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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
FORM 10-K/A
(Amendment No. 1)
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: February 1, 2020
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from:  __________________________ to __________________________
Commission file number:          000-20969
HIBB-20200201_G1.JPG
HIBBETT SPORTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 20-8159608
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
2700 Milan Court, Birmingham, Alabama  35211
(Address of principal executive offices, including zip code)
205-942-4292
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 Par Value Per Share HIBB Nasdaq Global Select Market

Securities registered pursuant to section 12(g) of the Act:   NONE
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes No



Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated filer
Non-accelerated filer Smaller reporting company
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.  
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes No
The aggregate market value of the voting stock held by non-affiliates of the Registrant (assuming for purposes of this calculation that all executive officers and directors are “affiliates”) was $301,279,806 on August 3, 2019, based on the closing sale price of $17.31 at August 2, 2019 for the common stock on such date on the Nasdaq Global Select Market.
The number of shares outstanding of the Registrant’s common stock, as of April 3, 2020, was 16,516,064.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant’s Proxy Statement for the 2020 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K. 





EXPLANATORY NOTE

Hibbett Sports, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to amend its Annual Report on Form 10-K for the year ended February 1, 2020 (the “Form 10-K”), as filed with the Securities and Exchange Commission on April 16, 2020. The sole purpose of this Amendment is to refile Exhibit 23.1 that was originally filed with the Form 10-K to correct two typographical errors within the exhibit that inadvertently referred to incorrect dates.

This Amendment speaks as of the original filing date, does not reflect events occurring after the filing of the Form 10-K and does not modify or update those disclosures that may be affected by subsequent events, and no other changes are being made to any other disclosure contained in the Form 10-K.

This Amendment is an exhibit-only filing, and except for the changes to Exhibit 23.1 described above, this Amendment does not otherwise update any exhibits as originally filed or previously amended. In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment pursuant to Rule 13a-14(a) of the Exchange Act.





Item 15. Exhibits, Financial Statement Schedules.
(a)Documents filed as part of this report:
Number Description
1. Financial Statements.
The following Consolidated Financial Statements and Supplementary Data of the Company and Independent Registered Public Accounting Firm’s Report on such Consolidated Financial Statements are included in Part II, Item 8 are incorporated by reference to our Annual Report on form 10-K filed with the Securities and Exchange Commission on April 16, 2020.
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets as of February 1, 2020 and February 2, 2019
Consolidated Statements of Operations for the fiscal years ended February 1, 2020, February 2, 2019 and February 3, 2018
Consolidated Statements of Cash Flows for the fiscal years ended February 1, 2020, February 2, 2019 and February 3, 2018
Consolidated Statements of Stockholders' Investment for the fiscal years ended February 1, 2020, February 2, 2019 and February 3, 2018
Notes to Consolidated Financial Statements
2. Financial Statement Schedules.
All schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are not applicable, and therefore have been omitted.
3. Exhibits.
The Exhibits listed below are the exhibits of Hibbett Sports, Inc. and its wholly owned subsidiaries and are filed as part of, or incorporated by reference into, this report.
Certificates of Incorporation and By-Laws
3.1   
3.2   
Instruments Defining the Rights of Securities Holders
4.1   
4.2   
Material Contracts
10.1   



Number Description
10.2   
10.3   
10.4   
10.5   
10.6   
10.7   
10.8   
10.9   
10.10   
10.11   
10.12   
Hibbett Sports, Inc. 2015 Equity Incentive Plan; incorporated herein by reference to Appendix A to the Registrant’s Definitive Proxy Statement filed with the Securities and Exchange Commission of April 23, 2015.
10.13   
Hibbett Sports, Inc. 2016 Executive Officer Cash Bonus Plan; incorporated herein by reference to Appendix A to the Registrant’s Definitive Proxy Statement for the 2016 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on April 21, 2016.
10.14   
10.15   
Hibbett Sports, Inc. 2015 Employee Stock Purchase Plan; incorporated herein by reference to Appendix B to the Registrant’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 23, 2015.
10.16   
Hibbett Sports, Inc. 2015 Director Deferred Compensation Plan; incorporated herein by reference to Appendix C to the Registrant’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 23, 2015.
10.17   
10.18   
10.19



