DICK'S SPORTING GOODS Files 8-K on Material Agreement
Ticker: DKS · Form: 8-K · Filed: Sep 11, 2025 · CIK: 1089063
| Field | Detail |
|---|---|
| Company | Dick'S Sporting Goods, INC. (DKS) |
| Form Type | 8-K |
| Filed Date | Sep 11, 2025 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.01, $400,000,000, $381,932,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation, 8-k
Related Tickers: DKS
TL;DR
DSK signs new material agreement, expect financial obligations.
AI Summary
On September 11, 2025, DICK'S SPORTING GOODS, INC. filed an 8-K report detailing a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an off-balance sheet arrangement for the registrant. The report includes financial statements and exhibits.
Why It Matters
This filing signals a significant new contract or financial commitment for DICK'S SPORTING GOODS, which could impact its future financial performance and operational strategy.
Risk Assessment
Risk Level: medium — Material definitive agreements and new financial obligations can introduce unforeseen risks or opportunities that may affect the company's financial health.
Key Players & Entities
- DICK'S SPORTING GOODS, INC. (company) — Registrant
- September 11, 2025 (date) — Date of Report
FAQ
What type of material definitive agreement was entered into by DICK'S SPORTING GOODS, INC.?
The filing does not specify the exact nature of the material definitive agreement, only that one was entered into.
What is the nature of the direct financial obligation or off-balance sheet arrangement?
The filing indicates the creation of such an obligation or arrangement but does not provide specific details within the provided text.
When was this 8-K filing submitted?
The filing was submitted on September 11, 2025.
What is DICK'S SPORTING GOODS, INC.'s principal executive office address?
The principal executive offices are located at 345 Court Street, Coraopolis, PA 15108.
What is the SEC file number for DICK'S SPORTING GOODS, INC.?
The SEC file number is 001-31463.
Filing Stats: 1,307 words · 5 min read · ~4 pages · Grade level 10.9 · Accepted 2025-09-11 16:49:39
Key Financial Figures
- $0.01 — ange on which Registered Common Stock, $0.01 par value DKS The New York Stock Ex
- $400,000,000 — (the "Foot Locker Notes") for (1) up to $400,000,000 aggregate principal amount of new 4.000
- $381,932,000 — n, on September 11, 2025, DICK'S issued $381,932,000 aggregate principal amount of DICK'S No
Filing Documents
- ef20055448_8k.htm (8-K) — 46KB
- ef20055448_ex4-1.htm (EX-4.1) — 203KB
- ef20055448_ex4-3.htm (EX-4.3) — 132KB
- 0001140361-25-034706.txt ( ) — 578KB
- dks-20250911.xsd (EX-101.SCH) — 4KB
- dks-20250911_lab.xml (EX-101.LAB) — 21KB
- dks-20250911_pre.xml (EX-101.PRE) — 16KB
- ef20055448_8k_htm.xml (XML) — 4KB
01
Item 1.01. Entry into a Material Definitive Agreement. Exchange Offer and Consent Solicitation On September 11, 2025 (the "Settlement Date"), DICK'S Sporting Goods, Inc. ("DICK'S" or the "Company") completed its previously announced offer to eligible holders to exchange (the "Exchange Offer") any and all of Foot Locker, Inc.'s ("Foot Locker") 4.000% Senior Notes due 2029 (the "Foot Locker Notes") for (1) up to $400,000,000 aggregate principal amount of new 4.000% Senior Notes due 2029 issued by DICK'S (the "DICK'S Notes") and (2) in certain instances, cash, and the related consent solicitation by Foot Locker (the "Consent Solicitation") to adopt certain proposed amendments (the "Proposed Amendments") to the indenture governing the Foot Locker Notes (the "Foot Locker Indenture"). The Exchange Offer was not registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any other jurisdiction. In conjunction with the Exchange Offer, DICK'S solicited consents (the "Consent Solicitation"), on behalf of Foot Locker, to adopt certain proposed amendments (the "Proposed Amendments") to the indenture governing the Foot Locker Notes (the "Foot Locker Indenture"). Pursuant to the Exchange Offer and Consent Solicitation, the aggregate principal amount of Foot Locker Notes set forth in the table below were validly tendered and subsequently accepted. Such accepted Foot Locker Notes will be retired and canceled and will not be reissued. Following such cancellation, the aggregate principal amount of the Foot Locker Notes will remain outstanding. The Exchange Offer expired at 5:00 p.m. New York City time on September 9, 2025 and is no longer open to participation by any eligible holders of the Foot Locker Notes. Title of Series of Foot Locker Notes Aggregate Principal Amount Tendered and Accepted Aggregate Principal Amount Outstanding Following Settlement 4.000% Senior Notes due 2029 $ 381,932,000 $ 18,068,000 144A: 3
03
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant. The information included in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Second Supplemental Indenture, dated as of September 11, 2025, by and between DICK'S Sporting Goods, Inc. and U.S. Bank Trust Company, National Association. 4.2 Form of 4.000% Senior Note due 2029 (included in Exhibit 4.1 of this Current Report on Form 8-K). 4.3 Registration Rights Agreement, dated as of September 11, 2025, by and between DICK'S Sporting Goods, Inc. and Goldman Sachs & Co. LLC. 104 Cover Page Interactive Data File (formatted as inline XBRL document) 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: September 11, 2025 By: /s/ Navdeep Gupta Na me: Navdeep Gupta Title: Executive Vice President, Chief Fin ancial Officer