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): ~~April 29~~May 13, 2025

BIG 5 SPORTING GOODS CORPORATION

(Exact name of registrant as specified in charter)

Delaware	000-49850	95-4388794
(State or Other Jurisdictionof Incorporation)	(CommissionFile Number)	(IRS EmployerIdentification No.)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)


2525 East El Segundo Boulevard,
El Segundo, California				90245
(Address of principal executive office)				(Zip Code)

Registrant’s telephone number, including area code: (310) 536-0611

N/A

(Former name or former address, if changed since last report)

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 (see General Instruction A.2):

☐	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		~~TradingSymbol~~Trading Symbol(s)		Name of each ~~exchangeon~~exchange on which registered
Common Stock, par value $0.01 per share		BGFV		The NASDAQ Stock Market LLC

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

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 23.~~02.~~01 ~~Results~~Notice of ~~Operations~~Delisting ~~and~~or ~~Financial~~Failure ~~Condition~~to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On ~~April~~May 2913, 2025, Big 5 Sporting Goods Corporation ~~issued~~(the a“Company”) ~~press~~received ~~release~~written notice from The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in ~~which~~compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Global Market, ~~among~~as ~~other~~set ~~things~~forth in Listing Rule 5450(a)(1). In accordance with Listing Rule 5810(c)(3)(A), itthe ~~reported~~Company ~~financial~~has ~~results~~a ~~for~~period ~~its~~of ~~fiscal~~180 ~~2025~~calendar ~~first~~days, ~~quarter~~or ~~ended~~until ~~March~~November 3010, 2025, to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company’s common stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during this 180-day period.

~~The~~If ~~press~~the ~~release~~Company is ~~furnished~~not asin ~~Exhibit~~compliance 99by November 10, 2025, the Company may be eligible for additional time to regain compliance.1 To qualify, the Company would be required to ~~this~~submit ~~Current~~an ~~Report~~application onto ~~Form~~transfer ~~8-K~~to The Nasdaq Capital Market, which would require the Company to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, except for the minimum bid price requirement. In addition, the Company would be required to pay an application fee to Nasdaq and notify Nasdaq of its intent to cure the minimum bid price deficiency.

~~The~~If ~~information~~the inCompany ~~Item~~does ~~2.02~~not ofregain ~~this~~compliance ~~Current~~within ~~Report~~the onallotted ~~Form~~compliance ~~8-K~~periods, including ~~Exhibit~~any ~~99.1,~~extensions isthat ~~furnished~~may ~~pursuant~~be togranted ~~Item~~by ~~2.02~~Nasdaq, ~~“Results~~Nasdaq ofwill ~~Operations~~provide ~~and~~notice ~~Financial~~that ~~Condition” and shall not be deemed “filed” for~~ the ~~purposes~~Company’s ofcommon ~~Section 18~~stock ofwill ~~the~~be ~~Securities~~subject ~~Exchange~~to ~~Act~~delisting. ofThe ~~1934,~~Company aswould ~~amended~~then ~~(the~~be ~~“Exchange~~entitled ~~Act”), or otherwise subject~~ to ~~liability~~appeal ~~under~~Nasdaq’s ~~that Section~~determination, ~~except~~but asthere ~~specifically~~can ~~incorporated~~be byno ~~reference~~assurance ~~into~~that aNasdaq ~~filing~~would ~~under~~grant the ~~Securities~~Company’s ~~Act~~request offor ~~1933,~~continued ~~as amended, or the Exchange Act~~listing.

~~Item~~The ~~9.01.~~Company ~~Financial~~intends ~~Statements~~to monitor the closing bid price of its common stock and ~~Exhibits~~consider options to regain compliance with the minimum bid price requirement. However, there can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement.

ExhibitNo.		Description
99.1		Press release, dated April 29, 2025, issued by Big 5 Sporting Goods Corporation.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

BIG 5 SPORTING GOODS CORPORATION ~~(Registrant) Date: April 29, 2025 /s/ Barry D. Emerson Barry D. Emerson Executive Vice President, Chief Financial Officer and Treasurer~~

(Registrant)

Date: May 16, 2025

/s/ Barry D. Emerson

Barry D. Emerson

Executive Vice President, Chief Financial Officer and Treasurer

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