SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
  
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
STACK EDWARD W
(Last) (First) (Middle)
345 COURT STREET
(Street)
CORAOPOLIS PA 15108
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DICKS SPORTING GOODS INC [ DKS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
02/03/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock, par value $0.01 per share 05/26/2017 G 1,000,311 D $0.00 0 I By grantor retained annuity trust(1)
Common Stock, par value $0.01 per share 12/18/2017 G 1,191 D $0.00 1,336,654(2) D
Common Stock, par value $0.01 per share 1,837,748(2) I By grantor retained annuity trust(3)
Common Stock, par value $0.01 per share 2,295,333(2) I By grantor retained annuity trust(4)
Common Stock, par value $0.01 per share 2,637,833(2) I By grantor retained annuity trust(5)
Common Stock, par value $0.01 per share 2,839,834(2) I By grantor retained annuity trust(6)
Common Stock, par value $0.01 per share 5,455,999(2) I By grantor retained annuity trust(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On May 26, 2010, Mr. Stack contributed shares of Class B Common Stock to the Edward W. Stack Grantor Retained Annuity Trust IV for the benefit of himself and his children. Thereafter, shares have been transferred annually from the trust to Mr. Stack to satisfy annuity payment obligations, including 439,000 shares transferred from the trust to Mr. Stack on May 26, 2017 (as reflected herein). Upon termination of the Grantor Retained Annuity Trust IV on May 26, 2017, the remaining 1,000,311 shares held by the trust were gifted to the Edward W. Stack Irrevocable Trust, in which Mr. Stack has neither a direct nor indirect beneficial ownership interest.
2. Amount reflects shifts from indirect to direct ownership of the following shares of Class B Common Stock from the indicated Edward W. Stack Grantor Retained Annuity Trust to Mr. Stack directly to satisfy annual annuity payment obligations (i) on May 26, 2017, 439,000 shares from the Edward W. Stack Grantor Retained Annuity Trust IV and 221,000 shares from the Edward W. Stack Grantor Retained Annuity Trust V, and (ii) on June 19, 2017, 1,038,000 shares from the Edward W. Stack Grantor Retained Annuity Trust VI, 695,500 shares from the Edward W. Stack Grantor Retained Annuity Trust VII, and 493,500 shares from the Edward W. Stack Grantor Retained Annuity Trust VIII. Amount also reflects a subsequent shift from direct to indirect ownership of 5,455,999 shares of Class B Common Stock from Edward W. Stack into the Edward W. Stack Grantor Retained Annuity Trust IX on November 22, 2017, as reflected in this filing.
3. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust V.
4. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust VI.
5. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust VII.
6. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust VIII.
7. These shares are held by the Edward W. Stack Grantor Retained Annuity Trust IX.
Remarks:
/s/ Edward W. Stack 03/09/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.