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BIG 5 SPORTING GOODS Corp Director's Dealing 2013

May 6, 2013

34767_dirs_2013-05-06_eda28084-6b10-43be-b9da-553014e716ea.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BIG 5 SPORTING GOODS CORP (BGFV)
CIK: 0001156388
Period of Report: 2013-05-02

Reporting Person: STADIUM CAPITAL MANAGEMENT LLC (Director, 10% Owner)
Reporting Person: KENT BRADLEY R (Director, 10% Owner)
Reporting Person: SEAVER ALEXANDER M (Director, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-05-02 Common stock S 111000 $19.0651 Disposed 3112819 Indirect
2013-05-03 Common stock S 44000 $19.4529 Disposed 3068819 Indirect
2013-05-06 Common stock S 41000 $20.0973 Disposed 3027819 Indirect

Footnotes

F1: The reporting persons disclaim membership in a group with any other person within the meaning of Rule 13d-5(b)(i) and Rule 16a-1(a)(1) under the Exchange Act. These securities are owned by investment limited partnerships, of which Stadium Capital Management, LLC ("SCM") is the general partner and investment adviser. Mr. Seaver and Mr. Kent are the Managers of SCM. Each reporting person has only a pro rata interest in the securities with respect to which indirect beneficial ownership is reported and disclaims beneficial ownership in such securities except to the extent of such reporting person's pecuniary Interest.