4//SEC Filing
GREENBERG MICHAEL 4
Accession 0000950170-25-114581
CIK 0001065837other
Filed
Sep 11, 8:00 PM ET
Accepted
Sep 12, 4:37 PM ET
Size
12.4 KB
Accession
0000950170-25-114581
Insider Transaction Report
Form 4
GREENBERG MICHAEL
DirectorPresident
Transactions
- Disposition to Issuer
Class A Common Stock
2025-09-12−100,797→ 0 total - Deposit Into/Withdrawal From Voting Trust
Class B Common Stock
2025-09-12+864,111→ 1,264,618 total→ Class A Common Stock (864,111 underlying) - Disposition to Issuer
Class A Common Stock
2025-09-12$63.00/sh−125,528$7,908,264→ 100,797 total - Disposition to Issuer
Class B Common Stock
2025-09-12−1,264,618→ 0 total→ Class A Common Stock (1,264,618 underlying)
Footnotes (6)
- [F1]In accordance with the terms of the Merger Agreement dated May 2, 2025 (the "Merger Agreement") between the Issuer and a subsidiary of Beach Acquisition Co Parent, LLC ("Parent"), as described in the Schedule 14C Information Statement/Prospectus and Notice of Action by Written Consent filed by the Issuer with the Securities and Exchange Commission on August 5, 2025, these securities, comprised of unvested shares of restricted Class A Common Stock and shares of Class A Common Stock underlying unvested restricted stock units, were cancelled and exchanged for the Cash Merger Consideration of $63.00 per share.
- [F2]In accordance with the terms of the Merger Agreement, these securities were cancelled and exchanged for $57.00 plus one common limited liability company unit of Parent per share, in accordance with the elections made by the Reporting Person under the Merger Agreement.
- [F3]Holders of Class A Common Stock and Class B Common Stock generally have identical rights, except that holders of Class A Common Stock are entitled to one vote per share while holders of Class B Common Stock are entitled to ten votes per share on matters to be voted on by shareholders.
- [F4]Shares of Class B Common Stock are convertible into Class A Common Stock on a one-for-one basis for no additional consideration at any time, with no expiration date, upon voluntary conversion by the holder of such shares or upon any sale or transfer of such shares with certain exceptions.
- [F5]Represents the withdrawal by the Reporting Person of shares of Class B Common Stock from the Skechers Voting Trust. In connection with the consummation of the merger under the Merger Agreement, the Skechers Voting Trust no longer beneficially owns any shares of Class B Common Stock.
- [F6]Includes 222,555 shares held by The Michael Greenberg Trust, of which Michael Greenberg is sole beneficiary and trustee, and therefore Mr. Greenberg is deemed to own these securities directly.
Documents
Issuer
SKECHERS USA INC
CIK 0001065837
Entity typeother
Related Parties
1- filerCIK 0001105376
Filing Metadata
- Form type
- 4
- Filed
- Sep 11, 8:00 PM ET
- Accepted
- Sep 12, 4:37 PM ET
- Size
- 12.4 KB