SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

KEARL JEFF

(Last)

(First)

(Middle)

C/O SKULLCANDY, INC.

1441 WEST UTE BOULEVARD, SUITE 250

(Street)

PARK CITY

84098

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/19/2011

3. Issuer Name and Ticker or Trading Symbol
SKULLCANDY, INC. [ SKUL ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK	28,350	I	BY LLC⁽¹⁾
COMMON STOCK	13,650	I	BY LLC⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
STOCK OPTION (RIGHT TO BUY)	⁽³⁾	08/27/2017	COMMON STOCK	56,938⁽⁴⁾	$0.37	D
STOCK OPTION (RIGHT TO BUY)	⁽³⁾	04/02/2018	COMMON STOCK	178,108⁽⁴⁾	$1.85	I⁽¹⁾	BY LLC

Explanation of Responses:

1. The Reporting Person is the manager of Pura Vida Investment Capital ("Pura Vida") and holds voting and dispositive power of the shares and the options held by Pura Vida. The Reporting Person may be deemed to indirectly beneficially own the shares and options held by Pura Vida, but disclaims beneficial ownership of such shares and options except to extent of his pecuniary interest therein.

2. The Reporting Person is the manager of Monarch Partners and holds voting and dispositive power of the shares and the options held by Monarch Partners. The Reporting Person may be deemed to indirectly beneficially own the shares and options held by Monarch Partners, but disclaims beneficial ownership of such shares and options except to extent of his pecuniary interest therein.

3. The shares reported are fully vested and exercisable.

4. Represents the number of shares remaining subject to the option after partial exercise.

Remarks:

A joint Form 3 has been filed separately by Ptarmigan, LLC ("Ptarmigan") and The Alden Irrevocable Trust (the "Alden Trust"), as beneficial owners of ten percent or greater of the shares of the Issuer. The sole member of Ptarmigan is The Alden Trust. The Reporting Person serves as manager of Ptarmigan and, as such, holds voting and dispositive power of the shares held by Ptarmigan and thus may be deemed to be the owner of the shares held by Ptarmigan. The Reporting Person has no pecuniary interest in the shares held by Ptarmigan or in the Alden Trust, and thus no shares held by Ptarmigan or in the Alden Trust are reflected as owned by the Reporting Person. Exhibit List: Exhibit 24 - Power of Attorney

	/S/ MITCH EDWARDS, ATTORNEY-IN-FACT FOR JEFF KEARL	07/19/2011
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.