8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 17, 2017

Hibbett Sports, Inc.

(Exact Name Of Registrant As Specified In Its Charter)

Delaware	000-20969	20-8159608
(State of Incorporation)	(Commission	(IRS Employer
	File Number)	Identification No.)

2700 Milan Court

Birmingham, Alabama  35211

(Address of principal executive offices)

(205) 942-4292

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

□Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 2.02.  Results of Operations and Financial Condition.

Hibbett Sports, Inc. (Company) released its results of operations for the thirteen-week period ended April 29, 2017, in a press release issued on May 18, 2017.

The information in this Item, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.  It may be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

Item 5.07.  Submission of Matters to a Vote of Security Holders.

On May 17, 2017, the Company held its 2017 Annual Meeting of Stockholders.  The Board of Directors of the Company submitted four proposals to a vote of the Company's stockholders. The final results of the voting on each proposal are presented below.

Proposal Number 1 – Election of Directors

The Board of Directors nominated each of the two Directors set forth below to serve as a Class III Director for a three-year term expiring at the Annual Meeting of Stockholders to be held in 2020, or until his successor is elected and qualified.  The stockholders elected the two nominees to serve as Directors of the Company pursuant to the following vote:

Nominee	For	Against	Withheld	Broker Non-Votes
Anthony F. Crudele	18,955,352	129,221	21,424	882,554
Ralph T. Parks	18,906,180	178,393	21,424	882,554

The election of Anthony F. Crudele and Ralph T. Parks as Class III Directors were part of certain corporate governance changes approved by the Board of Directors in connection with the retirement of Albert C. Johnson as a Class III Director upon the expiration of his term at the 2017 Annual Meeting of Stockholders. Those changes included a reduction in the size of the Board of Directors from nine Directors to eight Directors and a corresponding reduction in the number of Class III directorships from three to two directors effective immediately prior to the convening of the 2017 Annual Meeting of Stockholders.  As a result, effective May 17, 2017, the Board of Directors is divided into three classes, with Class I consisting of three incumbent Directors - Jane F. Aggers, Terrance G. Finley and Jeffry O. Rosenthal, Class II consisting of three incumbent Directors – Karen S. Etzkorn, Michael J. Newsome and Alton E. Yother, and Class III consisting of two incumbent Directors - Anthony F. Crudele and Ralph T. Parks.  For additional information regarding the reduction in the size of the Board, see "Our Corporate Governance Principles – Size of the Board of Directors" in the Company's definitive Proxy Statement for the 2017 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on April 19, 2017.

Proposal Number 2 – Selection of Independent Registered Public Accounting Firm

The stockholders were asked to ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending February 3, 2018.  The appointment of KPMG LLP was ratified by the stockholders pursuant to the following vote:

For	Against	Abstain	Broker Non-Votes
19,887,251	95,610	5,690	--

Proposal Number 3 – Advisory Vote on Executive Compensation

The stockholders were asked to cast a non-binding advisory vote on a resolution to approve the compensation of our Named Executive Officers as disclosed in the Proxy Statement for the 2017 Annual Meeting of Stockholders.  The stockholders approved the non-binding advisory resolution on executive compensation pursuant to the following vote:

For	Against	Abstain	Broker Non-Votes
18,211,341	848,659	45,997	882,554

Proposal Number 4 – Advisory Vote on the Frequency of Advisory Votes on Executive Compensation

The stockholders had the opportunity to vote, on a non-binding advisory basis, on how frequently we should seek future advisory votes on the compensation of our Named Executive Officers.  Our stockholders expressed a preference that an advisory vote on the compensation of our Named Executive Officers occur every year.  The results of the advisory vote were as follows:

1 Year	2 Years	3 Years	Abstain	Broker Non-Votes
17,109,568	6,874	1,962,986	26,569	882,554

After consideration of the stockholder voting results, the Board has determined that the Company will hold an advisory vote on named executive officer compensation each year until the next required stockholder advisory vote on frequency of named executive officer compensation occurs or until the Board otherwise determines that a different frequency for advisory votes on named executive officer compensation is in the best interest of stockholders.  The Company is required to hold votes on such frequency every six years.

Item 7.01.  Regulation FD Disclosures.

The information contained in Item 2.02 (including disclaimer) is incorporated by reference into this item 7.01.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 is furnished pursuant to Item 2.02 and shall not be deemed to be "filed".

