SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GREENBERG JEFFREY

(Last)

(First)

(Middle)

228 MANHATTAN BEACH BLVD.

(Street)

MANHATTAN BEACH

90266

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SKECHERS USA INC [ SKX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/09/2019		S⁽¹⁾		20,000	D	$35	585,220.613	I	Jeffrey and Lori Greenberg Family Trust
Class A Common Stock	09/09/2019		C		20,000	A	$0.00	20,000⁽²⁾	I	Chloe 2009 LLC
Class A Common Stock	09/09/2019		S⁽¹⁾		20,000	D	$35	0⁽²⁾	I	Chloe 2009 LLC
Class A Common Stock	09/09/2019		C		20,000	A	$0.00	20,000⁽²⁾	I	Catherine 2009 LLC
Class A Common Stock	09/09/2019		S⁽¹⁾		20,000	D	$35	0⁽²⁾	I	Catherine 2009 LLC
Class A Common Stock								35,994	I	Chloe July Greenberg 2004 Trust
Class A Common Stock								35,994	I	Catherine Elle Greenberg 2006 Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	864,111		864,111	I	Skechers Voting Trust
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	544,365		544,365	I	Jeffrey and Lori Greenberg Family Trust
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	4,344		4,344⁽⁵⁾	I	Jeffrey and Lori Greenberg Family Trust
Class B Common Stock⁽³⁾	⁽⁴⁾	09/09/2019		C			20,000	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	20,000	$0.00	116,860⁽²⁾	I	Chloe 2009 LLC
Class B Common Stock⁽³⁾	⁽⁴⁾	09/09/2019		C			20,000	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	20,000	$0.00	116,860⁽²⁾	I	Catherine 2009 LLC
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	32,376		32,376	I	Chloe July Greenberg UTMA/CA
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	22,476		22,476	I	Catherine Elle Greenberg UTMA/CA
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	109,428		109,428	I	Chloe July Greenberg 2004 Trust
Class B Common Stock⁽³⁾	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	90,000		90,000	I	Catherine Elle Greenberg 2006 Trust

Explanation of Responses:

1. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2019.

2. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purposes.

3. 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.

4. 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.

5. Represents shares held by the Jeffrey and Lori Greenberg Family Trust (the "Trust") that were Mr. Greenberg's separate property, which he gifted to his wife as previously reported on an amended Form 4. Following such gift, these shares have remained in the Trust as his wife's separate property.

Remarks:

	Jeffrey Greenberg	09/11/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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