Dicks Sporting Goods Inc SEC Filings

Overbrook235 LLC, a Wyoming private family trust company, filed a Schedule 13D reporting beneficial ownership of 12,056,390 shares of Dick's Sporting Goods common stock on an as-converted basis, representing 15.39% of the outstanding common stock.

The position is held as trustee for several family trusts, giving Overbrook235 LLC sole voting power over 90,393 shares of common stock and 8,961,222 shares of Class B common stock, and sole dispositive power over 90,393 shares of common stock and 11,965,997 shares of Class B common stock. Effective March 12, 2026, Overbrook235 LLC became trustee for these trusts but has no pecuniary interest in the shares and no ability to control future stock contributions.

DICK'S Sporting Goods major shareholder Michael E. Stack filed an initial statement of beneficial ownership. He reports 35,317 shares of common stock held directly, including 4,017 time-based restricted shares or units and 24,142 shares of Class B common stock with 10 votes per share, each convertible into one common share. He also reports 12,056,390 shares held indirectly by trust, including 11,965,997 shares of Class B common stock, where he has shared investment authority as a manager of the trustee entity and is a co-beneficiary, while disclaiming beneficial ownership except to the extent of his pecuniary interest.

DICK'S Sporting Goods, Inc. reported strong top-line growth for fiscal 2025 while absorbing sizable costs from its Foot Locker acquisition. Net sales rose to $17.22 billion, up 28.1%, but GAAP earnings per diluted share declined to $9.97 from $14.05 as operating margin compressed to 6.4%.

On a non-GAAP basis, earnings per diluted share were $13.20, and for the DICK'S Business alone non-GAAP earnings per diluted share increased to $14.58 from $14.05. The newly acquired Foot Locker operations contributed sales but generated a non-GAAP segment loss in 2025 as the company recorded $390.0 million of acquisition-related charges and began a review of unproductive assets.

Management issued a 2026 outlook calling for consolidated net sales of $22.1–22.4 billion and GAAP earnings per diluted share of $13.70–14.70, with consolidated non-GAAP operating income expected at $1.68–1.81 billion. The company plans gross capital expenditures of about $1.7 billion, including continued expansion of House of Sport and DICK'S Field House concepts, and segment-level guidance implies mid-single-digit comparable sales growth across both the DICK'S and Foot Locker Businesses.

The Board declared a quarterly cash dividend of $1.25 per share, payable April 10, 2026, a 3% increase that brings the annualized dividend to $5.00 per share.

Edward W. Stack reported beneficial ownership of 16,002,259 shares of Dick's Sporting Goods common stock, representing 19.69% of the class as of December 31, 2025. He has sole voting power over all of these shares and sole dispositive power over 11,913,430 shares.

The holdings include common stock, options exercisable within 60 days of December 31, 2025, and Class B common stock, which carries ten votes per share and is convertible into common stock. Under a Memorandum of Understanding and a Voting Agreement, Stack has sole voting but not dispositive power over 3,990,630 Class B shares owned by his former spouse. He also holds 98,199 restricted common shares that vest between April 2026 and April 2028 and may be voted but not sold until vesting.

Wellington Management Group and related entities filed an amended Schedule 13G reporting a large passive stake in Dick's Sporting Goods, Inc. common stock. They report beneficial ownership of 8,491,948 shares, representing approximately 12.8% of the outstanding common stock as of the event date.

The filing shows shared voting power over 7,639,734 shares and shared dispositive power over 8,491,948 shares, with no sole voting or dispositive power. The securities are held in client accounts managed by Wellington investment advisers, and are certified as acquired and held in the ordinary course of business, not to change or influence control of Dick's Sporting Goods.

DICK'S Sporting Goods senior vice president and general counsel Elizabeth H. Baran reported a small share disposition. On February 3, 2026, she disposed of 37 shares of common stock at $203.02 per share. Following this transaction, she directly beneficially owns 12,411 shares of DICK'S Sporting Goods common stock.

FMR LLC and Abigail P. Johnson report beneficial ownership of 5,251,763.46 shares of DICK'S Sporting Goods common stock, representing 7.9% of the class as of the stated event date. FMR holds sole voting power over 4,978,116.48 shares and sole dispositive power over the full 5,251,763.46 shares, while Johnson reports sole dispositive power over the same amount and no voting power. The securities are described as acquired and held in the ordinary course of business, without the purpose or effect of changing or influencing control of the company.

DICK'S Sporting Goods, Inc. executive Alexandria M. Crist, EVP, Stores, reported a share transaction in company stock. On 01/03/2026, Crist disposed of 892 shares of common stock through a transaction reported under code "F" at a price of $200.22 per share. After this transaction, Crist directly beneficially owned 31,365 shares of DICK'S Sporting Goods common stock.

Dick's Sporting Goods, Inc. reported an insider stock transaction by its Executive Vice President and Chief Financial Officer. On 12/16/2025, the officer disposed of 950 shares of common stock, par value $0.01 per share, in a transaction coded "G," which indicates a bona fide gift at a reported price of $0 per share.

Following this gift, the officer directly beneficially owns 73,444 shares of Dick's Sporting Goods common stock. The filing reports no derivative securities activity in the accompanying derivative securities table.