DKS » Topics » Who are the largest owners of the Companys stock?

This excerpt taken from the DKS DEF 14A filed Apr 20, 2009.
Who are the largest owners of the Company’s stock?
 
Based on a review of filings with the SEC and information known to us about our Class B common stock, the following are the non-management beneficial holders of more than 5% of the outstanding shares of Dick’s Sporting Goods, Inc. (i) common stock (or Class B common stock or stock options that are convertible into or exercisable for more than 5% of the outstanding shares of our common stock within 60 days) or (ii) Class B common stock, as of March 31, 2009:
 
                         
                  Percentage
 
        Amount and Nature
  Percentage
    of Class B
 
    Name and Address
  of Beneficial
  of Common
    Common
 
Title of Class
 
of Beneficial Owner
 
Ownership(3)
 
Stock(4)
   
Stock(4)
 
 
Common Stock
  Ronald Baron(1)
767 Fifth Avenue,
49th Floor
New York, NY 10153
  11,066,357 shares of common stock; shared power to vote and direct disposition(1)     12.70 %      
Common Stock
  Wellington Management Company, LLP(2)
75 State Street
Boston, MA 02109
  5,831,279 shares of common stock(2)     6.69 %      
Class B Common Stock
  Frederick C. Heichemer & Nancy M. Heichemer(5) c/o Dick’s Sporting Goods, Inc. 300 Industry Drive,
RIDC Park West
Pittsburgh, PA 15275
  1,270,000 shares of Class B common stock sole power to vote and direct disposition     (6 )     5.03 %
Common Stock and Class B Common Stock
  Denise Stack(5)
c/o Dick’s Sporting Goods,
Inc. 300 Industry Drive,
RIDC Park West
Pittsburgh, PA 15275
  4,000,000 shares of Class B common stock no voting power; sole power to direct disposition; 3,350,000 shares underlying stock options; no voting power; sole power to direct disposition(7)     7.78 %     15.84 %
 
 
(1) Share ownership amounts are based on figures set forth in Amendment No. 4 to Schedule 13G, filed by Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management, Inc., Baron Growth Fund and Ronald Baron on February 12, 2009. Of the shares beneficially owned, Ronald Baron has shared power to vote with respect to 9,767,857 shares and shared power to direct disposition with respect to 11,066,357 shares of common stock. Amount includes 11,066,357 shares of common stock owned by Baron Capital Group, Inc., 10,471,600 shares of common stock owned by BAMCO, Inc., 594,757 shares of common stock owned by Baron Capital Management, Inc. and 5,000,000 shares of common stock owned by Baron Growth Fund. BAMCO, Inc. and Baron Capital Management, Inc. are subsidiaries of Baron Capital Group, Inc. Baron Growth Fund is an advisory client of BAMCO, Inc. Ronald Baron owns a controlling interest in Baron Capital Group, Inc.
 
(2) Share ownership amounts are based on figures set forth in the Schedule 13G filed by Wellington Management Company, LLP on February 17, 2009. Of the shares beneficially owned, Wellington Management Company, LLP has shared power to vote with respect to 4,353,999 shares and shared power to direct disposition with respect to 5,785,479 shares of common stock. Wellington Management Company, LLP, in its capacity as an investment adviser, may be deemed to beneficially own 5,831,279 shares of common stock which are owned of record by clients of Wellington Management Company, LLP. Those clients have the right to receive, or the power to direct receipt of, dividends from, or the proceeds from the sale of, such common stock. No such client is known to have such right or power with respect to more than five percent of common stock.


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(3) A person has beneficial ownership of shares if he has the power to vote or dispose of the shares. This power can be exclusive or shared, direct or indirect. In addition, a person is considered by SEC rules to beneficially own shares underlying options or convertible securities that are presently exercisable or become exercisable within 60 days of March 31, 2009. The shares listed in this table above include shares issuable upon the exercise of options or other rights that are exercisable or become exercisable within 60 days of March 31, 2009.
 
(4) As of March 31, 2009, there were 87,112,461 shares of our common stock outstanding and 25,251,554 shares of Class B common stock outstanding. To calculate a stockholder’s percentage of beneficial ownership of common stock, we must include in the numerator and denominator those shares of common stock underlying options or convertible securities (such as our Class B common stock) that the stockholder is considered to beneficially own. Shares of common stock underlying options or convertible securities held by other stockholders, however, are disregarded in this calculation. Therefore, the denominator used in calculating beneficial ownership among our stockholders may differ.
 
(5) For the purposes of making communications only.
 
(6) Less than 5%.
 
(7) For additional information, see footnotes 1 and 2 to the Beneficial Ownership Table on pages 6 and 7 of this proxy statement.


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Who are the largest owners of the Company’s stock?

