Sonia Syngal - Sep 8, 2025 Form 4 Insider Report for FOOT LOCKER, INC. (FL)

Role
Director
Signature
/s/ Erin Conway, Attorney-in-Fact for Sonia Syngal
Stock symbol
FL
Transactions as of
Sep 8, 2025
Transactions value $
$0
Form type
4
Date filed
9/8/2025, 04:28 PM
Previous filing
Jul 2, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Syngal Sonia Director C/O FOOT LOCKER, INC.,, 330 WEST 34TH STREET, NEW YORK /s/ Erin Conway, Attorney-in-Fact for Sonia Syngal 2025-09-08 0001589927

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FL Common Stock Disposed to Issuer -3.55K -51.35% 3.36K Sep 8, 2025 Direct F1, F2
transaction FL Common Stock Disposed to Issuer -3.36K -100% 0 Sep 8, 2025 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Sonia Syngal is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On September 8, 2025, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated May 15, 2025, by and among DICK'S Sporting Goods, Inc., a Delaware corporation ("Parent"), RJS Sub LLC, a New York limited liability company and a wholly owned direct Subsidiary of Parent ("Merger Sub"), and the Issuer, the Issuer became a wholly owned subsidiary of Parent (the "Merger").
F2 At the effective time of the Merger (the "Effective Time"), each time-based restricted stock unit ("RSU") of the Issuer held by a non-employee director of the Issuer that is outstanding as of immediately prior to the Effective Time, whether or not vested, was cancelled and converted into the right to receive, without interest, an amount in cash equal to (i) the number of shares of Issuer common stock subject to such Issuer RSU as of immediately prior to the Effective Time multiplied by (ii) $24.00.
F3 At the Effective Time, pursuant to the Merger Agreement and subject to certain exceptions, each share of Issuer common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive, without interest and at the holder's election, either (i) an amount in cash equal to $24.00 or (ii) 0.1168 shares of Parent common stock (except that any fractional shares were instead replaced by the right to receive a corresponding cash amount).