SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
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Skechers U.S.A., Inc. (Name of Issuer) |
Class A Common Stock, par value $0.001 per share (Title of Class of Securities) |
830566105 (CUSIP Number) |
Ted Weitzman, Associate General Counsel, Skechers U.S.A., Inc., 228 Manhattan Beach Blvd. Manhattan Beach, CA, 90266 (310) 318-3100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/12/2025 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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CUSIP No. | 830566105 |
1 |
Name of reporting person
Robert Greenberg | ||||||||
2 | Check the appropriate box if a member of a Group (See Instructions)
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3 | SEC use only | ||||||||
4 |
Source of funds (See Instructions)
OO | ||||||||
5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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6 | Citizenship or place of organization
UNITED STATES
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Number of Shares Beneficially Owned by Each Reporting Person With: |
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11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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CUSIP No. | 830566105 |
1 |
Name of reporting person
Skechers Voting Trust | ||||||||
2 | Check the appropriate box if a member of a Group (See Instructions)
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3 | SEC use only | ||||||||
4 |
Source of funds (See Instructions)
OO | ||||||||
5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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6 | Citizenship or place of organization
UNITED STATES
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Number of Shares Beneficially Owned by Each Reporting Person With: |
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11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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Item 1. | Security and Issuer |
(a) | Title of Class of Securities:
Class A Common Stock, par value $0.001 per share |
(b) | Name of Issuer:
Skechers U.S.A., Inc. |
(c) | Address of Issuer's Principal Executive Offices:
228 Manhattan Beach Blvd., Manhattan Beach,
CALIFORNIA
, 90266. |
Item 4. | Purpose of Transaction |
This Amendment No. 4 (the "Amendment") amends the Statement on Schedule 13D that was filed with the Securities and Exchange Commission on June 23, 2016, as amended by Amendment No. 1 filed on June 30, 2016, as further amended by Amendment No. 2 filed on November 10, 2022, as further amended by Amendment No. 3 filed on May 5, 2025 (the "Schedule 13D"), by Robert Greenberg and the Skechers Voting Trust.
Capitalized terms used in this Amendment but not otherwise defined herein shall have the meanings ascribed to them in the Schedule 13D. Except as specifically amended hereby, items in the Schedule 13D remain unmodified.
This Amendment constitutes an exit filing for Robert Greenberg and the Skechers Voting Trust. As further described in this Amendment, the previously announced Transaction was completed pursuant to the Merger Agreement. As a result, effective September 12, 2025, Robert Greenberg and the Skechers Voting Trust have ceased to have beneficial ownership of any shares of the Issuer's Common Stock.
This Amendment supplements the disclosure in Item 4 of the Schedule 13D by adding the following:
Merger Agreement:
On September 12, 2025, the previously announced Transaction was completed pursuant to the Merger Agreement.
Support Agreement:
In connection with the consummation of the Transaction, the Support Agreement was terminated in accordance with its terms.
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Item 5. | Interest in Securities of the Issuer |
(a) | Item 5(a) of the Schedule 13D is hereby amended and restated in its entirety as follows:
The responses of the Reporting Persons to Rows (11) through (13) of the cover pages of the Amendment to this Schedule 13D are incorporated herein by reference.
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(b) | Item 5(b) of the Schedule 13D is hereby amended and restated in its entirety as follows:
The responses of the Reporting Persons to Rows (7) through (10) of the cover pages of the Amendment to this Schedule 13D and Item 5 (a) hereof are incorporated herein by reference. |
(c) | Not applicable. |
(d) | Not applicable. |
(e) | Item 5(e) of the Schedule 13D is hereby amended and restated in its entirety as follows:
On September 12, 2025, the Reporting Persons ceased to beneficially own more than five percent of the Issuer's Common Stock.
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Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
This Amendment supplements the disclosure in Item 6 of Schedule 13D by adding the following:
The information set forth in Item 4 of this Amendment is incorporated herein by reference.
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Item 7. | Material to be Filed as Exhibits. |
99.1 Support Agreement, dated as of May 4, 2025 (incorporated by reference to Exhibit 10.2 of the Issuer's Form 8-K filed with the Securities and Exchange Commission on May 5, 2025).
99.2 Agreement and Plan of Merger, dated as of May 4, 2025, by and among Beach Acquisition Co Parent, LLC, Beach Acquisition Merger Sub, Inc. and Skechers U.S.A., Inc. (incorporated by reference to Exhibit 2.1 of the Issuer's Form 8-K filed with the Securities and Exchange Commission on May 5, 2025).
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SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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