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

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1. Name and Address of Reporting Person* TRUMBULL KATHERINE E (Last) (First) (Middle) 30 FRANK LLOYD WRIGHT DRIVE (Street) ANN ARBOR MI 48105 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/01/2024	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 Officer (give title below) Other (specify below) EVP, Chief Marketing Officer	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) 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	5,299.314(1)(2)(3)(4)(5)	D
Common Stock, $0.01 par value	85.361	I	401(k) Savings Plan

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	07/10/2023	07/10/2029	Common Stock, $0.01 par value	440	275.35	D
Option to Purchase Common Stock	07/15/2024	07/15/2030	Common Stock, $0.01 par value	120	413.68	D
Option to Purchase Common Stock	07/15/2024	07/15/2030	Common Stock, $0.01 par value	290	413.68	D
Option to Purchase Common Stock	03/31/2024	03/31/2031	Common Stock, $0.01 par value	363	367.79	D
Option to Purchase Common Stock	03/10/2025(6)	03/10/2032	Common Stock, $0.01 par value	570	393.14	D
Option to Purchase Common Stock	03/10/2026(7)	03/10/2033	Common Stock, $0.01 par value	720	300.16	D
Option to Purchase Common Stock	03/11/2027(8)	03/11/2034	Common Stock, $0.01 par value	523	443.9	D

Explanation of Responses:

1. Includes 27 shares of common stock representing the final tranche of an original restricted stock unit award with service-based vesting criteria that shall vest on December 14, 2024. Shares are issued and delivered following each vesting tranche of the award.

2. Includes 158 shares of common stock representing the final tranche of an original restricted stock unit award with service-based vesting criteria that shall vest on March 10, 2025. Shares are issued and delivered following each vesting tranche of the award.

3. Includes 292 shares of common stock representing the final two tranches of an original restricted stock unit award with service-based vesting criteria that shall vest one-half on each of March 10, 2025 and March 10, 2026. Shares are issued and delivered following each vesting tranche of the award.

4. Includes 330 shares of common stock representing an original restricted stock unit award with service-based vesting criteria that shall vest one-third each year on the anniversary date of the grant date. Thus, one-third shall vest on each of March 11, 2025, March 11, 2026 and March 11, 2027. Shares are issued and delivered following each vesting tranche of the award.

5. Includes 2,078 shares of common stock representing an original restricted stock unit award with service-based vesting criteria that shall vest one-fourth on the second anniversary date of the grant date, one-fourth on the third anniversary date of the grant date and the remaining one-half on the fourth anniversary date of the grant date. Thus, one-fourth shall vest on each of June 30, 2025 and June 30, 2026 and one-half shall vest on June 30, 2027. Shares are issued and delivered following each vesting tranche of the award.

6. The options to purchase common stock vest one-third each year on the anniversary date of the grant date. Thus, one-third vested on each of March 10, 2023 and March 10, 2024 and one-third shall vest on March 10, 2025.

7. The options to purchase common stock vest one-third each year on the anniversary date of the grant date. Thus, one-third vested on March 10, 2024 and one-third shall vest on each of March 10, 2025 and March 10, 2026.

8. The options to purchase common stock vest one-third each year on the anniversary date of the grant date. Thus, one-third shall vest on each of March 11, 2025, March 11, 2026 and March 11, 2027.

	/s/ Kevin S. Morris, attorney-in-fact	11/05/2024
	** 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.
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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 20th day of October, 2024.

 

WITNESS:

 

/s/ Katherine E. Trumbull /s/ Benjamin D. Trumbull

 

Print: Katherine E. Trumbull Print: Benjamin D. Trumbull

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