8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported March 8, 2012

Hibbett Sports, Inc.

(Exact Name Of Registrant As Specified In Its Charter)

Delaware	000-20969	20-8159608
(State of Incorporation)	(Commission	(IRS Employer
	File Number)	Identification No.)

451 Industrial Lane

Birmingham, Alabama  35211

(Address of principal executive offices)

(205) 942-4292

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

□      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□      Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.  Results of Operations and Financial Condition.

The Company released its results of operations for the thirteen-week and fifty-two-week period ended January 28, 2012, in a press release issued on March 9, 2012.

The information in this Item, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.  It may be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)           Executive Compensation

On March 8, 2012, the Compensation Committee (Committee) of the Board approved the annual base salaries (effective January 29, 2012) of the Company’s Named Executive Officers (NEOs) for Fiscal 2013.  The following table sets forth the annual base salary level of the Company’s NEOs (which officers were determined by reference to the Company’s proxy statement, dated April 25, 2011 for Fiscal 2012) and those determined to be NEOs for Fiscal 2013:
 

		Base Salary
Name	Position	Fiscal 2012	Fiscal 2013
Michael J. Newsome	Executive Chairman of the Board	$      400,000	$      400,000
Jeffry O. Rosenthal	Chief Executive Officer and President	420,000	440,000
Gary A. Smith	Senior Vice President and Chief Financial Officer	350,000	367,500
Cathy E. Pryor	Senior Vice President of Operations	335,000	350,000
Rebecca A. Jones	Senior Vice President of Merchandising	335,000	350,000

 Also, on March 8, 2012, the Committee authorized the payment of annual incentive (i.e. bonus) awards to each of the Company’s NEOs in respect to the year ended January 28, 2012 (Fiscal 2012).  Consistent with past practice, the payment of the awards is made upon the Company achieving defined company financial goals.  At the same time, the Committee established the target bonuses and performance goals for the Fiscal 2013 annual incentive awards.  These target bonuses will be based solely on the Company’s financial performance during Fiscal 2013.  Both fiscal year annual incentive bonuses were established subject to the Amended 2006 Executive Officer Cash Bonus Plan adopted previously by the Company’s stockholders.  The following table sets forth cash payments to the NEOs in respect to their annual incentive awards for Fiscal 2012 and the incentive bonus target amounts for Fiscal 2013 (the actual bonus may be less or more than the targeted amount depending on future performance):

		Annual Incentive Award
Name	Position	Fiscal 2012	Fiscal 2013
Michael J. Newsome	Executive Chairman of the Board	$      500,000	$      400,000
Jeffry O. Rosenthal	Chief Executive Officer and President	420,000	374,000
Gary A. Smith	Senior Vice President and Chief Financial Officer	262,500	220,500
Cathy E. Pryor	Senior Vice President of Operations	251,250	210,000
Rebecca A. Jones	Senior Vice President of Merchandising	251,250	227,500

 Equity awards will be granted as of March 13, 2012 pursuant to the Company’s Statement of Employee Equity Grant Practices.  These awards will be granted under the 2005 Equity Incentive Plan.  The restricted stock units are awarded in two parts:  (1) half the award will cliff vest in five years, subject to a one year performance period based on return on invested capital (ROIC); (2) half the award will cliff vest in three years, subject to a three year performance period based on cumulative earnings before income taxes (EBIT).  The following table sets forth the target restricted stock units to be awarded to each NEO for Fiscal 2013 upon achievement of specified performance criteria (the actual bonus may be less or more than the targeted amount depending on future performance):

		Restricted
Name	Position	Stock Units
Michael J. Newsome	Executive Chairman of the Board	11,400
Jeffry O. Rosenthal	Chief Executive Officer and President	9,700
Gary A. Smith	Senior Vice President and Chief Financial Officer	5,700
Cathy E. Pryor	Senior Vice President of Operations	5,400
Rebecca A. Jones	Senior Vice President of Merchandising	5,900

 The Company exercises negative discretion on all performance-based compensation.  The Company intends to provide additional information regarding the compensation awarded, including equity awards, to the NEOs in respect to and during the year ended January 28, 2012, in the proxy statement for the Company’s 2012 Annual Meeting of Stockholders.

