CROX Crocs Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): September 7, 2015

CROCS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (303) 848-7000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o                      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.                            Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 7, 2015, Jeffrey J. Lasher resigned as Senior Vice President - Finance and Chief Financial Officer of Crocs, Inc. (the “Company”). His resignation will be effective October 1, 2015 and he will remain employed to provide transition services to the Company through November 7, 2015. In consideration for such transition services, the Company will pay Mr. Lasher a lump sum payment of $200,000.

On September 7, 2015, the Company appointed Mike Smith as Interim Chief Financial Officer effective October 1, 2015. Mr. Smith, age 50, has served as the Company’s Senior Vice President for Finance since April 2015. Prior to joining the Company, Mr. Smith was Division Senior Vice President, Finance at Wolverine World Wide, Inc., a global footwear company, from October 2011 through August 2013 and Chief Financial Officer of Wheelhouse Solutions, an experiential marketing services company, from March 2010 to September 2011. He also previously served as Chief Financial Officer of Bennett Footwear Group.

Mr. Smith will receive an annual base salary of $375,000 and will be eligible to participate in the Company’s annual cash incentive plan with a target bonus of 60% of his base salary. Mr. Smith will also receive a special $100,000 cash bonus in 2016 for his service as Interim Chief Financial Officer. Mr. Smith will be granted a restricted stock unit (“RSU”) award representing the right to receive 10,000 shares of the Company’s common stock. The RSUs will vest in three equal annual installments beginning on the first anniversary of the grant date, subject to Mr. Smith’s continued employment with the Company through each vesting date. He will also be entitled to participate in employee benefit plans and programs generally available to the Company’s executive officers.

The Company is in the process of searching for a permanent chief financial officer.

On September 8, 2015, the Company issued a press release regarding the resignation of Mr. Lasher and interim appointment of Mr. Smith, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01.         Financial Statements and Exhibits.

(d)  Exhibits.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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EXHIBIT INDEX

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Exhibit 99.1

Crocs, Inc. CFO Jeff Lasher to Step Down

Senior Vice President for Finance Mike Smith Named Interim CFO; Search Underway

NIWOT, Colo. – September 8, 2015 – Crocs, Inc. (NASDAQ: CROX) today announced that Jeff Lasher, senior vice president and chief financial officer, is leaving the company to pursue other interests. Lasher, who joined Crocs in 2009 and was named chief financial officer in 2011, will remain with the company through early November. Mr. Lasher plans to join West Marine, Inc. as chief financial officer in November.

Mike Smith, senior vice president for finance, has been named interim chief financial officer effective October 1st and will work closely with Lasher during a transition period.  Smith joined Crocs earlier this year after a long career in finance, including several chief financial officer roles. Smith spent nearly two years as division senior vice president for finance at Wolverine Worldwide and, prior to its acquisition, Collective Brands Performance & Lifestyle Group, which included the Sperry Top-Sider, Saucony, Keds and Stride Rite brands.

“For the past six years, Jeff Lasher has played a key role in leading the company through major transitions, including the strategic repositioning that Crocs has been going through during the past year,” said Gregg Ribatt, Crocs chief executive officer.  “Jeff is well-respected by investors, employees and our board of directors. We appreciate his many contributions to Crocs and wish him well in his future endeavors.”

“Mike Smith is a hands-on, strategic business leader with significant senior-level finance and business experience in the footwear and apparel industry,” Ribatt continued. “Mike is well positioned to make a great impact on the company as interim chief financial officer.”

Crocs will retain a global executive search firm to assist with the search for a permanent chief financial officer.

About Crocs, Inc.

Crocs, Inc. is a world leader in innovative casual footwear for men, women and children. Crocs offers a broad portfolio of all-season products, while remaining true to its core molded footwear heritage. All Crocs™ shoes feature Croslite™ material, a proprietary, revolutionary technology that gives each pair of shoes the soft, comfortable, lightweight, non-marking and odor-resistant qualities that Crocs fans know and love. Crocs celebrates the fun of being a little different and encourages fans to “Find Your Fun” in every colorful pair of shoes. Since its inception in 2002, Crocs has sold more than 300 million pairs of shoes in more than 90 countries around the world.

Visit www.crocs.com for additional information.

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