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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/01/18 Skechers USA Inc 10-K 12/31/17 94:12M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.20M
2: EX-10.6 Material Contract HTML 54K
3: EX-21.1 Subsidiaries List HTML 38K
4: EX-23.1 Consent of Experts or Counsel HTML 27K
5: EX-31.1 Certification -- §302 - SOA'02 HTML 34K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 34K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 30K
14: R1 Document and Entity Information HTML 61K
15: R2 Consolidated Balance Sheets HTML 127K
16: R3 Consolidated Balance Sheets (Parenthetical) HTML 50K
17: R4 Consolidated Statements of Earnings HTML 90K
18: R5 Consolidated Statements of Comprehensive Income HTML 44K
19: R6 Consolidated Statements of Equity HTML 101K
20: R7 Consolidated Statements of Cash Flows HTML 126K
21: R8 The Company and Summary Of Significant Accounting HTML 87K
Policies
22: R9 Property, Plant and Equipment HTML 57K
23: R10 Accrued Expenses HTML 43K
24: R11 Line of Credit and Short-Term Borrowings HTML 34K
25: R12 Long-Term Borrowings HTML 72K
26: R13 Derivative Instruments HTML 34K
27: R14 Other Long-Term Liabilities HTML 43K
28: R15 Commitments and Contingencies HTML 66K
29: R16 Stockholders' Equity HTML 30K
30: R17 Noncontrolling Interests HTML 140K
31: R18 Earnings Per Share HTML 91K
32: R19 Stock Compensation HTML 87K
33: R20 Income Taxes HTML 360K
34: R21 Employee Benefit Plan HTML 34K
35: R22 Business and Credit Concentrations HTML 71K
36: R23 Related Party Transactions HTML 36K
37: R24 Subsequent Events HTML 30K
38: R25 Segment and Geographic Reporting HTML 190K
39: R26 Summary of Quarterly Financial Information HTML 140K
40: R27 Valuation and Qualifying Accounts HTML 150K
41: R28 The Company and Summary Of Significant Accounting HTML 135K
Policies (Policies)
42: R29 The Company and Summary Of Significant Accounting HTML 33K
Policies (Tables)
43: R30 Property, Plant and Equipment (Tables) HTML 57K
44: R31 Accrued Expenses (Tables) HTML 42K
45: R32 Long-Term Borrowings (Tables) HTML 70K
46: R33 Other Long-Term Liabilities (Tables) HTML 42K
47: R34 Commitments and Contingencies (Tables) HTML 46K
48: R35 Noncontrolling Interests (Tables) HTML 145K
49: R36 Earnings Per Share (Tables) HTML 87K
50: R37 Stock Compensation (Tables) HTML 73K
51: R38 Income Taxes (Tables) HTML 342K
52: R39 Business and Credit Concentrations (Tables) HTML 67K
53: R40 Segment and Geographic Reporting (Tables) HTML 192K
54: R41 Summary of Quarterly Financial Information HTML 139K
(Tables)
55: R42 The Company and Summary of Significant Accounting HTML 49K
Policies - Additional Information (Detail)
56: R43 The Company and Summary of Significant Accounting HTML 42K
Policies - Summary of Estimated Useful Lives of
Property, Plant and Equipment (Detail)
57: R44 Property, Plant and Equipment - Summary of HTML 46K
Property, Plant and Equipment (Detail)
58: R45 Accrued Expenses - Summary of Accrued Expenses HTML 33K
(Detail)
59: R46 Line of Credit and Short-Term Borrowings - HTML 57K
Additional Information (Detail)
60: R47 Long-Term Borrowings - Long-Term Borrowings HTML 44K
(Detail)
61: R48 Long-Term Borrowings - Long-Term Borrowings HTML 50K
(Parenthetical) (Detail)
62: R49 Long-Term Borrowings - Aggregate Maturities of HTML 41K
Long-Term Borrowings (Detail)
63: R50 Long-Term Borrowings - Additional Information HTML 79K
(Detail)
64: R51 Derivative Instruments - Additional Information HTML 40K
(Detail)
65: R52 Other Long-Term Liabilities - Summary of Other HTML 35K
Long-Term Liabilites (Detail)
66: R53 Commitments and Contingencies - Additional HTML 116K
