Delaware
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85-1800912
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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Large accelerated filer
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☑
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Item 8. |
Exhibits.
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Exhibit No.
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Exhibit Description
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4.1
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4.2
|
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4.3
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5.1*
|
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23.1*
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23.2*
|
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24.1*
|
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107.1*
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Item 9. |
Undertakings.
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ACADEMY SPORTS AND OUTDOORS, INC.
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||
By:
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/s/ Rene G. Casares
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Name:
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Rene G. Casares
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Title:
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Senior Vice President, General Counsel and Secretary
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Signature
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Title
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Date
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||
/s/ Ken C. Hicks
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Chairman, President, and Chief
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March 29, 2022
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||
Ken C. Hicks
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Executive Officer
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|||
(Principal Executive Officer)
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||||
/s/ Michael P. Mullican
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Executive Vice President,
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March 29, 2022
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||
Michael P. Mullican
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Chief Financial Officer
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|||
(Principal Financial and
|
||||
Accounting Officer)
|
||||
/s/ Heather A. Davis
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Senior Vice President,
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March 29, 2022
|
||
Heather A. Davis
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Accounting, Treasury and Tax
|
|||
(Principal Accounting Officer)
|
||||
/s/ Wendy A. Beck
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Director
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March 29, 2022
|
||
Wendy A. Beck
|
||||
/s/ Brian T. Marley
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Director
|
March 29, 2022
|
||
Brian T. Marley
|
||||
/s/ Tom M. Nealon
|
Director
|
March 29, 2022
|
||
Tom M. Nealon
|
||||
/s/ Allen I Questrom
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Director
|
March 29, 2022
|
||
Allen I. Questrom
|
||||
/s/ Beryl B. Raff
|
Director
|
March 29, 2022
|
||
Beryl B. Raff
|
||||
/s/ Nate H. Taylor
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Director
|
March 29, 2022
|
||
Nate H. Taylor
|
||||
/s/ Chris L. Turner
|
Director
|
March 29, 2022
|
||
Chris L. Turner
|
||||
/s/ Sharen J. Turney
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Director
|
March 29, 2022
|
||
Sharen J. Turney
|
||||
/s/ Jeff C. Tweedy
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Director
|
March 29, 2022
|
||
Jeff C. Tweedy
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Re: |
Proposed Offering of up to 1,000,000 Shares of Common Stock of Academy Sports and Outdoors, Inc. Pursuant to the Academy Sports and Outdoors, Inc. 2020 Employee Stock Purchase Plan
|
Security
Type |
Security
Class Title(1)
|
Fee Calculation
Rule
|
Amount
Registered(1)
|
Proposed
Maximum
Offering
Price Per Share
|
Maximum
Aggregate
Offering
Price
|
Fee Rate
|
Amount of
Registration Fee
|
|||||||||||||
Equity
|
Common Stock, $0.01 par value per share, to be issued under the Academy Sports and Outdoors, Inc. 2020 Employee Stock Purchase Plan (the “Plan”)
|
Other(2)
|
1,000,000
|
$
|
37.01(2)
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$
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31,458,500
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(2)
|
|
$92.70 per $1,000,000
|
$
|
2,917.00
|
||||||||
Total Offering Amounts
|
$
|
31,458,500
|
$
|
2,917.00
|
||||||||||||||||
Total Fee Offsets
|
$
|
0.00
|
||||||||||||||||||
Net Fee Due
|
$
|
2,917.00
|
||||||||||||||||||
(1) |
Pursuant to Rule 416 of the Securities Act of 1933 (the “Securities Act”), this Registration Statement on Form S-8 (this “Registration Statement”), also includes additional shares of Common Stock, par value of $0.01 per share (“Common
Stock”) of Academy Sports and Outdoors, Inc. (the “Company”) in respect of the securities identified in the above table that may become issuable through the Plan as a result of any stock dividend, stock split, recapitalization or other
similar transactions.
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(2) |
Estimated in accordance with Rule 457(h) based on a 15% discount from the average of the high and low prices of the Company’s shares of Common Stock
on The Nasdaq Stock Market LLC on March 25, 2022, such discount representing the maximum permissible discount offered pursuant to the Plan.
|