Statement of Changes in Beneficial Ownership (4)
17 Noviembre 2021 - 4:02PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
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MILLER STEVEN G |
2. Issuer Name and Ticker or Trading Symbol
BIG 5 SPORTING GOODS Corp
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BGFV
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, President and CEO |
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(Last)
(First)
(Middle)
C/O BIG 5 SPORTING GOODS CORPORATION, 2525 EAST EL SEGUNDO BLVD. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/15/2021 |
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(Street)
EL SEGUNDO, CA 90245
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock, par value $.01 | | | | | | | | 51854 | D | |
| Common Stock, par value $.01 | 11/15/2021 | | S | | 21885 | D | $35.71 (1) | 520000 | I | By the Steven G. Miller and Jacquelyne G. Miller Trust dated September 13, 1990 |
| Common Stock, par value $.01 | 11/15/2021 | | S | | 10000 | D | $40.15 (2) | 510000 | I | By the Steven G. Miller and Jacquelyne G. Miller Trust dated September 13, 1990 |
| Common Stock, par value $.01 | 11/15/2021 | | S | | 10000 | D | $41.01 (3) | 500000 | I | By the Steven G. Miller and Jacquelyne G. Miller Trust dated September 13, 1990 |
| Common Stock, par value $.01 | 11/15/2021 | | S | | 30000 | D | $35.25 (4) | 294232 | I | By Robert W. and Florence Miller Family Partners, L.P. |
| Common Stock, par value $.01 | 11/15/2021 | | S | | 10000 | D | $40.36 (5) | 284232 | I | By Robert W. and Florence Miller Family Partners, L.P. |
| Common Stock, par value $.01 | 11/15/2021 | | S | | 10000 | D | $41.01 (6) | 274232 | I | By Robert W. and Florence Miller Family Partners, L.P. |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Represents the weighted average sale price for multiple transactions at prices ranging from $35.45 to $35.85 per share. The undersigned undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| (2) | Represents the weighted average sale price for multiple transactions at prices ranging from $40.00 to $40.46 per share. The undersigned undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| (3) | Represents the weighted average sale price for multiple transactions at prices ranging from $41.00 to $41.08 per share. The undersigned undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| (4) | Represents the weighted average sale price for multiple transactions at prices ranging from $35.07 to $35.56 per share. The undersigned undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| (5) | Represents the weighted average sale price for multiple transactions at prices ranging from $40.10 to $40.61 per share. The undersigned undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| (6) | Represents the weighted average sale price for multiple transactions at prices ranging from $41.00 to $41.11 per share. The undersigned undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
MILLER STEVEN G
C/O BIG 5 SPORTING GOODS CORPORATION
2525 EAST EL SEGUNDO BLVD.
EL SEGUNDO, CA 90245 | X |
| Chairman, President and CEO |
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Signatures
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| IAN LANDGREEN, ATTORNEY-IN-FACT | | 11/17/2021 |
| **Signature of Reporting Person | Date |
Big 5 Sporting Goods (NASDAQ:BGFV)
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Big 5 Sporting Goods (NASDAQ:BGFV)
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