Information (Detail)
67: R54 Commitments and Contingencies - Future Minimum HTML 46K
Lease Payments under Noncancellable Leases
(Detail)
68: R55 Stockholders' Equity - Additional Information HTML 44K
(Detail)
69: R56 Noncontrolling Interests - Carrying Amounts and HTML 55K
Classification of Assets and Liabilities for VIEs
(Detail)
70: R57 Noncontrolling Interests - Summary of Net Earnings HTML 50K
Attributable to, Distribution to and Contribution
from Non-controlling (Detail)
71: R58 Earnings Per Share - Additional Information HTML 36K
(Detail)
72: R59 Earnings Per Share - Reconciliation of Net HTML 54K
Earnings and Weighted Average Common Shares
Outstanding (Detail)
73: R60 Stock Compensation - Additional Information HTML 80K
(Detail)
74: R61 Stock Compensation - Summary of Nonvested Shares HTML 50K
Related to the 2007 and 2017 Plan (Detail)
75: R62 Income Taxes - Provisions for Income Tax Expense HTML 59K
(Benefit) (Detail)
76: R63 Income Taxes - Additional Information (Detail) HTML 155K
77: R64 Income Taxes - Schedule of Earnings (Loss) before HTML 50K
Income Taxes and Income Tax Expense (Benefit)
(Detail)
78: R65 Income Taxes - Schedule of Earnings (Loss) before HTML 31K
Income Taxes and Income Tax Expense (Benefit)
(Parenthetical) (Detail)
79: R66 Income Taxes - Summary of Earnings before Income HTML 58K
Taxes (Detail)
80: R67 Income Taxes - Deferred Tax Assets (Detail) HTML 61K
81: R68 Income Taxes - Reconciliation of Unrecognized Tax HTML 41K
Benefits (Detail)
82: R69 Employee Benefit Plan - Additional Information HTML 40K
(Detail)
83: R70 Business and Credit Concentrations - Additional HTML 65K
Information (Detail)
84: R71 Business and Credit Concentrations - Company's Top HTML 44K
Five Manufacturers Produced (Detail)
85: R72 Related Party Transactions - Additional HTML 48K
Information (Detail)
86: R73 Segment and Geographic Reporting - Additional HTML 28K
Information (Detail)
87: R74 Segment and Geographic Reporting - Segment HTML 55K
Reporting Information (Detail)
88: R75 Segment and Geographic Reporting - Geographic HTML 50K
Information (Detail)
89: R76 Summary of Quarterly Financial Information - HTML 52K
Summary of Unaudited Financial Data (Detail)
90: R77 Summary of Quarterly Financial Information - HTML 29K
Summary of Unaudited Financial Data
(Parenthetical) (Detail)
91: R78 Valuation and Qualifying Accounts (Detail) HTML 51K
93: XML IDEA XML File -- Filing Summary XML 172K
92: EXCEL IDEA Workbook of Financial Reports XLSX 104K
8: EX-101.INS XBRL Instance -- skx-20171231 XML 3.42M
10: EX-101.CAL XBRL Calculations -- skx-20171231_cal XML 204K
11: EX-101.DEF XBRL Definitions -- skx-20171231_def XML 658K
12: EX-101.LAB XBRL Labels -- skx-20171231_lab XML 1.38M
13: EX-101.PRE XBRL Presentations -- skx-20171231_pre XML 1.07M
9: EX-101.SCH XBRL Schema -- skx-20171231 XSD 209K
94: ZIP XBRL Zipped Folder -- 0001564590-18-004045-xbrl Zip 205K
Exhibit 10.6
SKECHERS U.S.A., INC.
2017 INCENTIVE AWARD PLAN
RESTRICTED STOCK AWARD GRANT NOTICE
Skechers U.S.A., Inc., a Delaware corporation, (the “Company”), pursuant to its 2017 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (the “Participant”) the number of shares of the Company’s Common Stock set forth below (the “Shares”) subject to all of the terms and conditions as set forth herein and in the Restricted Stock Award Agreement attached hereto as Exhibit A (the “Agreement”) (including without limitation the Restrictions on the Shares set forth in the Agreement) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Restricted Stock Award Grant Notice (the “Grant Notice”) and the Agreement.
