Date of report (Date of earliest event reported): June 10, 2026
DICK'S SPORTING GOODS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
001-31463
16-1241537
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
345 Court Street, Coraopolis, PA15108
(Address of Principal Executive Offices)
(724) 273-3400
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
DKS
The New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The 2026 annual meeting of stockholders (the “Annual Meeting”) of DICK'S Sporting Goods, Inc. (the “Company”) was held on June 10, 2026.
(b) Four (4) proposals were submitted by the Company's Board of Directors (the "Board") to a vote of Company stockholders, and the final results of the voting on each proposal are noted below.
The Company’s stockholders (i) elected each of the Board’s eleven (11) nominees for Director for terms that expire in 2027, or until their successors are duly elected and qualified; (ii) approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s 2026 Proxy Statement; (iii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2026; and (iv) did not approve a stockholder proposal requesting that the Company issue a report describing the Company’s women’s rights related business risk and decision framework.
Proposal No. 1- Election of Directors
Nominee
For
Withheld
Broker Non-Vote
Mark J. Barrenechea
281,692,506
1,907,391
5,021,189
Emanuel Chirico
280,316,661
3,283,236
5,021,189
William J. Colombo
270,561,253
13,038,644
5,021,189
Robert W. Eddy
271,802,875
11,797,022
5,021,189
Anne Fink
267,900,358
15,699,539
5,021,189
Larry Fitzgerald, Jr.
272,477,931
11,121,966
5,021,189
Lauren R. Hobart
282,592,577
1,007,320
5,021,189
Sandeep Mathrani
282,457,729
1,142,168
5,021,189
Desiree Ralls-Morrison
283,210,164
389,733
5,021,189
Lawrence J. Schorr
270,530,309
13,069,588
5,021,189
Edward W. Stack
272,833,779
10,766,118
5,021,189
Proposal No. 2 - Non-Binding Advisory Vote to Approve Compensation of Named Executive Officers, as disclosed in the Company's 2026 Proxy Statement
For
Against
Abstain
Broker Non-Vote
280,925,384
2,544,487
130,026
5,021,189
Proposal No. 3 - Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for Fiscal 2026
For
Against
Abstain
Broker Non-Vote
286,986,978
1,550,740
83,368
—
Proposal No. 4 - Stockholder Proposal - Request for Report on Women's Rights Related Business Risk and Decision Framework.
For
Against
Abstain
Broker Non-Vote
166,344
282,793,235
640,318
5,021,189
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
Exhibit No.
Description
Exhibit 104
Cover Page Interactive Data File (embedded within the 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 hereunto duly authorized.
DICK'S SPORTING GOODS, INC.
Date: June 12, 2026
By:
/s/ NAVDEEP GUPTA
Name:
Navdeep Gupta
Title:
Executive Vice President - Chief Financial Officer
Exhibit Index
Exhibit No.
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)