8-K 1 q4f198-k_earnings.htm HIBB Q4F19 8-K EARNINGS
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 22, 2019


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.)

2700 Milan Court
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

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.  ☐


Item 2.02.  Results of Operations and Financial Condition.

The Company released its results of operations for the thirteen and fifty-two week periods ended February 2, 2019, in a press release issued on March 22, 2019.

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 7.01.  Regulation FD Disclosures.

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

The Company issued a press release on March 22, 2019 announcing the planned retirement of Jeffry O. Rosenthal as Chief Executive Officer of the Company and related transition matters.  The retirement of Mr. Rosenthal is planned to take effect at the time the Board of Directors appoints his successor.  A copy of the press release announcing the CEO transition plan is being furnished as Exhibit 99.2 to this Form 8-K.

The information in this Item, including Exhibits 99.1 and 99.2 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 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

Exhibits 99.1 and 99.2 are furnished pursuant to Items 2.02 and 7.01, respectively, and shall not be deemed to be “filed.”

Exhibit No.
Description
99.1
Press Release dated March 22, 2019, regarding unaudited results for the fourth quarter and fiscal year ended February 2, 2019.
99.2
Press Release dated March 22, 2019, regarding the Company’s CEO transition plan.



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/ Scott J. Bowman
   
Scott J. Bowman
March 22, 2019
  
Senior Vice President and Chief Financial Officer


EXHIBIT INDEX


Exhibit No.
Description
99.1
Press Release dated March 22, 2019, regarding unaudited results for the fourth quarter and fiscal year ended February 2, 2019.
99.2
Press Release dated March 22, 2019, regarding the Company’s CEO transition plan.