DICK'S SPORTING GOODS, INC.
For the period ended Jan 31, 2026. Filed Mar 27, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2026 · Filed Mar 27, 2026
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Item 8. Report of Independent Registered Public Accounting Firm
Table of Contents
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of DICK’S Sporting Goods, Inc. and subsidiaries (the "Company") as of January 31, 2026 and February 1, 2025, and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows, for each of the three years in the period ended January 31, 2026, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of January 31, 2026, and February 1, 2025, and the results of its operations and its cash flows for each of the three years in the period ended January 31, 2026, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of January 31, 2026, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 27, 2026 expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing a separate opinion on the critical audit matters or on the accounts or disclosures to which they relate.
Inventories, net – Obsolete inventory reserve for the DICK’S segment – Refer to Note 1 to the Financial Statements
Critical Audit Matter Description
For the DICK’S segment, inventory cost is determined using the weighted average cost method and consists of the direct costs of merchandise including freight, net of shrinkage, obsolescence, other valuation accounts and vendor allowances. The Company values inventory using the lower of weighted average cost and net realizable value, which is generally based on the selling price expectations of the merchandise. For inventories valued using the weighted average cost method, the Company regularly reviews inventories to determine if the carrying value of the inventory exceeds net realizable value and when determined necessary, records a reserve to reduce the carrying value to net realizable value. Recording the reserve requires management to make assumptions and apply judgment related to current and anticipated demand and the promotional environment, which may be impacted by changes in customer merchandise preference, current and anticipated demand, consumer spending, weather patterns, economic conditions, business trends or merchandising strategies that could cause inventory to be exposed to obsolescence or slow-moving merchandise.
We identified the obsolete inventory reserve for the DICK’S segment as a critical audit matter because of the extent of audit judgment and effort required to evaluate management’s estimate and assumptions due to the subjective nature of the estimate described above.
Table of Contents
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the obsolete inventory reserve for the DICK’S segment included the following, among others:
We tested the effectiveness of controls over the calculation of the obsolete inventory reserve, including controls over the inputs that are used in management’s estimate.
We evaluated the appropriateness and consistency of management’s methods and assumptions used in developing their estimate of the obsolete inventory reserve, including assumptions related to current and anticipated demand and the promotional environment.
We evaluated the appropriateness of specific inputs supporting management’s estimate, including historic inventory trends.
We tested the mathematical accuracy of the Company’s obsolete inventory reserve calculation.
Acquisition of Foot Locker, Inc. – Preliminary Purchase Price Allocation – Refer to Note 2 of the Financial Statements
Critical Audit Matter Description
On September 8, 2025, the Company completed the acquisition of Foot Locker, Inc. and its subsidiaries (the “Foot Locker Acquisition”). The Company accounted for the Foot Locker Acquisition as a business combination under the acquisition method. Accordingly, the purchase price was allocated to the identifiable assets acquired and liabilities assumed based on fair values, with the excess of the purchase price over the amount allocated to the assets and liabilities recorded as goodwill. Management engaged outside appraisal firms to assist in the fair value determination of long-lived assets, income taxes and any other significant assets or liabilities.
We identified the preliminary purchase price allocation related to the Foot Locker Acquisition as a critical audit matter because of the estimates and assumptions used to determine the fair value of identifiable assets acquired and liabilities assumed included in the purchase price. This required an increased extent of audit effort and specialized skill, including the need to involve our fair value and income tax specialists, when performing audit procedures to evaluate the reasonableness of management's estimates and assumptions.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the purchase price allocation for the Foot Locker Acquisition included the following, among others:
We tested the effectiveness of controls over management's evaluation of the preliminary purchase price allocation, including the assumptions and estimates used to determine the fair value of identifiable assets acquired and liabilities assumed included in the purchase price.
With the assistance of our fair value specialists, we evaluated the reasonableness of the valuation methodologies and assumptions used to determine the fair value of intangible assets, operating lease assets and liabilities, and property and equipment included in the purchase price.
With the assistance of our income tax specialists, we evaluated the estimates made related to deferred income tax assets and liabilities.
We evaluated the accuracy and completeness of the financial statement presentation and disclosure of the preliminary purchase price allocation.
/s/Deloitte & Touche LLP
We have served as the Company’s auditor since 1998.
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