Foot Locker acquired by DICK'S Sporting Goods; $24 cash or 0.1168 DKS per share

FOOT LOCKER, INC.

Merger completed September 8, 2025; Foot Locker now wholly owned subsidiary of DICK'S.
Shareholders could elect $24 cash or 0.1168 DKS shares per FL share; 85.8% elected stock.
Foot Locker Common Stock delisted from NYSE; company will file Form 15 to suspend SEC reporting.
All directors resigned; CEO Mary Dillon and other officers ceased employment at closing.
$600M revolving credit facility repaid and terminated; certain letters of credit assumed unsecured by DICK'S.

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