BIG 5 SPORTING GOODS Corp Files 8-K

TL;DR

BIG 5 SPORTING GOODS Corp filed a standard 8-K, no major news.

AI Summary

On September 12, 2025, BIG 5 SPORTING GOODS Corporation filed an 8-K report detailing other events. The filing does not contain specific financial figures or significant corporate actions beyond routine reporting.

Why It Matters

This filing indicates routine corporate reporting by BIG 5 SPORTING GOODS Corp, without immediate implications for investors.

Risk Assessment

Risk Level: low — The filing is a routine 8-K report with no disclosed material events or financial changes.

Key Players & Entities

• BIG 5 SPORTING GOODS Corp (company) — Registrant
• Delaware (jurisdiction) — State of Incorporation
• 2525 East El Segundo Boulevard (address) — Principal Executive Offices
• El Segundo (city) — Principal Executive Offices
• California (state) — Principal Executive Offices
• 90245 (zip_code) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share BGFV The NASDAQ Stock Mar
• $69.1 m — loss for the fiscal 2024 full year was $69.1 million, or $3.15 per basic share, and th
• $3.15 — al 2024 full year was $69.1 million, or $3.15 per basic share, and the Company ended
• $13.8 million — ded the fiscal 2024 fourth quarter with $13.8 million of borrowings under the Company's credi
• $1.37 — nt, the closing price of the Shares was $1.37. On the day following such announcement
• $1.20 — nt, the closing price of the Shares was $1.20. The third full paragraph on page 38
• $10,000 — ittee received a prorated annual fee of $10,000, while the chair received a prorated an
• $20,000 — chair received a prorated annual fee of $20,000. The fourth full paragraph on page 38
• $1.25 — ender structure, at a purchase price of $1.25 per Share (the "May 2 Proposal"). In co
• $1.81 — of the Company for a purchase price of $1.81 per Share (the "June 16 Proposal"). The
• $40 million — under the Company's credit facility of $40 million (which was significantly below the Comp
• $80 m — an enterprise value for the Company of $80 million, which was significantly less tha
• $110 million — nal Worldwide Proposal of approximately $110 million. In compliance with the exclusivity arr
• $3,000,000 — r and will receive a transaction fee of $3,000,000 upon the Closing, against which the Com
• $250,000 — id in connection with the engagement of $250,000 in the aggregate and (ii) to the extent

Filing Documents

• d949106d8k.htm (8-K) — 80KB
• 0001193125-25-202503.txt ( ) — 200KB
• bgfv-20250912.xsd (EX-101.SCH) — 3KB
• bgfv-20250912_lab.xml (EX-101.LAB) — 17KB
• bgfv-20250912_pre.xml (EX-101.PRE) — 11KB
• d949106d8k_htm.xml (XML) — 3KB

Forward-Looking Statements

Forward-Looking Statements This communication contains "forward-looking statements" within the meaning of the federal securities laws, including safe harbor provisions of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this communication that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the proposed acquisition of Big 5 Sporting Goods Corporation ("Big 5") and the expected timing thereof. In some cases, you can identify forward-looking statements by terms such as "aim," "anticipate," "approach," "believe," "contemplate," "could," "estimate," "expect," "goal," "intend," "look," "may," "mission," "plan," "possible," "potential," "predict," "project," "pursue," "should," "target," "will," "would," or the negative thereof and similar words and expressions. Forward-looking statements are based on Big 5, Worldwide Golf and Capitol Hill Group's management's current expectations, estimates, projections, beliefs and assumptions made by Big 5, Worldwide Golf and Capitol Hill Group, all of which are subject to change. All forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond Big 5, Worldwide Golf and Capitol Hill Group's control, and are not guarantees of future results. These and other forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements and you should not place undue reliance on any such statements, and caution must be exercised in relying on forward-looking statements. The following factors could cause actual results and future events to differ materially from those set forth or

SIGNATURES

SIGNATURES 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 hereunto duly authorized. BIG 5 SPORTING GOODS CORPORATION By: /s/ Barry D. Emerson Name: Barry D. Emerson Title: Executive Vice President, Chief Financial Officer and Treasurer Dated: September 12, 2025 -9-

View Full Filing

View this 8-K filing on SEC EDGAR