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Filing Details

Accession Number:: 0001181431-14-039200
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-12-18 16:27:52
Reporting Period:: 2014-12-16

Filing Date:: 2014-12-18
Accepted Time:: 2014-12-18 16:27:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1089063	Dicks Sporting Goods Inc	DKS	Retail-Miscellaneous Shopping Goods Stores (5940)	161241537

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1198911	W Edward Stack	345 Court Street Coraopolis PA 15108	Chairman And Chief Exec. Off.	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $.01 Per Share	Acquisiton	2014-12-16	130,800	$17.98	12,115,888	No	4	M	Direct
Common Stock, Par Value $.01 Per Share	Disposition	2014-12-16	130,800	$49.77	11,985,088	No	4	S	Direct
Common Stock, Par Value $.01 Per Share	Acquisiton	2014-12-17	119,200	$17.98	12,104,288	No	4	M	Direct
Common Stock, Par Value $.01 Per Share	Acquisiton	2014-12-17	90,000	$27.87	12,194,288	No	4	M	Direct
Common Stock, Par Value $.01 Per Share	Disposition	2014-12-17	209,200	$49.18	11,985,088	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, Par Value $.01 Per Share	Stock Option (Right to Buy)	Disposition	2014-12-16	130,800	$0.00	130,800	$17.98
Common Stock, Par Value $.01 Per Share	Stock Option (Right to Buy)	Disposition	2014-12-17	119,200	$0.00	119,200	$17.98
Common Stock, Par Value $.01 Per Share	Stock Option (Right to Buy)	Disposition	2014-12-17	90,000	$0.00	90,000	$27.87

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
119,200	2009-03-02	2015-03-02	No	4	M	Direct
0	2009-03-02	2015-03-02	No	4	M	Direct
0	2012-03-27	2015-03-27	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $.01 Per Share	1,395,332	Indirect	By trust
Common Stock, Par Value $.01 Per Share	1,921,661	Indirect	By trust
Common Stock, Par Value $.01 Per Share	2,291,748	Indirect	By trust

Footnotes

Pursuant to a Memorandum of Understanding ("MOU") dated the 2nd day of March, 2009, Mr. Stack's former spouse is entitled to receive the economic benefit with respect to certain stock options exercisable for shares of common stock (the number of shares would be equitably adjusted for any stock split, recapitalization or similar event), which includes the right to request the exercise and/or sale of such stock options in accordance with the Company's applicable policies, Section 16(b) limitations and the terms of the MOU. Mr. Stack maintains voting power with respect to any such stock underlying these options when such option is exercised. One-half of the net after tax proceeds associated with the exercise and sale of 125,000 shares underlying the vested stock options have been transferred in accordance with the terms of the MOU.
Amount includes 11,449,224 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.
Amounts reflect a shift from indirect to direct ownership of 661,000 shares of Class B Common Stock, which had been held by the Edward W. Stack Grantor Retained Annuity Trusts referenced in footnotes 6, 8 and 10, and which were transferred to Mr. Stack on September 4, 2014 to satisfy annuity payment obligations under the Grantor Retained Annuity Trusts.
Represents the weighted average of multiple sales transactions ranging in price from $49.50 to $50.27. 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.
Represents the weighted average of multiple sales transactions ranging in price from $49.00 to $49.57. 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.
Amount reflects a shift from indirect to direct ownership of 375,000 shares of Class B Common Stock, which had been held by the Edward W. Stack Grantor Retained Annuity Trust III, and which were transferred to Mr. Stack on September 4, 2014 to satisfy annual annuity payment obligations, as discussed in Footnote 3 above.
These shares are held by the Edward W. Stack Grantor Retained Annuity Trust III.
Amount reflects a shift from indirect to direct ownership of 211,500 shares of Class B Common Stock, which had been held by the Edward W. Stack Grantor Retained Annuity Trust IV, and which were transferred to Mr. Stack on September 4, 2014 to satisfy annual annuity payment obligations, as discussed in Footnote 3 above.
These shares are held by the Edward W. Stack Grantor Retained Annuity Trust IV.
Amount reflects a shift from indirect to direct ownership of 74,500 shares of Class B Common Stock, which had been held by the Edward W. Stack Grantor Retained Annuity Trust V, and which were transferred to Mr. Stack on September 4, 2014 to satisfy annual annuity payment obligations, as discussed in Footnote 3 above.
These shares are held by the Edward W. Stack Grantor Retained Annuity Trust V.