DICK'S SPORTING GOODS, INC. — Director's Dealing 2015

Apr 7, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICKS SPORTING GOODS INC (DKS)
CIK: 0001089063
Period of Report: 2015-04-03

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
2015-04-03	Common Stock, par value $0.01 per share	A	89774	—	Acquired	12074862	Direct
2015-04-03	Common Stock, par value $0.01 per share	F	45446	$58.48	Disposed	12029416	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-03	Stock Option (Right to Buy)	$58.48	A	97234	Acquired	2022-04-03	Common Stock, par value $0.01 per share (97234)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	1395332	Indirect
Common Stock, par value $0.01 per share	1921661	Indirect
Common Stock, par value $0.01 per share	2291748	Indirect

Footnotes

F1: Shares of time-based restricted stock, subject to vesting.

F2: Amount includes 11,449,224 shares of Class B common stock (the "Class B Common Stock"), which is not registered under the Securities 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: These shares are held by the Edward W. Stack Grantor Retained Annuity Trust III.

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

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

F6: Stock option vests 25% per year on the first, second, third and fourth anniversaries of the grant date.