Welcome to our dedicated page for Big 5 Sporting Goods SEC filings (Ticker: BGFV), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings for Big 5 Sporting Goods Corporation (BGFV) provide a detailed record of the company’s operations as a public sporting goods retailer in the western United States and the steps that led to its 2025 go-private transaction. As described in its public communications, Big 5 operated more than 400 "Big 5 Sporting Goods" stores, offering athletic shoes, apparel and accessories, and a broad selection of outdoor and athletic equipment for team sports, fitness, camping, hunting, fishing, home recreation, tennis, golf, and winter and summer recreation.
Among the most significant documents in the BGFV filing history are the Form 8-K reports related to its acquisition. A Form 8-K dated June 29, 2025 describes the Agreement and Plan of Merger with Worldwide Sports Group Holdings LLC, WSG Merger LLC, and Worldwide Golf Group LLC, under which each share of common stock would be converted into the right to receive $1.45 per share in cash, subject to conditions. A later Form 8-K dated September 26, 2025 reports the results of the special meeting of stockholders at which the merger proposal and related compensation proposal were approved.
The Form 8-K filed on October 2, 2025 documents completion of the merger, the conversion of outstanding shares into cash consideration, the change of control, and changes to Big 5’s charter documents and board composition. It also explains the company’s request that Nasdaq suspend trading in BGFV and file Form 25 to delist the common stock, and notes the company’s intention to file Form 15 to terminate registration and suspend reporting obligations.
In addition, a Form 25 dated October 2, 2025, filed by The Nasdaq Stock Market LLC, formally notifies the SEC of the removal of Big 5’s common stock from listing and registration on Nasdaq. Earlier filings, including periodic reports referenced in the company’s press releases, contain financial statements, store counts, and risk factor discussions relevant to its sporting goods retail operations.
On this page, users can review Big 5’s historical SEC filings associated with the BGFV ticker, including Forms 10-K and 10-Q (where available), as well as the key merger-related Forms 8-K, Form 25, and related exhibits. AI-powered tools can help summarize these documents, highlight the main terms of the merger, and clarify how the delisting and change of control affected former public stockholders.
Big 5 Sporting Goods (BGFV) reported a Section 16 Form 4 showing that on
Insider transaction tied to merger payout: The Form 4 reports that Frank Pasillas, Senior VP, Store Operations of Big 5 Sporting Goods (BGFV), disposed of 21,660 shares of common stock on
Several outstanding employee stock options totaling 29,575 options across five strike prices were cancelled and converted into cash payments (net of exercise price and withholding), and unvested RSUs were substituted and cashed out at
Insider disposition tied to completed merger: On
Reporting person Ian R. Landgreen, EVP and General Counsel, reported the automatic disposition of 44,612 shares of common stock on that date and shows zero shares beneficially owned following the transaction. Outstanding employee stock options and unvested RSUs were cancelled or converted into cash equivalents under the merger terms; specific option cancellations reported total 60,600 options across multiple strike prices, and unvested RSUs were converted into a cash award equal to the number of underlying shares times
Gabelli-related reporting persons disclosed purchases that aggregated 1,256,367 shares of Big 5 Sporting Goods common stock, equal to 5.48% of the 22,918,921 shares outstanding reported by the issuer on August 17, 2025. The report states the Reporting Persons used approximately $3,617,730 in the aggregate to acquire the shares, with GAMCO and Gabelli Funds supplying the largest portions of client funds. The Schedule 13D explains the purchases were made for investment and that the Reporting Persons do not intend to seek control of the company.
The filing also discloses that immediately after crossing the 5% threshold the Reporting Persons’ position was eliminated when Worldwide Sports Group completed its acquisition of the issuer; the Reporting Persons ceased to be 5%+ beneficial owners on October 2, 2025. Transaction detail tables list purchases and the post-merger sale/transfer activity across multiple Gabelli-affiliated funds and advisory accounts.
Nasdaq Stock Market LLC submitted a Form 25 notifying the Securities and Exchange Commission of the removal of a class of securities of BIG 5 SPORTING GOODS Corp (BGFV) from listing and/or registration. The filing identifies the issuer's principal office at 2525 East El Segundo Boulevard, El Segundo, California 90245 and provides a telephone contact of +1 310 297-7706. The form lists the rule provisions under 17 CFR 240.12d2-2(a)(1) through (a)(4) and notes compliance statements under 17 CFR 240.12d2-2(b) and 17 CFR 240.12d2-2(c). The document does not state which specific box was marked, the reason for removal, or an effective withdrawal date.
BIG 5 SPORTING GOODS CORPORATION filed an S-8 post-effective submission listing previously filed registration statements that cover shares reserved for employee equity plans. The filing references five prior S-8 registrations: 3,528,150, 1,250,000, 2,000,000, 5,735,066, and 3,300,000 shares to be issued under the 2007 Equity and Performance Incentive Plan (and its amendments) and the 2019 Equity Incentive Plan. The document is an administrative update executed by the CEO.
Big 5 Sporting Goods Corporation filed an S-8 post-effective registration notice referencing five prior registration statements that together registered 15,813,216 shares of common stock for issuance under the company’s equity plans (the 2007 Equity and Performance Incentive Plan, Amended 2007 plan, and the 2019 Equity Incentive Plan). The filing lists the original registration dates and numbers and is signed by Steven G. Miller, President and CEO.
BIG 5 SPORTING GOODS CORPORATION filed an S-8 post-effective submission that references a series of prior S-8 registrations for shares to be issued under its equity incentive plans. The filing cites prior registrations of 3,528,150, 1,250,000, 2,000,000, 5,735,066, and 3,300,000 shares under the 2007 and 2019 plans. The document is a routine equity-plan registration filing and is signed by Steven G. Miller, President and Chief Executive Officer.