8-K
Crocs, Inc. (CROX)
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): February 15, 2024
CROCS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-51754 | 20-2164234 | |
|---|---|---|---|
| (State or other jurisdiction | (Commission File Number) | (I.R.S. Employer | |
| of incorporation) | Identification No.) | ||
| 500 Eldorado Blvd., Building 5 | |||
| Broomfield, | Colorado | 80021 | |
| (Address of principal executive offices) | (Zip Code) |
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading symbol: | Name of each exchange on which registered: |
|---|---|---|
| Common Stock, par value $0.001 per share | CROX | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.45) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
On February 15, 2024, Crocs, Inc. (“we” or “our”) is filing this Current Report on Form 8-K to reflect changes to the presentation of a note to the consolidated financial statements as set forth in (i) our Quarterly Report on Form 10-Q for the period ended March 31, 2023, as filed with the Securities and Exchange Commission (the “SEC”) on April 27, 2023 (the “Q1 2023 10-Q”), (ii) our Quarterly Report on Form 10-Q for the period ended June 30, 2023, as filed with the SEC on July 27, 2023 (the “Q2 2023 10-Q”), and (iii) our Quarterly Report on Form 10-Q for the period ended September 30, 2023, as filed with the SEC on November 2, 2023 (the “Q3 2023 10-Q”), to reclassify certain amounts to conform to our most recent period presentation shown within our Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 10-K”). To reflect the change in presentation, we have attached Exhibit 99.1 to this Current Report on Form 8-K to update the previously reported amounts in the Revenues footnotes as disclosed in our Q1 2023 10-Q, Q2 2023 10-Q, and Q3 2023 10-Q.
Except for the changes described above, this Current Report on Form 8-K does not modify or update disclosures as presented in our 2023 10-K or our Q1 2023 10-Q, Q2 2023 10-Q, or Q3 2023 10-Q and does not reflect any changes, events, or activities occurring after the applicable filing date. We have not otherwise updated for activities or events occurring after the applicable dates these items were originally presented. The information in this Current Report on Form 8-K should be read in conjunction with the other information included in our 2023 10-K, Q1 2023 10-Q, Q2 2023 10-Q, and Q3 2023 10-Q.
The information in this Item 7.01 and Exhibit 99.1 furnished hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit<br><br>No. | Description |
|---|---|
| 99.1 | Unaudited revised Revenues footnotes in the Quarterly Reports on Form 10-Q for the quarters ended March 31, 2023, June 30, 2023, and September 30, 2023. |
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH | XBRL Taxonomy Extension Schema Document. |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| CROCS, INC. | ||
|---|---|---|
| Date: February 15, 2024 | By: | /s/ Anne Mehlman |
| Anne Mehlman | ||
| Executive Vice President and Chief Financial Officer |
3
crox-20240215_d2
Exhibit 99.1
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| (in thousands) | ||||
| Crocs Brand: | ||||
| North America: | ||||
| Wholesale | $ | 172,055 | $ | 163,455 |
| Direct-to-consumer | 179,254 | 156,002 | ||
| Total North America (1) | 351,309 | 319,457 | ||
| International: | ||||
| Wholesale | 238,508 | 180,803 | ||
| Direct-to-consumer | 58,961 | 44,965 | ||
| Total International | 297,469 | 225,768 | ||
| Total Crocs Brand | $ | 648,778 | $ | 545,225 |
| Crocs Brand: | ||||
| Total Wholesale | $ | 410,563 | $ | 344,258 |
| Total Direct-to-consumer | 238,215 | 200,967 | ||
| Total Crocs Brand | 648,778 | 545,225 | ||
| HEYDUDE Brand: | ||||
| Total Wholesale | 167,863 | 86,919 | ||
| Total Direct-to-consumer | 67,525 | 28,004 | ||
| Total HEYDUDE Brand (2) | 235,388 | 114,923 | ||
| Total consolidated revenues | $ | 884,166 | $ | 660,148 |
(1) North America includes the United States and Canada.
(2) The vast majority of HEYDUDE Brand revenues are derived from North America.
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| (in thousands) | ||||||||
| Crocs Brand: | ||||||||
| North America: | ||||||||
| Wholesale | $ | 181,085 | $ | 171,957 | $ | 353,140 | $ | 335,412 |
| Direct-to-consumer | 293,473 | 250,993 | 472,727 | 406,995 | ||||
| Total North America (1) | 474,558 | 422,950 | 825,867 | 742,407 | ||||
| International: | ||||||||
| Wholesale | 226,257 | 220,554 | 464,765 | 401,356 | ||||
| Direct-to-consumer | 132,135 | 88,712 | 191,096 | 133,678 | ||||
| Total International | 358,392 | 309,266 | 655,861 | 535,034 | ||||
| Total Crocs Brand | $ | 832,950 | $ | 732,216 | $ | 1,481,728 | $ | 1,277,441 |
| Crocs Brand: | ||||||||
| Total Wholesale | $ | 407,342 | $ | 392,511 | $ | 817,905 | $ | 736,768 |
| Total Direct-to-consumer | 425,608 | 339,705 | 663,823 | 540,673 | ||||
| Total Crocs Brand | 832,950 | 732,216 | 1,481,728 | 1,277,441 | ||||
| HEYDUDE Brand: | ||||||||
| Total Wholesale | 148,825 | 162,499 | 316,688 | 249,418 | ||||
| Total Direct-to-consumer | 90,592 | 69,866 | 158,117 | 97,870 | ||||
| Total HEYDUDE Brand (2) | 239,417 | 232,365 | 474,805 | 347,288 | ||||
| Total consolidated revenues | $ | 1,072,367 | $ | 964,581 | $ | 1,956,533 | $ | 1,624,729 |
(1) North America includes the United States and Canada.
(2) The vast majority of HEYDUDE Brand revenues are derived from North America.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| (in thousands) | ||||||||
| Crocs Brand: | ||||||||
| North America: | ||||||||
| Wholesale | $ | 164,920 | $ | 166,626 | $ | 518,059 | $ | 502,038 |
| Direct-to-consumer | 315,824 | 278,702 | 788,550 | 685,697 | ||||
| Total North America (1) | 480,744 | 445,328 | 1,306,609 | 1,187,735 | ||||
| International: | ||||||||
| Wholesale | 204,257 | 186,678 | 669,022 | 588,035 | ||||
| Direct-to-consumer | 113,768 | 83,701 | 304,866 | 217,378 | ||||
| Total International | 318,025 | 270,379 | 973,888 | 805,413 | ||||
| Total Crocs Brand | $ | 798,769 | $ | 715,707 | $ | 2,280,497 | $ | 1,993,148 |
| Crocs Brand: | ||||||||
| Total Wholesale | $ | 369,177 | $ | 353,304 | $ | 1,187,081 | $ | 1,090,073 |
| Total Direct-to-consumer | 429,592 | 362,403 | 1,093,416 | 903,075 | ||||
| Total Crocs Brand | 798,769 | 715,707 | 2,280,497 | 1,993,148 | ||||
| HEYDUDE Brand: | ||||||||
| Total Wholesale | 146,501 | 181,768 | 463,189 | 431,186 | ||||
| Total Direct-to-consumer | 100,447 | 87,619 | 258,564 | 185,489 | ||||
| Total HEYDUDE Brand (2) | 246,948 | 269,387 | 721,753 | 616,675 | ||||
| Total consolidated revenues | $ | 1,045,717 | $ | 985,094 | $ | 3,002,250 | $ | 2,609,823 |
(1) North America includes the United States and Canada.
(2) The vast majority of HEYDUDE Brand revenues are derived from North America.