DICK'S SPORTING GOODS, INC. — Director's Dealing 2012

Apr 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICKS SPORTING GOODS INC (DKS)
CIK: 0001089063
Period of Report: 2012-04-03

Reporting Person: STACK EDWARD W (Director, Chairman and Chief Exec. Off., 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-03	Common Stock, par value $01 per share	A	108025	—	Acquired	8565770	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-03	Stock Option (Right to Buy)	$48.60	M	112164	Acquired	2019-04-03	Common Stock, par value $.01 per share (112164)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $01 per share	1527400	Indirect
Common Stock, par value $01 per share	1910490	Indirect
Common Stock, par value $01 per share	2211930	Indirect
Common Stock, par value $01 per share	2336480	Indirect
Common Stock, par value $01 per share	2421118	Indirect

Footnotes

F1: Shares of restricted stock, subject to vesting.

F2: Amount includes 8,212,665 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.

F3: Represents shares of Class B Common Stock.

F4: These shares are held by the Edward W. Stack Grantor Retained Annuity Trust I.

F5: These shares are held by the Edward W. Stack Grantor Retained Annuity Trust II.

F6: These shares are held by the Edward W. Stack Grantor Retained Annuity Trust III.

F7: These shares are held by the Edward W. Stack Grantor Retained Annuity Trust IV.

F8: These shares are held by the Edward W. Stack Grantor Retained Annuity Trust V.

F9: Option vests 25% per year over a four year period, on the anniversary of the date of grant.