Director Smach trust trims Crocs (CROX) stake in $496k stock sale

Rhea-AI Filing Summary

Crocs, Inc. director Thomas J. Smach reported that a family trust for which he serves as trustee sold 4,963 shares of Crocs common stock in an open-market transaction at a weighted average price of $100.00 per share, with individual sale prices ranging from $100.00 to $100.04.

After this sale, the trust holds 108,246 shares indirectly. Smach also holds 88,958 shares directly, while additional indirect holdings include 6,416 shares held by his spouse and 10,000 shares held in the name of his child, which he disclaims as beneficially owned except for any pecuniary interest.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SMACH THOMAS J

(Last) (First) (Middle)

C/O CROCS, INC.

500 ELDORADO BLVD #5

(Street)

BROOMFIELD CO 80021

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Crocs, Inc. [ CROX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/20/2026		S		4,963	D	$100(1)	108,246	I	By Trust(2)
Common Stock								88,958	D
Common Stock								6,416	I	By Spouse
Common Stock								10,000	I	By Child(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $100.00 - $100.04, inclusive. The reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnote.

2. The reporting person is a trustee of the THOMAS J. SMACH 1996 REV TRUST & LINDA M. SMACH 1996 REV TRUST TEN COM and exercises voting and investment power for the shares beneficially owned by the trust.

3. These shares are held in the name of the reporting person's child. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest.

Remarks:

	/s/Sara Hoverstock, Attorney-in-Fact	02/24/2026
	** 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 4 (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.
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FAQ

What insider transaction did Crocs (CROX) disclose for Thomas J. Smach?

Crocs director Thomas J. Smach reported an open-market sale of 4,963 shares of common stock by a family trust at a weighted average price of $100.00 per share, with trade prices ranging from $100.00 to $100.04, according to a Form 4 filing.

Who actually sold the Crocs (CROX) shares in Thomas J. Smach’s Form 4?

The shares were sold by a family trust, the THOMAS J. SMACH 1996 REV TRUST & LINDA M. SMACH 1996 REV TRUST TEN COM, where Thomas J. Smach serves as trustee and exercises voting and investment power over the trust’s Crocs common stock holdings.

How many Crocs (CROX) shares did the trust sell and at what price?

The trust associated with director Thomas J. Smach sold 4,963 Crocs common shares in the open market at a weighted average price of $100.00 per share. Individual sale prices ranged narrowly between $100.00 and $100.04, as detailed in the Form 4 footnote.

What are Thomas J. Smach’s Crocs (CROX) share holdings after the reported sale?

After the sale, the family trust holds 108,246 Crocs shares indirectly, while Thomas J. Smach directly owns 88,958 shares. Additional indirect holdings include 6,416 shares held by his spouse and 10,000 shares held in his child’s name, with beneficial ownership disclaimed except for pecuniary interest.

Does Thomas J. Smach disclaim beneficial ownership of any Crocs (CROX) shares?

Yes. Shares held in the name of his child, totaling 10,000 Crocs common shares, are specifically reported with a disclaimer of beneficial ownership, except to the extent of his pecuniary interest, as stated in the Form 4 footnote accompanying the filing.

What does the Form 4 say about Thomas J. Smach’s role regarding the trust’s Crocs (CROX) shares?

The Form 4 explains that Thomas J. Smach is a trustee of the THOMAS J. SMACH 1996 REV TRUST & LINDA M. SMACH 1996 REV TRUST TEN COM and exercises both voting and investment power over the Crocs shares that are beneficially owned by this trust entity.