      Based on a review of filings with the Securities and Exchange Commission (the “Commission”) and information known to us about our Class B common stock, the following are the non-management beneficial holders of more than 5% of the outstanding shares of Dick’s Sporting Goods, Inc. (i) common stock (or Class B common stock that is convertible into more than 5% of the outstanding shares of our common stock) or (ii) Class B common stock, as of December 31, 2005 (the date on which holders of more than 5% of our outstanding common stock report their ownership):

                         
Percentage
Percentage of Class B
Name and Address Amount and Nature of Common Common
Title of Class of Beneficial Owner of Beneficial Ownership(4) Stock(5) Stock(5)





Common Stock
  Ronald Baron and Baron Capital Group, Inc.(1)
767 Fifth Avenue,
New York, NY 10153
  4,381,900 shares of common stock
shared disposition(1)
    12.2 %      
 
Common Stock
  Stephen F. Mandel, Jr. and Lone Pine Associates LLC(2)
Two Greenwich Plaza,
Greenwich, CT 06830
  3,242,510 shares of common stock
shared power to vote and direct disposition(2)
    8.9 %      
 
Class B Common Stock
  Michael Hefferon, Trustee, for
The Frederick & Nancy
Heichemer Intangible Asset
Management Trust
c/o Dick’s Sporting Goods, Inc.
300 Industry Drive,
RIDC Park West
Pittsburgh, PA 15275
  800,000 shares of Class B common stock shared voting and dispositive power(3)       (6)     5.82 %
 
Class B Common Stock
  Kim Myers
c/o Dick’s Sporting Goods, Inc.
300 Industry Drive,
RIDC Park West
Pittsburgh, PA 15275
  969,810 shares of Class B common stock sole power to vote and direct disposition       (6)     7.05 %


(1)  Of the shares beneficially owned, 50,000 shares have sole power to vote and direct disposition, and 3,913,400 shares of common stock have shared voting power. Amount includes 4,431,900 shares of common stock owned by Baron Capital Group, Inc., 4,149,000 shares of common stock owned by BAMCO, Inc., 282,900 shares of common stock owned by Baron Capital Management, Inc. and 2,500,000 shares of common stock owned by Baron Growth Fund. BAMCO and Baron Capital Management, Inc. are subsidiaries of Baron Capital Group. Baron Growth Fund is an advisory client of BAMCO, Inc. Ronald Baron owns a controlling interest in Baron Capital Group. Share ownership amounts are based on figures set forth in the Schedule 13G filed by Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management, Inc., Baron Growth Fund and Ronald Baron filed on February 14, 2006.
 
(2)  Includes 58,130 shares of common stock owned by Lone Spruce, L.P., 127,568 shares of common stock owned by Lone Balsam, L.P., 106,575 shares of common stock owned by Lone Sequoia, L.P., 597,711 shares of common stock owned by Lone Cascade, L.P., 48,538 shares of common stock owned by Lone Sierra, L.P., 292,273 shares of common stock owned by Lone Pine Associates, LLC, 646,249 shares of common stock owned by Lone Pine Members, LLC and 2,303,988 shares of common stock owned by Lone Pine Capital LLC. Lone Pine Associates LLC is the general partner of Lone Balsam, L.P., Lone Sequoia, L.P., and Lone Spruce, L.P., and has the power to direct the affairs of each, including decisions respecting the disposition of the proceeds from the sale of shares. Lone Pine Members, LLC, the general partner of Lone Cascade and Lone

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Sierra, has the power to direct the affairs of each, including decisions respecting the dispositions of the proceeds from the sale of the shares. Stephen F. Mandel, Jr. is the Managing Member of each of Lone Pine Associates LLC, Lone Pine Members LLC and Lone Pine Capital LLC and in that capacity directs its operations. Share ownership amounts are based on figures set forth in the Schedule 13G-A filed by Mr. Mandel, Jr., Lone Spruce, L.P., Lone Balsam, L.P., Lone Sequoia, L.P., Lone Cascade, L.P., Lone Sierra, L.P., Lone Pine Associates LLC, Lone Pine Members LLC, and Lone Pine Capital LLC on February 14, 2006.
 
(3)  Includes 800,000 shares of Class B common stock beneficially owned by Michael Hefferon, Trustee, for the Frederick & Nancy Heichemer Intangible Asset Management Trust.
 
(4)  A person has beneficial ownership of shares if he has the power to vote or dispose of the shares. This power can be exclusive or shared, direct or indirect. In addition, a person is considered by Commission rules to beneficially own shares underlying options or convertible securities that are presently exercisable or will become exercisable within 60 days of December 31, 2005. The shares listed in this table above include shares issuable upon the exercise of options or other rights that are exercisable or will become exercisable within 60 days of December 31, 2005.
 
(5)  As of December 31, 2005, there were 36,451,932 shares of our common stock outstanding and 13,755,945 shares of Class B common stock outstanding. To calculate a stockholder’s percentage of beneficial ownership of common stock, we must include in the numerator and denominator those shares of common stock underlying options or convertible securities (such as our Class B common stock) that the stockholder is considered to beneficially own. Shares of common stock underlying options or convertible securities held by other stockholders, however, are disregarded in this calculation. Therefore, the denominator used in calculating beneficial ownership among our stockholders may differ.
 
(6)  Less than 5%.

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