Page 13 of 17 – SEC Filing Except as set forth in Schedule A, none of the
Filers has effected any transactions in the Stock in the last 60 days.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
SCM is the investment adviser of its clients pursuant
to investment management agreements or limited partnership agreements providing to SCM the authority, among other things, to invest
the funds of such clients in the Stock, to vote and dispose of the Stock and to file this statement on behalf of such clients.
Pursuant to such limited partnership agreements, the general partner of such clients is entitled to allocations based on assets
under management and realized and unrealized gains. Pursuant to such investment management agreements, SCM (or SCMGP) is entitled
to fees based on assets under management and realized and unrealized gains.
Item 7. Material to be Filed as Exhibits
Exhibit No.
Description
A Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G.* B Stockholder Proposal sent to the Issuer pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended.* C Letter to the Board of Directors, dated December 18, 2014.* D Letter from Dominic P. DeMarco to the Chairman of the Board of Directors, dated January 21, 2015.* E Letter from Dominic P. DeMarco to the Chairman of the Board of Directors, dated February 4, 2015.* F Press Release of Stadium Capital Partners, L.P., dated March 17, 2015.* G Settlement Agreement, dated April 30, 2015, by and among the persons and entities listed on Schedule A thereto, Big 5 Sporting Goods Corporation, Dominic P. DeMarco and Nicholas Donatiello, Jr.* H Press Release, dated May 1, 2015.* I Amendment to Settlement Agreement, dated March 4, 2016, by and among the persons and entities listed on Schedule A thereto, Big 5 Sporting Goods Corporation, Dominic P. DeMarco and Nicholas Donatiello, Jr.* J Press Release of Stadium Capital Management, LLC, dated September 9,
2016.
* Previously filed.
Page 13 of 17
Except as set forth in Schedule A, none of the
Filers has effected any transactions in the Stock in the last 60 days.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
SCM is the investment adviser of its clients pursuant
to investment management agreements or limited partnership agreements providing to SCM the authority, among other things, to invest
the funds of such clients in the Stock, to vote and dispose of the Stock and to file this statement on behalf of such clients.
Pursuant to such limited partnership agreements, the general partner of such clients is entitled to allocations based on assets
under management and realized and unrealized gains. Pursuant to such investment management agreements, SCM (or SCMGP) is entitled
to fees based on assets under management and realized and unrealized gains.
Item 7. Material to be Filed as Exhibits
| Exhibit No. | Description | |
| A | Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G.* | |
| B | Stockholder Proposal sent to the Issuer pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended.* | |
| C | Letter to the Board of Directors, dated December 18, 2014.* | |
| D | Letter from Dominic P. DeMarco to the Chairman of the Board of Directors, dated January 21, 2015.* | |
| E | Letter from Dominic P. DeMarco to the Chairman of the Board of Directors, dated February 4, 2015.* | |
| F | Press Release of Stadium Capital Partners, L.P., dated March 17, 2015.* | |
| G | Settlement Agreement, dated April 30, 2015, by and among the persons and entities listed on Schedule A thereto, Big 5 Sporting Goods Corporation, Dominic P. DeMarco and Nicholas Donatiello, Jr.* | |
| H | Press Release, dated May 1, 2015.* | |
| I | Amendment to Settlement Agreement, dated March 4, 2016, by and among the persons and entities listed on Schedule A thereto, Big 5 Sporting Goods Corporation, Dominic P. DeMarco and Nicholas Donatiello, Jr.* | |
| J | Press Release of Stadium Capital Management, LLC, dated September 9, 2016. |
* Previously filed.
| Page 13 of 17 |
