Gupta Navdeep's Form 4/A amendment
AmendedDick's Sporting Goods, Inc. (DKS) · filed Dec 27, 2023
- Accession no.
- 0001089063-23-000160
- Filed
- Dec 27, 2023
- Trade date
- Jun 7, 2023
- Filing delay
- 203 days
- Rule 10b5-1 plan
- Not checked
- Original filed
- Jun 9, 2023
This filing lists 2 non-derivative transactions and 1 derivative transaction. It carries over 3 transactions from the original filing that it did not restate. Open-market sales total $1.95M. It was filed 203 days after the trade.
This amendment restates part of 0001089063-23-000093 (filed Jun 9, 2023). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Gupta NavdeepCIK 0001772409 | Officer (EVP, Chief Financial Officer) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 7, 2023 | Common Stock, par value $0.01 per share | MOption exerciseAcquired | +3,552 | $32.77F2 | +$116,399.04 | 114,858 | Direct | |
| Jun 7, 2023 | Common Stock, par value $0.01 per share | FTax withholdingDisposed | −2,027 | $136.55 | −$276,786.85 | 112,831 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 7, 2023 | Common Stock, par value $0.01 per share | MOption exerciseDisposed | −3,552 | $0.00 | $0 | 0 | Direct |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001089063-23-000093 (filed Jun 9, 2023).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 7, 2023 | Common Stock, par value $0.01 per share | SSaleDisposed | −6,133 | $137.25F2 | −$841,754.25 | 105,173 | Direct | |
| Jun 7, 2023 | Common Stock, par value $0.01 per share | SSaleDisposed | −1,526 | $136.12F3 | −$207,719.12 | 103,647 | Direct | |
| Jun 7, 2023 | Common Stock, par value $0.01 per share | SSaleDisposed | −6,635 | $135.34F4 | −$897,980.9 | 97,012 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F2
Represents the weighted average price of multiple transactions ranging from $137.00 to $137.595. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or any security holder of the Company.
Referenced by the price of 1 transaction in Table I.
- F3
Represents the weighted average price of multiple transactions ranging from $135.94 to $136.71. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or any security holder of the Company.
Referenced by the price of 1 transaction in Table I.
- F4
Represents the weighted average price of multiple transactions ranging from $134.94 to $135.91. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request by the SEC staff, the Company or any security holder of the Company.
Referenced by the price of 1 transaction in Table I.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On June 9, 2023, the reporting person filed a Form 4 which incorrectly reported the exercise of a stock option for 2,027 shares of the issuer's common stock and the subsequent sale of all 2,027 of those shares on June 7, 2023. In fact, as reported in this amendment, the reporting person exercised the stock option for all of the 3,552 shares of common stock underlying the stock option, and then proceeded to sell 2,027 of those shares to cover the applicable exercise and tax obligations with respect to such exercise. As a result, the total amount of non-derivative securities beneficially owned by the insider was understated by 1,525 shares in subsequently reported transactions prior to the date of this amendment filing.
- F2
The exercise price shown has been adjusted from the grant date exercise price due to the special cash dividend paid by the Company on September 24, 2021, which was required by the Company's Amended and Restated 2012 Stock and Incentive Plan.
Referenced by the price of 1 transaction in Table I.
- F3
The stock option award representing the right to purchase 14,205 shares of common stock vested in four equal annual installments beginning on April 3, 2020.