Item 7.01.  Regulation FD Disclosures.

The information contained in Item 2.02 (including disclaimer) is incorporated by reference into this item 7.01.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 is furnished pursuant to Item 2.02 and shall not be deemed to be “filed”.

Exhibit No.	Description
99.1	Press Release Dated March 9, 2012

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HIBBETT SPORTS, INC.
By:	/s/ Gary A. Smith
	Gary A. Smith
	Senior Vice President and Chief Financial Officer

March 9, 2012

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release Dated March 9, 2012

EX-99.1

EXHIBIT 99.1

Contact:	Gary A. Smith
	Senior Vice President &
	Chief Financial Officer
	(205) 942-4292

HIBBETT REPORTS FOURTH QUARTER AND FISCAL 2012 RESULTS

·   Achieves Ninth Consecutive Quarter of Comparable Store Sales Increase

·   Quarter and Fiscal EPS Increases over 34%

·   Record Operating Margins Fiscal 2012

BIRMINGHAM, Ala. (March 9, 2012) – Hibbett Sports, Inc. (NASDAQ/GS: HIBB), a sporting goods retailer, today announced results for the fourth quarter and fiscal year ended January 28, 2012.

Financial Highlights

Net sales for the 13-week period ended January 28, 2012, increased 10.1% to $190.7 million compared with $173.2 million for the 13-week period ended January 29, 2011.  Comparable store sales increased 7.2%. Net income for the 13-week period ended January 28, 2012, increased 27.0% to $15.8 million compared with $12.5 million for the 13-week period ended January 29, 2011.  Earnings per diluted share increased 34.1% to $0.59 compared with $0.44 for the 13-week period ended January 29, 2011.

Net sales for the 52-week fiscal year ended January 28, 2012, increased 10.2% to $732.6 million compared with $665.0 million for the 52-week period ended January 29, 2011.  Comparable store sales increased 6.8%.  Net income for Fiscal 2012, increased 27.3% to $59.1 million compared with $46.4 million for Fiscal 2011.  Earnings per diluted share increased 34.4% to $2.15 compared with $1.60 for the 52-week period ended January 29, 2011.

Jeff Rosenthal, President and Chief Executive Officer, stated, “We are pleased with our continued strong performance, sustained margin expansion and exceptional cost management. Fiscal 2012 was another great year of growth, and we are off to a fast start in the first quarter of Fiscal 2013 with an even stronger sales trend. We would like to thank all of our hard working associates for their efforts in helping us deliver these results for our shareholders.”

For the quarter, Hibbett opened 21 new stores, expanded 2 high performing stores and closed 4 underperforming stores, bringing the store base to 832 in 26 states as of January 28, 2012. For Fiscal 2012, the Company opened 52 new stores, expanded 15 high performing stores and closed 18 underperforming stores.

Liquidity and Stock Repurchases

Hibbett ended Fiscal 2012 with $55.1 million of available cash and cash equivalents on the consolidated balance sheet, no bank debt outstanding and full availability under its $80.0 million unsecured credit facilities.

During the fourth quarter, the Company repurchased 225,170 shares of common stock for a total expenditure of $10.1 million.  Approximately $144.7 million of the current $250.0 million authorization remains for future stock repurchases.

Fiscal 2013 Outlook

The Company anticipates its earnings for the 53-week period ending February 2, 2013, to be within a range of $2.35 to $2.55 per diluted share (which includes an expected contribution of $0.07 to $0.09 per diluted share from the 53rd week) and comparable store sales to increase in the low to mid single digit range. For Fiscal 2013, the Company expects to open 55 to 60 new stores, expand approximately 15 high performing stores and close up to 18 stores.

Investor Conference Call and Simulcast

Hibbett Sports, Inc. will conduct a conference call at 10:00 a.m. ET on Friday, March 9, 2012, to discuss fourth quarter and Fiscal 2012 results.  The number to call for the live interactive teleconference is (212) 231-2934.  A replay of the conference call will be available until March 16, 2012, by dialing (402) 977-9140 and entering the passcode, 21577065.