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Participant: |
[_________________________________________] |
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Grant Date: |
[_________________________________________] |
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Total Number of Shares of Restricted Stock: |
[______________________] Shares |
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Vesting Commencement Date: |
[_________________________________________] |
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Vesting Schedule: |
[_________________] |
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Termination: |
If the Participant experiences a Termination of Service, any Shares that have not become vested on or prior to the date of such Termination of Service will thereupon be automatically forfeited by the Participant, and the Participant’s rights in such Shares shall thereupon lapse and expire. |
By his or her signature and the Company’s signature below, the Participant agrees to be bound by the terms and conditions of the Plan, the Agreement and this Grant Notice. The Participant has reviewed the Agreement, the Plan and this Grant Notice in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Grant Notice and fully understands all provisions of this Grant Notice, the Agreement and the Plan. The Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions arising under the Plan, this Grant Notice or the Agreement. In addition, by signing below, the Participant also agrees that the Company, in its sole discretion, may satisfy any withholding obligations in accordance with Section 2.2(c) of the Agreement by (i) withholding shares of Common Stock otherwise issuable to the Participant upon vesting of the Shares, (ii) instructing a broker on the Participant’s behalf to sell Shares upon vesting and submit the proceeds of such sale to the Company, or (iii) using any other method permitted by Section 2.2(c) of the Agreement or the Plan.
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SKECHERS U.S.A., INC.:Holder: |
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EXHIBIT A
TO RESTRICTED STOCK AWARD GRANT NOTICE
RESTRICTED STOCK AWARD AGREEMENT
Pursuant to the Restricted Stock Award Grant Notice (the “Grant Notice”) to which this Restricted Stock Award Agreement (this “Agreement”) is attached, Skechers U.S.A., Inc., a Delaware corporation, (the “Company”) has granted to the Participant the number of shares of Restricted Stock (the “Shares”) under the Company’s 2017 Incentive Award Plan, as amended from time to time (the “Plan”), as set forth in the Grant Notice. Capitalized terms not specifically defined herein shall have the meanings specified in the Plan and Grant Notice.
ARTICLE I.
general
1.1Incorporation of Terms of Plan. The Award (as defined below) is subject to the terms and conditions of the Plan, which are incorporated herein by reference. In the event of any inconsistency between the Plan and this Agreement, the terms of the Plan shall control.
ARTICLE II.
award of restricted stock
2.1Award of Restricted Stock.
(a)Award. Pursuant to the Grant Notice and upon the terms and conditions set forth in the Plan and this Agreement, effective as of the Grant Date set forth in the Grant Notice, the Company has granted to the Participant an award of Restricted Stock (the “Award”) under the Plan in consideration of the Participant’s past and/or continued employment with or service to the Company or any Subsidiary, and for other good and valuable consideration. The number of Shares subject to the Award is set forth in the Grant Notice. The Participant is an Employee, Director or Consultant of the Company or one of its Subsidiaries.
(b)Escrow. The Participant, by acceptance of the Award, shall be deemed to appoint, and does so appoint, the Secretary of the Company or such other escrow holder as the Administrator may appoint to hold the Shares in escrow as the Participant’s attorney(s)-in-fact to effect any transfer of unvested forfeited Shares (or Shares otherwise reacquired by the Company hereunder) to the Company as may be required pursuant to the Plan or this Agreement and to execute such documents as the Company or such representatives deem necessary or advisable in connection with any such transfer.
(c)Removal of Notations. As soon as administratively practicable after the vesting of any Shares subject to the Award pursuant to Section 2.2(b) hereof, the Company shall remove the notations on any Shares subject to the Award which have vested (or such lesser number of Shares as may be permitted pursuant to Section 11.2 of the Plan). The Participant (or the beneficiary or personal representative of the Participant in the event of the Participant’s death or incapacity, as the case may be) shall deliver to the Company any representations or other documents or assurances required by the Company.
2.2Restrictions.
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(a)Forfeiture. Notwithstanding any contrary provision of this Agreement, upon the Participant’s Termination of Service for any or no reason, any Shares subject to Restrictions shall thereupon be forfeited immediately and without any further action by the Company, and the Participant’s rights in such Shares shall thereupon lapse and expire.
