STACK EDWARD W 4
4 · DICK'S SPORTING GOODS, INC. · Filed Apr 1, 2026
Research Summary
AI-generated summary of this filing
DICK'S (DKS) 10% Owner Edward W. Stack Sells Shares After Exercise
What Happened
- Edward W. Stack (reported as a 10% owner) exercised 210,478 stock options at an adjusted exercise price of $32.77 (total cash cost ≈ $6,897,364) on 2026-03-31, and the 210,478 shares were sold in multiple open-market transactions the same day. The sales were completed in tranches for aggregate gross proceeds of ≈ $41,608,926.
- The pattern (exercise followed by same-day sales of the exercised shares) is consistent with a cashless exercise/monetization of optioned shares rather than an outright open-market purchase.
Key Details
- Transaction date: 2026-03-31 (filed 2026-04-01 — timely).
- Exercise: 210,478 shares acquired at $32.77 each (adjusted exercise price per footnote F1).
- Sales: 210,478 shares sold in multiple trades at prices ranging roughly from $195.36 to $200.36, in tranches that generated about $41.6M total:
- 11,832 shares @ ~$195.77 (≈ $2.32M)
- 73,136 shares @ ~$197.01 (≈ $14.41M)
- 86,848 shares @ ~$197.84 (≈ $17.18M)
- 22,722 shares @ ~$198.65 (≈ $4.51M)
- 15,940 shares @ ~$200.02 (≈ $3.19M)
- Price ranges per footnotes: $195.36–$196.3415 (F3), $196.3566–$197.3534 (F4), $197.36–$198.35 (F5), $198.36–$199.2614 (F6), $199.4079–$200.36 (F7).
- Holdings noted in the filing: the reporting person remains a significant owner (10% owner). Footnotes list large Class B holdings and trust holdings (e.g., 5,281,431 Class B shares per F2; trusts holding 1,411,383; 2,000,000; and 1,000,000 Class B shares in F8–F10).
- Other footnotes: F1 explains the adjusted exercise price due to a special cash dividend; F11 describes vesting schedule for the option. No 10b5-1 plan or late filing was indicated.
Context
- For retail investors: this was an option exercise immediately followed by sales of the same shares (a common way for insiders to realize gains or cover exercise/tax costs). Sales after exercising do not necessarily indicate a negative view of the company on their own.
- As a reported 10% owner, Stack is a large shareholder via Class B shares (which carry enhanced voting power and are often held in trusts), so these transactions reflect management/owner liquidity rather than routine small insider trades.
Insider Transaction Report
Form 4
STACK EDWARD W
DirectorExecutive Chairman10% Owner
Transactions
- Exercise/Conversion
Common Stock, par value $0.01 per share
[F1][F2]2026-03-31$32.77/sh+210,478$6,897,364→ 6,759,504 total - Sale
Common Stock, par value $0.01 per share
[F3][F2]2026-03-31$195.77/sh−11,832$2,316,351→ 6,747,672 total - Sale
Common Stock, par value $0.01 per share
[F4][F2]2026-03-31$197.01/sh−73,136$14,408,523→ 6,674,536 total - Sale
Common Stock, par value $0.01 per share
[F5][F2]2026-03-31$197.84/sh−86,848$17,182,008→ 6,587,688 total - Sale
Common Stock, par value $0.01 per share
[F6][F2]2026-03-31$198.65/sh−22,722$4,513,725→ 6,564,966 total - Sale
Common Stock, par value $0.01 per share
[F7][F2]2026-03-31$200.02/sh−15,940$3,188,319→ 6,549,026 total - Exercise/Conversion
Stock Option (Right to Buy)
[F1][F11]2026-03-31−210,478→ 0 totalExercise: $32.77Exp: 2026-04-03→ Common Stock, par value $0.01 per share (210,478 underlying)
Holdings
- 1,411,383(indirect: By Trust)
Common Stock, par value $0.01 per share
[F8] - 2,000,000(indirect: By Trust)
Common Stock, par value $0.01 per share
[F9] - 1,000,000(indirect: By Trust)
Common Stock, par value $0.01 per share
[F10]
Footnotes (11)
- [F1]The exercise price shown has been adjusted from the grant date exercise price due to the special cash dividend paid by Dick's Sporting Goods, Inc. (the "Company") on September 24, 2021, which was required by the Company's Amended and Restated 2012 Stock and Incentive Plan.
- [F10]Amount includes 1,000,000 shares of Class B Common Stock, which is not registered under the Exchange Act. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust XIII.
- [F11]The option vested in four equal installments on April 3, 2020, April 3, 2021, April 3, 2022 and April 3, 2023.
- [F2]Amount includes 5,281,431 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]These sales were executed in a series of transactions with a price range of $195.36 to $196.3415, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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.
- [F4]These sales were executed in a series of transactions with a price range of $196.3566 to $197.3534, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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.
- [F5]These sales were executed in a series of transactions with a price range of $197.36 to $198.35, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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.
- [F6]These sales were executed in a series of transactions with a price range of $198.36 to $199.2614, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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.
- [F7]These sales were executed in a series of transactions with a price range of $199.4079 to $200.36, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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.
- [F8]Amount includes 1,411,383 shares of Class B Common Stock, which is not registered under the Exchange Act. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust XI.
- [F9]Amount includes 2,000,000 shares of Class B Common Stock, which is not registered under the Exchange Act. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust XII.
Signature
/s/ Edward W. Stack|2026-04-01