Dick's Sporting Goods 2014 Annual Report Download - page 66

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40
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
SHAREHOLDER MATTERS
Part of the information required by this Item is incorporated herein by reference to the information under the caption "Stock
Ownership" in the Company's 2015 Proxy Statement. The following table summarizes information, as of January 31, 2015
relating to equity compensation plans of the Company pursuant to which grants of options, restricted stock, restricted stock
units or other rights to acquire shares may be granted from time to time:
Equity Compensation Plan Information
Plan Category
Number of Securities
to be Issued Upon
Exercise of
Outstanding Options,
Warrants and Rights
(a)
Weighted Average
Exercise Price of
Outstanding Options,
Warrants and Rights
(b)
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (Excluding
Securities Reflected in
Column (a))
(c)
Equity compensation plans approved
by security holders (1) 4,197,096 (2) $ 32.57 10,862,360 (3)
Equity compensation plans not
approved by security holders — —
Total 4,197,096 10,862,360
(1) Represents outstanding awards pursuant to the Company's 2002 Amended and Restated Stock and Incentive Plan,
2012 Stock and Incentive Plan and Golf Galaxy, Inc. 2004 Stock Incentive Plan.
(2) Upon adoption of the Company's 2012 Stock and Incentive Plan, the common stock available under the 2002
Amended and Restated Stock and Incentive Plan, Golf Galaxy, Inc. 1996 Stock Option and Incentive Plan and Golf
Galaxy, Inc. 2004 Stock Incentive Plan became available for issuance under the 2012 Stock and Incentive Plan.
Represents shares of common stock. Shares of Class B Common Stock are not generally authorized for issuance under
the 2012 Stock and Incentive Plan.
(3) Any shares of common stock that are subject to any award (e.g. options, stock appreciation rights, restricted stock,
restricted stock units or performance stock) pursuant to the 2012 Stock and Incentive Plan will count against the
aggregate number of shares of common stock that may be issued as one share for every share issued.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this Item is incorporated herein by reference to the information under the caption "Certain
Relationships and Transactions with Related Persons" and "Election of Directors - How does the Board determine which
directors are considered independent?" in the Company's 2015 Proxy Statement.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this Item is incorporated herein by reference to the information under the caption "Ratification of
Independent Registered Public Accounting Firm – Audit and Non-Audit Fees and Independent Public Accountants" in the
Company's 2015 Proxy Statement.