(b)Vesting and Lapse of Restrictions; Acceleration. As of the Grant Date, one hundred percent (100%) of the Shares shall be subject to a risk of forfeiture and the transfer restrictions set forth in Section 3.3 hereof (collectively, such risk of forfeiture and such transfer restrictions, the “Restrictions”). The Award shall vest and Restrictions shall lapse in accordance with the vesting schedule set forth in the Grant Notice (rounding down to the nearest whole Share). Notwithstanding the foregoing, in the event of a Change in Control, the Award shall vest and the Restrictions shall lapse with respect to all of the Shares subject thereto immediately prior to the consummation of the Change in Control.
(c)Tax Withholding. As set forth in Section 11.2 of the Plan, the Company shall have the authority and the right to deduct or withhold, or to require the Participant to remit to the Company, an amount sufficient to satisfy all applicable federal, state and local taxes required by law to be withheld with respect to any taxable event arising in connection with the Award. The Company shall not be obligated to transfer Shares held in escrow to the Participant or the Participant’s legal representative until the Participant or the Participant’s legal representative shall have paid or otherwise satisfied in full the amount of all federal, state and local taxes applicable to the taxable income of the Participant resulting from the grant or vesting of the Award or the issuance of Shares.
(d)To ensure compliance with the Restrictions, the provisions of the Organizational Documents of the Company, and/or Applicable Law and for other proper purposes, the Company may issue appropriate “stop transfer” and other instructions to its transfer agent with respect to the Restricted Stock. The Company shall notify the transfer agent as and when the Restrictions lapse.
2.3Consideration to the Company. In consideration of the grant of the Award pursuant hereto, the Participant agrees to render faithful and efficient services to the Company or any Subsidiary.
ARTICLE III.
other provisions
3.1Section 83(b) Election. If the Participant makes an election under Section 83(b) of the Code to be taxed with respect to the Restricted Stock as of the date of transfer of the Restricted Stock rather than as of the date or dates upon which the Participant would otherwise be taxable under Section 83(a) of the Code, the Participant hereby agrees to deliver a copy of such election to the Company promptly after filing such election with the Internal Revenue Service.
3.2Administration. The Administrator shall have the power to interpret the Plan and this Agreement and to adopt such rules for the administration, interpretation and application of the Plan as are consistent therewith and to interpret, amend or revoke any such rules. All actions taken and all interpretations and determinations made by the Administrator in good faith shall be final and binding upon the Participant, the Company and all other interested persons. No member of the Administrator or the Board shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan, this Agreement or the Award.
3.3Restricted Stock Not Transferable. Until the Restrictions hereunder lapse or expire pursuant to this Agreement and the Shares vest, the Restricted Stock (including any Shares or other
A-2
securities or property received by the Participant with respect to Restricted Stock as a result of stock dividends, stock splits or any other form of recapitalization) shall be subject to the restrictions on transferability set forth in Section 11.3 of the Plan.
3.4Rights as Stockholder. Except as otherwise provided herein or set forth in the Plan, upon the Grant Date, the Participant shall have all the rights of a stockholder of the Company with respect to the Shares, subject to the Restrictions, including, without limitation, voting rights and rights to receive any cash or stock dividends, in respect of the Shares subject to the Award and deliverable hereunder.
3.5Tax Consultation. The Participant understands that the Participant may suffer adverse tax consequences in connection with the Restricted Stock granted pursuant to this Agreement (and the Shares issuable with respect thereto). The Participant represents that the Participant has consulted with any tax consultants the Participant deems advisable in connection with the Restricted Stock and that the Participant is not relying on the Company for any tax advice.
3.6Adjustments Upon Specified Events. The Administrator may accelerate the vesting of the Restricted Stock in such circumstances as it, in its sole discretion, may determine. The Participant acknowledges that the Restricted Stock is subject to adjustment, modification and termination in certain events as provided in this Agreement and Section 13.2 of the Plan.
3.7Notices. Any notice to be given under the terms of this Agreement to the Company shall be addressed to the Company in care of the Secretary of the Company at the Company’s principal office, and any notice to be given to the Participant shall be addressed to the Participant at the Participant’s last address reflected on the Company’s records. By a notice given pursuant to this Section 3.7, either party may hereafter designate a different address for notices to be given to that party. Any notice shall be deemed duly given when sent via email or when sent by certified mail (return receipt requested) and deposited (with postage prepaid) in a post office or branch post office regularly maintained by the United States Postal Service.
