Big 5 Sporting Goods Files Proxy Statement Amendment

TL;DR

BIG 5 sporting goods filed proxy statement amendment 2, definitive additional materials.

AI Summary

BIG 5 SPORTING GOODS Corporation filed an amendment (DEFA14A) on September 23, 2025, regarding its proxy statement. This filing, specifically an amendment number 2, indicates it is definitive additional material. The company's fiscal year ends on January 1st, and its principal executive offices are located at 2525 East El Segundo Boulevard, El Segundo, CA.

Why It Matters

This filing provides updated information to shareholders regarding company matters, which is crucial for informed voting decisions at shareholder meetings.

Risk Assessment

Risk Level: low — This is a routine SEC filing (DEFA14A) for a proxy statement amendment, not indicating any immediate financial distress or significant corporate event.

Key Players & Entities

• BIG 5 SPORTING GOODS Corporation (company) — Registrant
• 2525 EAST EL SEGUNDO BOULEVARD (location) — Business Address
• EL SEGUNDO (location) — City
• CA (location) — State
• 0101 (date) — Fiscal Year End

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share BGFV The NASDAQ Stock Mar
• $1.60 — of the Company for a purchase price of $1.60 per Share (the "September 20 Proposal")
• $1.45 — ATED PROPOSALS AT THE SPECIAL MEETING $1.45 per share all-cash consideration contem

Filing Documents

• d74269ddefa14a.htm (DEFA14A) — 64KB
• g74269g67q63.jpg (GRAPHIC) — 16KB
• g74269g69o01.jpg (GRAPHIC) — 21KB
• 0001193125-25-211941.txt ( ) — 117KB

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

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 in relying on forward-looking statements. The following factors could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) the proposed merger may not be completed in a timely manner or at all or that the approval of Big 5's stockholders is not obtained; (ii) the failure to realize the anticipated benefits of the proposed merger; (iii) the possibility that competing offers or acquisition proposals for Big 5 will be made; (iv) the possibility that any or all of the various conditions to the consummation of the merger may not be satisfied or waived; (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger, including in circumstances which would require Big 5 to pay a termination fee or other expenses; (vi) the effect of the announcement or pendency of the merger on Big 5, Worldwide Golf or Capitol Hill Group's ability to retain and hire key personnel, or their respective operating results and business generally, (vii) there may be liabilities related to the merger that are not known, probable or estimable at this time or u

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 22, 2025

View Full Filing

View this DEFA14A filing on SEC EDGAR