SEC Form 4 · accession 0001209191-17-025686
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
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 4:44 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,F2 | Apr 3, 2017 | A | 106,990 | $0.00 | A | 3,920,841 | D | |
| Common Stock, par value $0.01 per shareF2 | Apr 3, 2017 | F | 13,997 | $49.07 | D | 3,906,844 | D | |
| Common Stock, par value $0.01 per shareF3 | holding | — | — | — | 1,439,311 | I | By grantor retained annuity trust | |
| Common Stock, par value $0.01 per shareF4 | holding | — | — | — | 2,058,748 | I | By grantor retained annuity trust | |
| Common Stock, par value $0.01 per shareF5 | holding | — | — | — | 3,333,333 | I | By grantor retained annuity trust | |
| Common Stock, par value $0.01 per shareF6 | holding | — | — | — | 3,333,333 | I | By grantor retained annuity trust | |
| Common Stock, par value $0.01 per shareF7 | holding | — | — | — | 3,333,334 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F8 | $49.07 | Apr 3, 2017 | A | 151,210 | A | — | Apr 3, 2024 | Common Stock, par value $0.01 per share | 151,210 | 151,210 | D |
Explanation of responses
- F1Shares of time-based restricted stock, subject to vesting.
- F2Amount includes 2,568,999 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.
- F3These shares are held by the Edward W. Stack Grantor Retained Annuity Trust IV.
- F4These shares are held by the Edward W. Stack Grantor Retained Annuity Trust V.
- F5These shares are held by the Edward W. Stack Grantor Retained Annuity Trust VI.
- F6These shares are held by the Edward W. Stack Grantor Retained Annuity Trust VII.
- F7These shares are held by the Edward W. Stack Grantor Retained Annuity Trust VIII.
- F8Stock option vests 25% per year on the first, second, third and fourth anniversaries of the date of grant.