Date of report (Date of earliest event reported): March 15, 2022
DICK'S SPORTING GOODS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
001-31463
16-1241537
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
345 Court Street, Coraopolis, PA15108
(Address of Principal Executive Offices)
(724) 273-3400
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
DKS
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On March 15, 2022, Lee Belitsky, Executive Vice President overseeing the Company's real estate, supply chain, and Gamechanger, communicated his intention to retire from his position effective May 1, 2022. The Company and Mr. Belitsky have entered into a two-year consulting agreement pursuant to which he will continue serving as the Company’s representative on the board of an unaffiliated technology company for no additional compensation and may also perform additional services from time to time for fees commensurate with his current base salary. Mr. Belitsky also may participate in health benefits provided by the Company during the consulting period.
Mr. Belitsky is subject to Company's standard non-compete and confidentiality agreement, which will remain in effect until one year after the end of the consulting period. Mr. Belitsky may terminate the consulting agreement at any time, and the Company may terminate the agreement due to misconduct, unsatisfactory performance, material breach of the consulting agreement, material breach of the Company's non-compete and confidentiality agreement, or material violation of Company policies.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
DICK'S SPORTING GOODS, INC.
Date: March 21, 2022
By:
/s/ John E. Hayes III
Name:
John E. Hayes III
Title:
Senior Vice President - General Counsel & Secretary
