Annual report
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3 , 2021 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Delaware ( State or other jurisdiction of incorporation or organization ) 2525 East El Segundo Boulevard El Segundo , California ( Address of principal executive offices ) or BIG 5 SPORTING GOODS CORPORATION ( Exact name of registrant as specified in its charter ) Title of each class Common Stock , par value $ 0.01 per share Large accelerated filer Non - accelerated filer to Commission file number : 000-49850 Registrant's telephone number , including area code : ( 310 ) 536-0611 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) BGFV Securities registered pursuant to section 12 ( g ) of the Act : None 95-4388794 ( I.R.S. Employer Identification No. ) 90245 ( Zip Code ) Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes □ No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes No Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No Name of each exchange on which registered The NASDAQ Stock Market LLC Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes NO Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . The registrant had 21,934,334 shares of common stock outstanding at February 23 , 2021 . Documents Incorporated by Reference Accelerated filer Smaller reporting company Emerging growth company 0 If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . No Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes □ The aggregate market value of the voting stock held by non - affiliates of the registrant was $ 32,282,404 as of June 28 , 2020 ( the last business day of the registrant's most recently completed second fiscal quarter ) based upon the closing price of the registrant's common stock on the NASDAQ Stock Market LLC reported for June 26 , 2020. Shares of common stock held by each executive officer and director and by each person who , as of such date , may be deemed to have beneficially owned more than 5 % of the outstanding voting stock have been excluded in that such persons may be deemed to be affiliates of the registrant under certain circumstances . This determination of affiliate status is not necessarily a conclusive determination of affiliate status for any other purpose . Part III of this Form 10 - K incorporates by reference certain information from the registrant's 2021 definitive proxy statement ( the " Proxy Statement " ) to be filed with the Securities and Exchange Commission no later than 120 days after the end of the registrant's fiscal year .