[Form 4] Dick's Sporting Goods, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Broadcom Inc. (NASDAQ: AVGO) filed a Form 8-K dated 11 July 2025 detailing two related capital-structure actions.

1. Termination of Existing Credit Agreement (Item 1.02)
• The company repaid in full and terminated its August 15 2023 credit agreement, which originally provided a $30.4 billion term-loan facility.
• Immediately before repayment, $6.0 billion of principal was outstanding; the facility would have matured in 2028 and bore interest at a floating rate (alternate base rate or Term SOFR plus a ratings-based margin).

2. New Senior-Notes Offering (Item 8.01)
• On 7 July 2025 Broadcom executed an underwriting agreement to issue $6.0 billion of unsecured senior notes:

• $1.75 billion 4.600% notes due 2030
• $1.75 billion 4.900% notes due 2032
• $2.50 billion 5.200% notes due 2035

• The notes rank pari passu with all other unsecured, unsubordinated obligations but are not guaranteed by subsidiaries, resulting in structural subordination to subsidiary debt.
• Net proceeds, together with cash on hand, were used to retire the term-loan facility described above.

Strategic Implications
• The transaction shifts $6 billion of floating-rate bank debt maturing in 2028 to fixed-rate public notes maturing between 2030–2035, extending Broadcom’s maturity ladder and removing variable-rate exposure.
• No financial statements were included; therefore, changes to leverage, coverage, or liquidity ratios are not quantified within this filing.

Positive

• Repayment of $6 billion outstanding on the 2023 term loan eliminates near-term 2028 maturity exposure.
• Issuance of $6 billion fixed-rate senior notes locks in rates through 2030–2035, reducing floating-rate risk.
• Proactive balance-sheet management demonstrates access to deep capital markets via tier-one underwriters.

Negative

• New notes lack subsidiary guarantees, making them structurally subordinated to subsidiary indebtedness.
• Longer-dated fixed coupons may carry higher nominal interest cost versus previous floating-rate loan, though figures are not provided.

Insights

Senior Financial Analyst

TL;DR – Broadcom refinances $6B term loan with $6B fixed-rate notes, extending maturities and eliminating floating-rate exposure.

Repaying the 2028 term loan with longer-dated fixed coupons simplifies Broadcom’s debt stack and locks in rates amid volatile benchmarks. The action is leverage-neutral (same principal) yet modestly beneficial to cash-flow predictability, as interest expense is now fixed through 2030–2035. While coupon levels are above recent SOFR prints, management gains certainty and avoids future spread step-ups linked to credit ratings. Overall, the move demonstrates proactive balance-sheet management and preserves liquidity by using market demand rather than cash reserves alone.

Credit Analyst

TL;DR – Refinance is structurally pari passu at parent level but notes lack subsidiary guarantees, leaving some credit risk unchanged.

From a credit standpoint, Broadcom swapped bank debt for capital-markets debt without altering total leverage. Fixed coupons mitigate rate volatility but are structurally subordinated to subsidiary liabilities because no guarantees are provided. Consequently, recovery prospects in a stress scenario could be marginally weaker for noteholders versus previous bank lenders who held upstream guarantees. The longer tenors modestly improve the company’s liquidity horizon yet leave overall leverage and subordination profile largely intact, producing a neutral credit impact.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gupta Navdeep

(Last) (First) (Middle)

345 COURT STREET

(Street)

CORAOPOLIS PA 15108

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DICK'S SPORTING GOODS, INC. [ DKS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2025

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 $0.01 per share	07/10/2025		S		9,303	D	$215	87,778	D(1)

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

Explanation of Responses:

1. The reported sale of 9,303 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 28, 2025.

Remarks:

	/s/ Elizabeth H. Baran by Power of Attorney	07/11/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Why did Broadcom (AVGO) terminate its $30.4 billion term-loan facility?

The company used proceeds from a new $6 billion senior-notes offering, plus cash on hand, to repay the remaining $6 billion outstanding and close the facility.

What are the key terms of Broadcom's new senior notes issued in July 2025?

Broadcom sold $1.75 billion 4.600% notes due 2030, $1.75 billion 4.900% notes due 2032 and $2.5 billion 5.200% notes due 2035.

Are the new Broadcom notes secured or guaranteed?

The notes are unsecured and unsubordinated at the parent level and are not guaranteed by subsidiaries, making them structurally subordinated.

How does the refinancing affect Broadcom's debt maturity schedule?

The company replaces a 2028 floating-rate maturity with fixed-rate maturities in 2030, 2032 and 2035, extending its maturity ladder.

Were any financial statements or pro-forma leverage metrics included in the 8-K?

No. The filing contains no financial statements, so changes to leverage or interest expense are not quantified.