Exhibit No.	Description
99.1	Press Release Dated  May 18, 2017

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HIBBETT SPORTS, INC.
	By:	/s/ Scott J. Bowman
		Scott J. Bowman
May 18, 2017		Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release Dated  May 18, 2017

EX-99.1

Exhibit 99.1

Contact:	Scott J. Bowman
	Senior Vice President &
	Chief Financial Officer
	(205) 942-4292

HIBBETT REPORTS FIRST QUARTER FISCAL 2018 RESULTS

·   First Quarter EPS of $0.97 in Line with Recent Business Update

·   Comparable Store Sales Decrease 4.9% in First Quarter

·   Updates Fiscal 2018 Outlook

BIRMINGHAM, Ala. (May 18, 2017) – Hibbett Sports, Inc. (NASDAQ/GS: HIBB), an athletic specialty retailer, today announced results for the first quarter ended April 29, 2017.

First Quarter Results

Net sales for the 13-week period ended April 29, 2017, decreased 2.3% to $275.7 million compared with $282.1 million for the 13-week period ended April 30, 2016.  Comparable store sales decreased 4.9%.

Gross profit was 35.6% of net sales for the 13-week period ended April 29, 2017, compared with 37.2% for the 13-week period ended April 30, 2016.  The decrease was mainly due to markdowns taken to liquidate excess and aged inventory, and de-leverage of logistics and store occupancy expenses associated with lower comparable store sales.

Store operating, selling and administrative expenses were 21.2% of net sales for the 13-week period ended April 29, 2017, compared with 19.9% of net sales for the 13-week period ended April 30, 2016.  The increase was mainly due to de-leverage associated with lower comparable store sales and continued investments in the Company's omni-channel initiative.

Net income for the 13-week period ended April 29, 2017, was $20.9 million compared with $27.9 million for the 13-week period ended April 30, 2016.  Earnings per diluted share was $0.97 for the 13-week period ended April 29, 2017, compared with $1.22 for the 13-week period ended April 30, 2016.

Jeff Rosenthal, President and Chief Executive Officer, stated, "After a double-digit decline in comparable store sales in February, trends improved in March and April with comparable store sales in the positive low to mid-single-digit range.  However, the sales shortfall in February was not fully offset, which led to a 4.9% decline in comparable store sales for the quarter.  Footwear continued to perform well with comparable store sales in the positive low single-digit range, but apparel and equipment posted negative comparable store sales.  Gross margin was also negatively affected due to markdowns taken to manage inventory, although this enabled us to reduce inventory to levels below last year.  Given the softer sales environment, we were able to keep tight controls on expenses, which helped overall profitability.

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"During the quarter, we implemented our store-to-home capability in all stores, and we are encouraged by the early results," Rosenthal continued.  "We expect to see increased benefits from this initiative going forward, as it gives our stores a great tool to improve sales and to enhance the customer experience.  Additionally, we are excited about the continued progress on our e‑commerce initiative and remain on track to launch this capability in the third quarter."

For the quarter, Hibbett opened 13 new stores, expanded four high performing stores and closed nine underperforming stores, bringing the store base to 1,082 in 35 states as of April 29, 2017.

Liquidity and Stock Repurchases

Hibbett ended the first quarter of Fiscal 2018 with $75.9 million of available cash and cash equivalents on the consolidated balance sheet, no bank debt outstanding and full availability under its $80.0 million unsecured credit facilities.

During the first quarter, the Company repurchased 748,134 shares of common stock for a total expenditure of $22.3 million.  Approximately $236.2 million of the total authorization remained for future stock repurchases as of April 29, 2017.

Fiscal 2018 Outlook

The Company is updating its guidance for Fiscal 2018 with the following changes:

· Earnings per diluted share in the range of $2.35 to $2.55 (as reported in the recent business update), which compares with previous guidance of $2.65 to $2.85.

· Comparable store sales in the range of negative 1.0% to positive 1.0%, which compares with previous guidance of an increase in the low single-digit range.

· A reduction in gross margin rate of 55-75 basis points, which compares with previous guidance of a relatively flat gross margin rate compared with Fiscal 2017.

Investor Conference Call and Simulcast

Hibbett Sports, Inc. will conduct a conference call at 10:00 a.m. ET on Thursday, May 18, 2017, to discuss first quarter Fiscal 2018 results.  The number to call for the live interactive teleconference is (212) 231-2909.  A replay of the conference call will be available until May 25, 2017, by dialing (402) 977-9140 and entering the passcode, 21850159.

