 and February 20, 2023 if applicable performance conditions are achieved.
4. Includes 278 shares of common stock representing the final three tranches of an original grant of performance-based restricted stock that shall vest one-third on each of July 10, 2021, July 10, 2022 and July 10, 2023 if applicable performance conditions are achieved.
5. Includes 140 shares of common stock representing an original grant of performance-based restricted stock that shall vest one-fourth on each of July 15, 2021, July 15, 2022, July 15, 2023 and July 15, 2024 if applicable performance conditions are achieved.
6. Includes 450 shares of common stock representing an original grant of performance-based restricted stock that shall vest one-fourth on each of July 15, 2021, July 15, 2022, July 15, 2023 and July 15, 2024 if applicable performance conditions are achieved.
7. Includes 130 shares of common stock representing an original grant of performance-based restricted stock that shall vest one-fourth on each of August 20, 2021, August 20, 2022, August 20, 2023 and August 20, 2024 if applicable performance conditions are achieved.
8. The number of underlying shares represents the unexercised portion of the original grant as of the date of this report. One-half of the unexercised options vested on July 19, 2020 and one-half shall vest on July 19, 2021.
9. The options to purchase common stock vest one-fourth each year on the anniversary date of the grant date. Thus, one-fourth vested on each of July 18, 2019 and July 18, 2020 and one-fourth shall vest on each of July 18, 2021 and July 18, 2022.
10. The options to purchase common stock vest one-fourth each year on the anniversary date of the grant date. Thus, one-fourth vested on July 10, 2020 and one-fourth shall vest on each of July 10, 2021, July 10, 2022 and July 10, 2023.
11. The options to purchase common stock vest one-fourth each year on the anniversary date of the grant date. Thus, one-fourth shall vest on each of July 15, 2021, July 15, 2022, July 15, 2023 and July 15, 2024.
12. The options to purchase common stock vest one-fourth each year on the anniversary date of the grant date. Thus, one-fourth shall vest on each of August 20, 2021, August 20, 2022, August 20, 2023 and August 20, 2024.
Remarks:
/s/ Kevin S. Morris, attorney-in-fact 08/28/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

Know all by these present, that the undersigned hereby constitutes and appoints
Kevin S. Morris, Joseph W. Clementz and Stacey M. Rodriguez, signing singly, the
undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Domino's Pizza, Inc. (the "Company"), Forms 3,
4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete and execute any amendment or amendments thereto, and timely file such
form with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 16th day of August, 2020.

/s/ Cynthia A. Headen
Print: Cynthia A. Headen

WITNESS:

/s/ Kevin J. Parks
Print: Kevin J. Parks