Luke D Thompson Form 4 BIG 5 SPORTING GOODS / Luke D Thompson ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Thompson Luke D

(Last) (First) (Middle)

C/O BIG 5 SPORTING GOODS CORPORATION

2525 EAST EL SEGUNDO BLVD.

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BIG 5 SPORTING GOODS Corp [ BGFV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior VP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01	03/17/2021		M		18,750	A	$6.2	51,208	D
Common Stock, par value $.01	03/17/2021		M		6,000	A	$4.07	57,208	D
Common Stock, par value $.01	03/17/2021		M		3,300	A	$2.23	60,508	D
Common Stock, par value $.01	03/17/2021		S		28,050	D	$16.05(1)	32,458	D
Common Stock, par value $.01	03/17/2021		S		8,458	D	$15.99(2)	24,000	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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
Employee Stock Option (right to buy)	$6.2	03/17/2021		M			18,750	(3)	03/01/2028	Common Stock, par value $.01	18,750	$0.0	6,250	D
Employee Stock Option (right to buy)	$4.07	03/17/2021		M			6,000	(4)	03/01/2029	Common Stock, par value $.01	6,000	$0.0	6,000	D
Employee Stock Option (right to buy)	$2.23	03/17/2021		M			3,300	(5)	02/28/2030	Common Stock, par value $.01	3,300	$0.0	9,900	D

Explanation of Responses:

1. Represents the weighted average sale price for multiple transactions at prices ranging from $15.88 to $16.20 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 $15.87 to $16.10 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. These options were granted on March 1, 2018, and vest in four equal annual installments, with the final vesting date being March 1, 2022.

4. These options were granted on March 1, 2019, and vest in four equal annual installments, with the final vesting date being March 1, 2023.

5. These options were granted on February 28, 2020, and vest in four equal annual installments, with the final vesting date being February 28, 2024.

Remarks:

	IAN LANDGREEN, ATTORNEY-IN-FACT	03/18/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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