3.8Participant’s Representations. If the Shares issuable hereunder have not been registered under the Securities Act or any applicable state laws on an effective registration statement at the time of such issuance, the Participant shall, if required by the Company, concurrently with such issuance, make such written representations as are deemed necessary or appropriate by the Company and/or its counsel.
3.9Titles. Titles are provided herein for convenience only and are not to serve as a basis for interpretation or construction of this Agreement.
3.10Governing Law. The laws of the State of Delaware shall govern the interpretation, validity, administration, enforcement and performance of the terms of this Agreement regardless of the law that might be applied under principles of conflicts of laws.
3.11Conformity to Securities Laws. The Participant acknowledges that the Plan and this Agreement are intended to conform to the extent necessary with all provisions of the Securities Act and the Exchange Act, and any and all Applicable Law. Notwithstanding anything herein to the contrary, the Plan shall be administered, and the Award is granted, only in such a manner as to conform to such Applicable Law. To the extent permitted by Applicable Law, the Plan and this Agreement shall be deemed amended to the extent necessary to conform to such Applicable Law.
3.12Amendment, Suspension and Termination. To the extent permitted by the Plan, this Agreement may be wholly or partially amended or otherwise modified, suspended or terminated at any time or from time to time by the Administrator or the Board; provided, however, that, except as may
A-3
otherwise be provided by the Plan, no amendment, modification, suspension or termination of this Agreement shall adversely affect the Award in any material way without the prior written consent of the Participant.
3.13Successors and Assigns. The Company or any Subsidiary may assign any of its rights under this Agreement to single or multiple assignees, and this Agreement shall inure to the benefit of the successors and assigns of the Company and its Subsidiaries. Subject to the restrictions on transfer set forth in Section 3.3 hereof, this Agreement shall be binding upon the Participant and his or her heirs, executors, administrators, successors and assigns.
3.14Limitations Applicable to Section 16 Persons. Notwithstanding any other provision of the Plan or this Agreement, if the Participant is subject to Section 16 of the Exchange Act, then the Plan, the Award and this Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3 of the Exchange Act) that are requirements for the application of such exemptive rule. To the extent permitted by applicable law, this Agreement shall be deemed amended to the extent necessary to conform to such applicable exemptive rule.
3.15Not a Contract of Service Relationship. Nothing in this Agreement or in the Plan shall confer upon the Participant any right to continue to serve as an Employee or other service provider of the Company or any of its Subsidiaries or shall interfere with or restrict in any way the rights of the Company and its Subsidiaries, which rights are hereby expressly reserved, to discharge or terminate the services of the Participant at any time for any reason whatsoever, with or without cause, except to the extent expressly provided otherwise in a written agreement between the Company or a Subsidiary and the Participant.
3.16Entire Agreement. The Plan, the Grant Notice and this Agreement (including all Exhibits thereto, if any) constitute the entire agreement of the parties and supersede in their entirety all prior undertakings and agreements of the Company and its Subsidiaries and the Participant with respect to the subject matter hereof.
3.17Limitation on the Participant’s Rights. Participation in the Plan confers no rights or interests other than as herein provided. This Agreement creates only a contractual obligation on the part of the Company as to amounts payable and shall not be construed as creating a trust. Neither the Plan nor any underlying program, in and of itself, has any assets. The Participant shall have only the rights of a general unsecured creditor of the Company and its Subsidiaries with respect to amounts credited and benefits payable, if any, with respect to the Shares issuable hereunder.
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| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
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| Filed on: | 3/1/18 | 4 | ||
| For Period end: | 12/31/17 | SD | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/28/24 Skechers USA Inc. 10-K 12/31/23 84:12M Donnelley … Solutions/FA 2/28/23 Skechers USA Inc. 10-K 12/31/22 82:14M ActiveDisclosure/FA 2/25/22 Skechers USA Inc. 10-K 12/31/21 81:14M ActiveDisclosure/FA 2/26/21 Skechers USA Inc. 10-K 12/31/20 86:14M ActiveDisclosure/FA |