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Filing Details

Accession Number:: 0001214659-20-007536
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-08-28 17:00:20
Reporting Period:: 2020-08-26

Accepted Time:: 2020-08-28 17:00:20
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1089063	Dick's 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 Ceo	No	No	No	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	Explanation
Common Stock, Par Value $0.01 Per Share	Disposition	2020-05-26	713,008	$0.00	0	No	4	G	Indirect	By Grantor Retained Annuity Trust
Common Stock, Par Value $0.01 Per Share	Disposition	2020-08-26	103,675	$51.37	10,629,328	No	4	S	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2020-08-26	109,698	$52.19	10,519,630	No	4	S	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2020-08-26	36,627	$52.99	10,483,003	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	G	Indirect	By Grantor Retained Annuity Trust
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	3,758,888	Indirect	By Grantor Retained Annuity Trust

Footnotes

On May 26, 2010, Mr. Stack contributed shares of Class B Common Stock to the Edward W. Stack Grantor Retained Annuity Trust V ("GRAT V") for the benefit of his children. Shares have thereafter been transferred annually from the trust to Mr. Stack to satisfy annuity payment obligations. Upon termination of GRAT V on May 26, 2020, the remaining 713,008 shares held by the trust were gifted to the Edward W. Stack Irrevocable Trust, in which Mr. Stack has neither a direct nor indirect beneficial ownership interest.
Pursuant to a currently effective Rule 10b5-1 Plan.
The sales were executed in a series of transactions with a price range of $50.81 to $51.80, inclusive. The reporting person undertakes to provide to Dick's Sporting Goods, Inc., any security holder of Dick's Sporting Goods, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Amount reflects shifts from indirect to direct ownership of the following shares of Class B Common Stock from the indicated Edward W. Stack Grantor Retained Annuity Trust to Mr. Stack directly to satisfy annual annuity payment obligations: (i) 474,465 shares from GRAT V on May 26, 2020 and (ii) 2,241,112 shares from the Edward W. Stack Grantor Retained Annuity Trust X ("GRAT X") on June 17, 2020.
Amount includes 9,049,087 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.
The sales were executed in a series of transactions with a price range of $51.81 to $52.80, inclusive. The reporting person undertakes to provide to Dick's Sporting Goods, Inc., any security holder of Dick's Sporting Goods, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
The sales were executed in a series of transactions with a price range of $52.81 to $53.35, inclusive. The reporting person undertakes to provide to Dick's Sporting Goods, Inc., any security holder of Dick's Sporting Goods, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
These shares are held by GRAT X.