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DKS > SEC Filings for DKS > Form 8-K on 3-Mar-2014All Recent SEC Filings

Show all filings for DICKS SPORTING GOODS INC



Change in Directors or Principal Officers


On February 27, 2014, the Board of Directors (the "Board") of Dick's Sporting Goods, Inc. (the "Company") appointed Mark J. Barrenechea to serve as a member of the Board and the Audit Committee of the Board, effective immediately. Mr. Barrenechea will serve as a Class B Director, with his current term expiring at the Company's 2016 annual stockholders' meeting. Mr. Barrenechea has over 24 years of experience in the technology industry, both in software management and server manufacturing, and will bring insight regarding e-commerce to the Board. The Board has determined that Mr. Barrenechea qualifies as an independent director and an audit committee financial expert under the New York Stock Exchange and related rules and regulations of the Securities and Exchange Commission.

Mr. Barrenechea has served as the President and Chief Executive Officer of OpenText Corporation (NASDAQ: OTEX) since January 2012. Prior to joining OpenText, Mr. Barrenechea was President and Chief Executive Officer of Silicon Graphics International Corporation (NASDAQ: SGI) since April 2007. During Mr. Barrenechea's tenure at SGI, he led strategy and execution, which included transformative acquisitions of assets, as well as penetrating diverse new markets and geographic regions. Previously, Mr. Barrenechea served as Executive Vice President and Chief Technology Officer for CA, Inc. (NASDAQ: CA), (formerly Computer Associates International, Inc.) from 2003 to 2006 and was a member of the executive management team. Before joining CA, Mr. Barrenechea served as Senior Vice President of Applications Development at Oracle Corporation, from 1997 to 2003, managing a multi-thousand person global team while serving as a member of the executive management team.

In connection with his appointment to the Board, and consistent with the Board's current compensation arrangements for non-employee directors, Mr. Barrenechea:
(1) was granted an option to purchase 20,000 shares of the Company's Common Stock based on the fair market value of the Common Stock at the time of grant, which vests 25% on each of the next four anniversaries of the grant date, subject to continued service on the Board on the applicable vesting date; and
(2) will be eligible to receive the Company's standard annual compensation for non-employee directors, which includes a grant of restricted stock, a cash retainer, per meeting fees and reimbursement of expenses.

There were no arrangements or understandings between Mr. Barrenechea and any other person pursuant to his election as a director, and there are and have been no transactions since the beginning of the Company's last fiscal year, or currently proposed, regarding Mr. Barrenechea that are required to be disclosed by Item 404(a) of Regulation S-K.

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