The Company will also provide an online Web simulcast and rebroadcast of its Fiscal 2012 fourth quarter conference call.  The live broadcast of Hibbett's quarterly conference call will be available online at www.hibbett.com under Investor Relations, www.streetevents.com and www.earnings.com on Friday, March 9, 2012, beginning at 10:00 a.m. ET.  The online replay will follow shortly after the call and continue through March 16, 2012.

Hibbett Sports, Inc. operates sporting goods stores in small to mid-sized markets, predominately in the Southeast, Southwest, Mid-Atlantic and the lower Midwest regions of the United States.  The Company’s primary store format is Hibbett Sports, a 5,000-square-foot store located in strip centers and enclosed malls.

A WARNING ABOUT FORWARD LOOKING STATEMENTS:  Certain matters discussed in this press release are "forward looking statements" as that term is used in the Private Securities Litigation Reform Act of 1995.  Forward looking statements address future events, developments or results and typically use words such as believe, anticipate, expect, intend, plan, forecast, guidance, outlook, or estimate.  For example, our forward looking statements include statements regarding store opening, expansion and closing plans, liquidity, sales trends, earnings per diluted share and comparable store sales for Fiscal 2013.  Such statements are subject to risks and uncertainties that could cause actual results to differ materially, including economic conditions, industry trends, merchandise trends, vendor relationships, customer demand, and competition.  For a discussion of these factors, as well as others which could affect our business, you should carefully review our Annual Report and other reports filed from time to time with the Securities and Exchange Commission, including the "Risk Factors," "Business" and "MD&A" sections in our Annual Report on Form 10-K filed on March 29, 2011, and the “MD&A” section on our Quarterly Reports on Form 10-Q filed on June 3, September 6, and December 6, 2011. In light of these risks and uncertainties, the future events, developments or results described by our forward looking statements in this document could turn out to be materially and adversely different from those we discuss or imply.  We are not obligated to release publicly any revisions to any forward looking statements contained in this press release to reflect events or circumstances occurring after the date of this report and you should not expect us to do so.

- MORE -

HIBBETT SPORTS, INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations

(Dollars in thousands, except per share amounts)

		Thirteen Weeks Ended		Fifty-Two Weeks Ended
		January 28,	January 29,	January 28,	January 29,
		2012	2011	2012	2011
Net sales		$         190,681	$         173,209	$     732,645	$     664,954
Cost of goods sold, distribution center and store occupancy costs		122,521	112,749	470,237	434,552
	Gross profit	68,160	60,460	262,408	230,402
Store operating, selling and administrative expenses		39,817	37,773	155,672	143,232
Depreciation and amortization		3,291	3,385	13,205	13,623
	Operating income	25,052	19,302	93,531	73,547
Interest expense, net		50	41	217	105
	Income before provision for income taxes	25,002	19,261	93,314	73,442
Provision for income taxes		9,178	6,804	34,254	27,042
	Net income	$           15,824	$           12,457	$       59,060	$       46,400
Net income per common share:
	Basic earnings per share	$               0.60	$               0.45	$           2.19	$           1.63
	Diluted earnings per share	$               0.59	$               0.44	$           2.15	$           1.60
Weighted average shares outstanding:
	Basic	26,452	27,958	26,978	28,426
	Diluted	26,983	28,578	27,506	29,033

Unaudited Condensed Consolidated Balance Sheets

(In thousands)

		January 28,	January 29,
		2012	2011
Assets
Cash and cash equivalents		$        55,138	$        75,517
Accounts receivable, net		6,123	5,385
Inventories, net		195,071	174,878
Prepaid expenses and other		12,441	13,561
	Total current assets	268,773	269,341
Property and equipment, net		39,596	40,056
Other assets		5,327	4,868
	Total assets	$      313,696	$      314,265
Liabilities and Stockholders' Investment
Accounts payable		$        73,735	$        75,986
Short-term capital leases		173	312
Accrued expenses		17,750	18,036
	Total current liabilities	91,658	94,334
Non-current liabilities		18,288	19,843
Stockholders' investment		203,750	200,088
	Total liabilities and stockholders' investment	$      313,696	$      314,265

END OF EXHIBIT 99.1