| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HIBB | Common Stock | Options Exercise | $127K | +1.45K | +87.8% | $87.50 | 3.1K | Jul 25, 2024 | Direct | F1, F2 |
| transaction | HIBB | Common Stock | Options Exercise | $485K | +5.54K | +179.1% | $87.50 | 8.64K | Jul 25, 2024 | Direct | F1, F2 |
| transaction | HIBB | Common Stock | Disposed to Issuer | -$756K | -8.64K | -100% | $87.50 | 0 | Jul 25, 2024 | Direct | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HIBB | Stock Options (Right to Buy) | Disposed to Issuer | -$358K | -4.09K | -100% | $87.50 | 0 | Jul 25, 2024 | Common Stock | 4.09K | $58.38 | Direct | F3 |
| transaction | HIBB | Stock Options (Right to Buy) | Disposed to Issuer | -$190K | -2.17K | -100% | $87.50 | 0 | Jul 25, 2024 | Common Stock | 2.17K | $14.25 | Direct | F3 |
| transaction | HIBB | Stock Options (Right to Buy) | Disposed to Issuer | -$228K | -2.6K | -100% | $87.50 | 0 | Jul 25, 2024 | Common Stock | 2.6K | $20.40 | Direct | F3 |
| transaction | HIBB | Stock Options (Right to Buy) | Disposed to Issuer | -$574K | -6.56K | -100% | $87.50 | 0 | Jul 25, 2024 | Common Stock | 6.56K | $22.55 | Direct | F3 |
| transaction | HIBB | Restricted Stock Units | Options Exercise | $0 | -1.45K | -100% | $0.00* | 0 | Jul 25, 2024 | Common Stock | 1.45K | $0.00 | Direct | F2, F4 |
| transaction | HIBB | Restricted Stock Units | Options Exercise | $0 | -5.54K | -100% | $0.00* | 0 | Jul 25, 2024 | Common Stock | 5.54K | $0.00 | Direct | F2, F4 |
James A. Hilt is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Pursuant to the Agreement and Plan of Merger, dated as of April 23, 2024 (the Merger Agreement), by and among Hibbett, Inc., a Delaware corporation (the Company), Genesis Holdings, Inc., an Indiana corporation (Parent), Steps Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (Merger Sub) and, solely for purposes of certain provisions specified therein, JD Sports Fashion plc, a company incorporated under the laws of England and Wales and the ultimate parent company of Parent and Merger Sub, each share of common stock, par value $0.01 per share, of the Company (Company Common Stock) was converted into the right to receive $87.50 in cash, without interest. |
| F2 | Represents restricted stock units. In accordance with the terms of the Merger Agreement, each Vested Company RSU Award (as defined in the Merger Agreement) that was outstanding as of immediately prior to the effective time of the merger, automatically became fully vested and was cancelled by virtue of the merger without any action on the part of any holder or beneficiary thereof and entitled the holder to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (1) the number of shares of Company Common Stock then underlying such restricted stock unit award as of immediately prior to the effective time of the merger, and (2) the per share merger consideration of $87.50. |
| F3 | In accordance with the terms of the Merger Agreement, each option to purchase shares of Company Common Stock that is outstanding as of immediately prior to the effective time of the merger, whether vested or unvested, was cancelled by virtue of the merger without any action on the part of the holder thereof and entitled the holder to receive with respect thereto an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (1) the number of shares of Company Common Stock subject to such option as of immediately prior to the effective time of the merger, and (2) the excess, if any, of per share merger consideration of $87.50 over the exercise price per share of Company Common Stock subject to such option as of immediately prior to the effective time of the merger. |
| F4 | Restricted stock units have no excercisable or expiration date. |