Number Description
10.20
10.21
10.22
10.23
10.24
10.25
10.26
10.27
Subsidiaries of the Registrant
21    List of Company’s Subsidiaries:
1)      Hibbett Sporting Goods, Inc., a Delaware Corporation
2)      City Gear, LLC, a Tennessee Limited Liability Company
3)      Hibbett Digital Management, LLC, an Alabama Limited Liability Company
4)      Gift Card Services, LLC., a Virginia Limited Liability Company
5)      Hibbett Wholesale, Inc., an Alabama Corporation
6)      Hibbett Holdings, LLC, an Alabama Limited Liability Company
 
Consents of Experts and Counsel
23.1 *
 
Certifications
31.1 *
31.2 *
32.1 *
Interactive Data Files
101.INS XBRL Instance Document; incorporated herein by reference to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2020.
101.SCH XBRL Taxonomy Extension Schema Document; incorporated herein by reference to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2020.



Number Description
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document; incorporated herein by reference to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2020.
101.DEF XBRL Taxonomy Extension Definition Linkbase Document; incorporated herein by reference to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2020.
101.LAB XBRL Taxonomy Extension Label Linkbase Document; incorporated herein by reference to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2020.
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document; incorporated herein by reference to our Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 16, 2020.
* Filed Within
Management Contract or Compensatory Plan or Arrangement




SIGNATURES.
Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HIBBETT SPORTS, INC.
Date: April 16, 2020 By: /s/ Scott Humphrey
Scott Humphrey
Interim Chief Financial Officer (Principal Financial and Accounting Officer)





Exhibit 23.1


Consent of Independent Registered Public Accounting Firm




The Board of Directors
Hibbett Sports, Inc.:

We consent to the incorporation by reference in the registration statements (Nos. 333-204896 and 333-182429) on Form S-8 of Hibbett Sports, Inc. of our report dated April 16, 2020, with respect to the consolidated balance sheets of Hibbett Sports, Inc. and subsidiaries as of February 1, 2020 and February 2, 2019, the related consolidated statements of operations, stockholders’ investment, and cash flows for each of the fiscal years in the three-year period ended February 1, 2020, and the related notes, and the effectiveness of internal control over financial reporting as of February 1, 2020, which report appears in the February 1, 2020 annual report on Form 10-K of Hibbett Sports, Inc.
Our report refers to a change in the method of accounting for leases due to the adoption of Accounting Standards Update 2016-02, Topic 842, Leases.

/s/ KPMG LLP



Birmingham, Alabama
April 16, 2020






End of Exhibit 23.1




Exhibit 31.1
Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer
I, Michael E. Longo, certify that:
1.I have reviewed this annual report on Form 10-K/A of Hibbett Sports, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

Date: April 16, 2020 /s/ Michael E. Longo
Michael E. Longo
President and Chief Executive Officer


End of Exhibit 31.1


Exhibit 31.2
Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer
I, Scott Humphrey, certify that:
1.I have reviewed this annual report on Form 10-K/A of Hibbett Sports, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.


Date: April 16, 2020 /s/ Scott Humphrey
Scott Humphrey
Interim Chief Financial Officer
(Principal Financial and Accounting Officer)


End of Exhibit 31.2


Exhibit 32.1


CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report on Form 10-K of Hibbett Sports, Inc. and Subsidiaries (the Company) for the period ended February 1, 2020, as filed with the Securities and Exchange Commission on the date hereof (the Report), we, Michael E. Longo, President and Chief Executive Officer, and Scott Humphrey, Interim Chief Financial Officer of the Company, certify, to the best of each of our knowledge, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:
(1)the Report fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934 as amended; and
(2)the information contained in the Report fairly presents in all material respects, the financial condition and results of operations of the Company.

Date: April 16, 2020 /s/ Michael E. Longo
Michael E. Longo
President and Chief Executive Officer
(Principal Executive Officer)

Date: April 16, 2020 /s/ Scott Humphrey
Scott Humphrey
Interim Chief Financial Officer
(Principal Financial and Accounting Officer)
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
End of Exhibit 32.1