UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 5)*
SKECHERS U.S.A., INC.
(Name of Issuer)
CLASS A COMMON STOCK
(Title of Class of Securities)
830566 10 5
(CUSIP Number)
December 31, 2004
Date of Event which Requires Filing of this Statement
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[x] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP NO. 830566 10 5 13G PAGE 2 OF 6 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (entities only)
Michael Greenberg
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (A) [ ]
(B) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5 SOLE VOTING POWER
1,059,641 (Class B Common Stock)(1) and 41,828
(Class A Common Stock)(2)
NUMBER OF -----------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -----------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 1,059,641 (Class B Common Stock)(1) and 41,828
(Class A Common Stock)(2)
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,101,469 shares of Class A Common Stock includes 1,059,641 shares of Class
B Common Stock that are convertible at any time upon request of the
reporting person on a share for share basis into Class A Common Stock
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See
Instructions) [X]
The aggregate amount excludes (i) 6 shares of Class A Common Stock held by
Wendy Greenberg, Michael Greenberg's wife; (ii) 22,644 shares of Class A
Common Stock held in custodial accounts for Mr. Greenberg's minor children
and of which a third party acts as custodian; and (iii) 130,350 shares of
Class B Common Stock held in trust for Mr. Greenberg's minor children and
of which a third party acts as trustee. Mr. Greenberg disclaims beneficial
ownership of all these shares.
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.7%(3)
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12 TYPE OF REPORTING PERSON (See Instructions)
IN
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(1) Represents shares of Class B Common Stock held by the Michael and Wendy
Greenberg Family Trust (the "Trust") that may be deemed to be beneficially
owned by Michael Greenberg as a result of his position as trustee of the
Trust.
(2) Represents 10,120 shares of Class A Common Stock held by Mr. Greenberg and
options held by Mr. Greenberg to purchase 31,708 shares of Class A Common
Stock that are currently exercisable or are exercisable within 60 days.
(3) Based on (i) 22,294,845 shares of Class A Common Stock outstanding as of
February 3, 2005, (ii) 1,059,641 shares of Class B Common Stock
beneficially owned by Mr. Greenberg as trustee of the Trust that may be
converted at any time into shares of Class A Common Stock, (iii) 10,120
shares of Class A Common Stock held by Mr. Greenberg and (iv) options held
by Mr. Greenberg to purchase 31,708 shares of Class A Common Stock that are
currently exercisable or are exercisable within 60 days. Mr. Greenberg
beneficially owns 6.2% of the Class B Common Stock, which is based on
17,011,189 shares of Class B Common Stock outstanding as of February 3,
2005. Mr. Greenberg beneficially owns 2.8% of the aggregate amount of Class
A and Class B Common Stock outstanding as of February 3, 2005. Each share
of Class B Common Stock is entitled to 10 votes and each share of Class A
Common Stock is entitled to one vote. Based on the aggregate amount of
Class A Common Stock and Class B Common Stock outstanding as of February 3,
2005, Mr. Greenberg holds 5.5% of the combined voting power of the Issuer's
capital stock.
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CUSIP NO. 830566 10 5 13G PAGE 3 OF 6 PAGES
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ITEM 1.
(A) NAME OF ISSUER
Skechers U.S.A., Inc.
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
228 Manhattan Beach Blvd.
Manhattan Beach, CA 90266
ITEM 2.
(A) NAMES OF PERSON FILING
Michael Greenberg
(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
c/o Skechers U.S.A., Inc.
228 Manhattan Beach Blvd.
Manhattan Beach, CA 90266
(C) CITIZENSHIP
Michael Greenberg United States
(D) TITLE OF CLASS OF SECURITIES
Class A Common Stock, $.01 par value. Shares of Class A Common Stock
are represented by shares of Class B Common Stock, which are not
registered under Section 12 of the Securities Exchange Act of 1934
(the "Act"), but are immediately convertible into an equal number of
shares of Class A Common Stock, $.01 par value, of Skechers U.S.A.,
Inc. The Class A Common Stock is registered under Section 12 of the
Act.
(E) CUSIP NUMBER
830566 10 5
ITEM 3.
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of the act
(d) [ ] Investment Company registered under section 8 of the Investment
Company Act
(e) [ ] Investment Adviser registered under section 203 of the Investment
Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of 1974 or
Endowment Fund; see Section 240.13d-l(b)(l)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Section 240.13d-l(b)
(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with Section 240.13d-l(b)(l)(ii)(J)
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CUSIP NO. 830566 10 5 13G PAGE 4 OF 6 PAGES
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ITEM 4. OWNERSHIP
(A) AMOUNT BENEFICIALLY OWNED
Michael Greenberg 1,101,469(1)
(B) PERCENT OF CLASS
Michael Greenberg 4.7%(2)
(C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE -
Michael Greenberg 1,101,469(1)
(II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE:
Michael Greenberg 0
(III) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
Michael Greenberg 1,101,469(1)
(IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
Michael Greenberg 0
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(1) Includes (i) 10,120 shares of Class A Common Stock held by Mr. Greenberg,
(ii) options held by Mr. Greenberg to purchase 31,708 shares of Class A
Common Stock that are currently exercisable or are exercisable within 60
days and (iii) 1,058,641 shares of Class B Common Stock held by the Michael
and Wendy Greenberg Family Trust (the "Trust") that may be deemed to be
beneficially owned by Mr. Greenberg as a result of his position as trustee
of the Trust.
(2) The shares of Class A Common Stock beneficially owned by Mr. Greenberg
represent approximately 4.7% of such class, if the shares of Class B Common
Stock beneficially owned by Mr. Greenberg were converted into shares of
Class A Common Stock. Mr. Greenberg beneficially owns 2.8% of the total
outstanding amount of Class A and Class B Common Stock and 5.5% of the
combined voting power of the Company's capital stock.
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CUSIP NO. 830566 10 5 13G PAGE 5 OF 6 PAGES
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ITEM 5. OWNERSHIP OF 5 PERCENT OR LESS OF A CLASS
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of security, check the following [X].
ITEM 6. OWNERSHIP OF MORE THAN 5 PERCENT ON BEHALF OF ANOTHER PERSON
Inapplicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITIES BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Inapplicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Inapplicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Inapplicable.
ITEM 10. CERTIFICATION
Inapplicable.
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CUSIP NO. 830566 10 5 13G PAGE 6 OF 6 PAGES
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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.
Date: February 10, 2005
Signature: /s/ Michael Greenberg
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Name: Michael Greenberg
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)