SEC Form 4 · accession 0001209191-16-108154
DICK'S SPORTING GOODS, INC. · DKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward W Stack
Officer — Chairman and CEO · Director · 10% Owner
Period of report
Mar 10, 2016
Accepted (ET)
Mar 14, 2016 · 5:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001089063
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1 | Mar 10, 2016 | M | 160,000 | $13.82 | A | 13,240,741 | D | |
| Common Stock, par value $0.01 per shareF2,F1 | Mar 10, 2016 | S | 139,152 | $45.5146 | D | 13,101,589 | D | |
| Common Stock, par value $0.01 per shareF3,F1 | Mar 10, 2016 | S | 20,848 | $46.018 | D | 13,080,741 | D | |
| Common Stock, par value $0.01 per shareF1 | Mar 11, 2016 | M | 135,000 | $13.82 | A | 13,215,741 | D | |
| Common Stock, par value $0.01 per shareF4,F1 | Mar 11, 2016 | S | 135,000 | $45.8693 | D | 13,080,741 | D | |
| Common Stock, par value $0.01 per shareF1 | Mar 14, 2016 | M | 50,000 | $13.82 | A | 13,130,741 | D | |
| Common Stock, par value $0.01 per shareF1 | Mar 14, 2016 | M | 135,000 | $13.82 | A | 13,265,741 | D | |
| Common Stock, par value $0.01 per shareF5 | holding | — | — | — | 1,689,561 | I | By grantor retained annuity trust | |
| Common Stock, par value $0.01 per shareF6 | holding | — | — | — | 2,176,948 | I | By grantor retained annuity trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy) | $13.82 | Mar 10, 2016 | M | 160,000 | D | Mar 18, 2013 | Mar 18, 2016 | Common Stock, par value $0.01 per share | 160,000 | 185,000 | D |
| Stock Option (Right to Buy) | $13.82 | Mar 11, 2016 | M | 135,000 | D | Mar 18, 2013 | Mar 18, 2016 | Common Stock, par value $0.01 per share | 135,000 | 50,000 | D |
| Stock Option (Right to Buy) | $13.82 | Mar 14, 2016 | M | 50,000 | D | Mar 18, 2013 | Mar 18, 2016 | Common Stock, par value $0.01 per share | 50,000 | 0 | D |
| Stock Option (Right to Buy)F7 | $13.82 | Mar 14, 2016 | M | 135,000 | D | — | Mar 18, 2016 | Common Stock, par value $0.01 per share | 135,000 | 0 | D |
Explanation of responses
- F1Amount includes 12,200,549 shares of Class B common stock (the "Class B Common Stock"), which is not registered under the Securities Exchange Act of 1934, as amended. Holders of Class B Common Stock have identical rights to holders of common stock, except that holders of Class B Common Stock are entitled to 10 votes for each share held of record. Each share of Class B Common Stock is convertible at any time, at the option of the holder, into one share of common stock.
- F2Represents the weighted average of multiple sales transactions ranging in price from $44.95 to $45.94. Mr. Stack agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or a security holder of the Company.
- F3Represents the weighted average of multiple sales transactions ranging in price from $45.95 to $46.15. Mr. Stack agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or a security holder of the Company.
- F4Represents the weighted average of multiple sales transactions ranging in price from $45.66 to $46.03. Mr. Stack agrees to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or a security holder of the Company.
- F5These shares are held by the Edward W. Stack Grantor Retained Annuity Trust IV.
- F6These shares are held by the Edward W. Stack Grantor Retained Annuity Trust V.
- F7Option vested 25% per year over a four year period, on the anniversary date of the grant.