Edward Stack boosts control with 19.69% stake in Dick's Sporting (NYSE: DKS)

Rhea-AI Filing Summary

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.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 22)

Dick's Sporting Goods, Inc.

(Name of Issuer)

Common Stock, par value $.01 per share. Mr. Stack also is the beneficial owner of Class B common stock. See Comment for Type of Reporting Person.

(Title of Class of Securities)

253393102

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 253393102

1

Names of Reporting Persons

Edward W. Stack

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 16,002,259.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 11,913,430.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,002,259.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

19.69 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Rows 5 and 9: Represents 1,051,672 shares of common stock and 9,692,814 shares of Class B common stock beneficially owned by Mr. Stack, 98,199 shares of common stock and 3,990,630 shares of Class B common stock for which Mr. Stack maintains sole voting, but not dispositive power (see the portion of the comment related to Rows 7 and 9 below), and 1,168,944 shares of common stock subject to options that are currently exercisable, or that will become exercisable, within 60 days of December 31, 2025. Each share of Class B common stock is convertible into a share of common stock at any time at the option of the holder. The Class B common stock is also automatically convertible into common stock under certain circumstances. Holders of Class B common stock are entitled to ten votes for each share of Class B common stock held of record on all matters submitted to a vote of stockholders, including election of directors. For a full description of the rights of the Class B common stock see "Description of Capital Stock" in Dick's Sporting Goods, Inc.'s Registration Statement, as amended, on Form S-1 (File No. 333-96587). This portion of the comment also applies to Items 4(a) and 4(c)(i). Rows 7 and 9: Pursuant to the terms of a Memorandum of Understanding dated March 2, 2009 ("MOU") and Voting Agreement and Proxy dated October 13, 2009 ("Voting Agreement"), Mr. Stack has sole voting power, but not dispositive power, with respect to 3,990,630 shares of Class B common stock owned directly or indirectly by Mr. Stack's former spouse. Mr. Stack also owns 98,199 shares of restricted common stock, of which (i) 33,975 shares vest in April 2026, (ii) 23,676 shares vest in April 2027, and (iii) 40,548 shares vest in April 2028. Until the shares vest, they may be voted but may not be sold or otherwise transferred. This portion of the comment also applies to Item 4(c)(iii).

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Dick's Sporting Goods, Inc.
(b)	Address of issuer's principal executive offices: 345 Court Street; Coraopolis, PA 15108
Item 2.
(a)	Name of person filing: Edward W. Stack
(b)	Address or principal business office or, if none, residence: c/o Dick's Sporting Goods, Inc. 345 Court Street Coraopolis, PA 15108
(c)	Citizenship: United States Citizen
(d)	Title of class of securities: Common Stock, par value $.01 per share. Mr. Stack also is the beneficial owner of Class B common stock. See Comment for Type of Reporting Person.
(e)	CUSIP No.: 253393102
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 16,002,259
(b)	Percent of class: 19.69 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 16,002,259
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 11,913,430
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Edward W. Stack

Signature:	/s/ Edward W. Stack
Name/Title:	Edward W. Stack
Date:	02/17/2026

FAQ

How many DKS shares does Edward W. Stack beneficially own?

Edward W. Stack beneficially owns 16,002,259 shares of Dick's Sporting Goods common stock, representing 19.69% of the class as of December 31, 2025. This total includes common stock, Class B common stock, and options exercisable within 60 days of that date.

What percentage of Dick's Sporting Goods (DKS) does Edward Stack control?

Edward W. Stack controls 19.69% of Dick's Sporting Goods common stock as of December 31, 2025. He has sole voting power over all 16,002,259 beneficially owned shares and sole dispositive power over 11,913,430 of those shares, with no shared voting or dispositive power.

What special rights does Dick's Sporting Goods Class B stock held by Edward Stack have?

The Class B common stock beneficially owned by Edward W. Stack carries ten votes per share on all stockholder matters and is convertible into common stock at any time at the holder’s option. It also automatically converts into common stock under certain circumstances described in the company’s capital stock description.

How does Edward Stack’s agreement with his former spouse affect DKS voting power?

Under a Memorandum of Understanding and a Voting Agreement, Edward W. Stack holds sole voting power, but not dispositive power, over 3,990,630 shares of Class B common stock owned directly or indirectly by his former spouse. These shares are included in his reported beneficial ownership and voting totals.

What stock options and restricted shares of DKS does Edward Stack hold?

Edward W. Stack’s beneficial ownership includes 1,168,944 common shares underlying options exercisable within 60 days of December 31, 2025, and 98,199 restricted common sharesApril 2026, April 2027, and April 2028 and may be voted but not transferred before vesting.

What voting and dispositive powers does Edward Stack report for DKS shares?

Edward W. Stack reports sole voting power over 16,002,259 shares and sole dispositive power over 11,913,430 shares of Dick's Sporting Goods common stock as of December 31, 2025. He reports no shared voting or dispositive power over any shares in this filing.