The Company will also provide an online Web simulcast and rebroadcast of its first quarter Fiscal 2018 conference call.  The live broadcast of Hibbett's quarterly conference call will be available online at www.hibbett.com under Investor Relations on May 18, 2017, beginning at 10:00 a.m. ET.  The online replay will follow shortly after the call and be available for replay for 30 days.

Hibbett Sports, Inc. operates athletic specialty stores in small to mid-sized markets, predominately in the South, Southwest, Mid-Atlantic and Midwest regions of the United States.  The Company's primary store format is Hibbett Sports, a 5,000-square-foot store located in strip centers and enclosed malls.

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A WARNING ABOUT FORWARD LOOKING STATEMENTS:  Certain matters discussed in this press release are "forward looking statements" as that term is used in the Private Securities Litigation Reform Act of 1995.  Forward looking statements address future events, developments or results and typically use words such as believe, anticipate, expect, intend, plan, forecast, guidance, outlook, or estimate.  For example, our forward looking statements include statements regarding earnings per diluted share, comparable store sales, product gross margin rates and merchandising initiatives.  Such statements are subject to risks and uncertainties that could cause actual results to differ materially, including economic conditions, industry trends, merchandise trends, vendor relationships, customer demand, and competition.  For a discussion of these factors, as well as others which could affect our business, you should carefully review our Annual Report and other reports filed from time to time with the Securities and Exchange Commission, including the "Risk Factors," "Business" and "MD&A" sections in our Annual Report on Form 10-K filed on March 28, 2017. In light of these risks and uncertainties, the future events, developments or results described by our forward looking statements in this document could be materially and adversely different from those we discuss or imply.  We are not obligated to release publicly any revisions to any forward looking statements contained in this press release to reflect events or circumstances occurring after the date of this report and you should not expect us to do so.

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HIBBETT SPORTS, INC. AND SUBSIDIARIES
Unaudited Condensed Consolidated Statements of Operations
(Dollars in thousands, except per share amounts)
	Thirteen Weeks Ended
	April 29, 2017		April 30, 2016
Net sales	$	275,688	$	282,092
Cost of goods sold, wholesale and logistics facility and store occupancy costs		177,470		177,090
Gross profit		98,218		105,002
Store operating, selling and administrative expenses		58,337		56,061
Depreciation and amortization		5,713		4,599
Operating income		34,168		44,342
Interest expense, net		66		65
Income before provision for income taxes		34,102		44,277
Provision for income taxes		13,192		16,371
Net income	$	20,910	$	27,906
Net income per common share:
Basic earnings per share	$	0.98	$	1.23
Diluted earnings per share	$	0.97	$	1.22
Weighted average shares outstanding:
Basic		21,316		22,780
Diluted		21,467		22,947

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HIBBETT SPORTS, INC. AND SUBSIDIARIES
Unaudited Condensed Consolidated Balance Sheets
(In thousands)
	April 29, 2017		January 28, 2017
Assets
Cash and cash equivalents	$	75,856	$	38,958
Inventories, net		249,359		280,701
Other current assets		13,664		18,605
Total current assets		338,879		338,264
Property and equipment, net		113,313		111,634
Other assets		6,590		8,956
Total assets	$	458,782	$	458,854
Liabilities and Stockholders' Investment
Accounts payable	$	69,922	$	77,046
Short-term capital leases		603		595
Accrued expenses		24,021		18,431
Total current liabilities		94,546		96,072
Non-current liabilities		29,048		28,742
Stockholders' investment		335,188		334,040
Total liabilities and stockholders' investment	$	458,782	$	458,854

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HIBBETT SPORTS, INC. AND SUBSIDIARIES
Supplemental Information
(Unaudited)
	Thirteen Weeks Ended
	April 29, 2017			April 30, 2016
Sales Information
Net sales (decrease) increase		-2.3	%		4.6	%
Comparable store sales (decrease) increase		-4.9	%		1.1	%
Store Count Information
Beginning of period		1,078			1,044
New stores opened		13			17
Stores closed		(9	)		(8	)
End of period		1,082			1,053
Stores expanded		4			1
Estimated square footage at end of period (in thousands)		6,158			6,019
Balance Sheet Information
Average inventory per store	$	230,461		$	239,166
Share Repurchase Program
Shares		748,134			237,382
Cost (in thousands)	$	22,337		$	8,316

- END OF EXHIBIT 99.1 -