Crocs (NASDAQ: CROX) EVP has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Crocs, Inc. executive Terence Reilly reported a routine tax-related share disposition. On the reported date, 7,820 shares of Crocs common stock were withheld by the company at $100.14 per share to cover tax withholding obligations triggered by the vesting of a restricted stock unit award. This was not an open-market trade but an issuer withholding mechanism. After this non-market transaction, Reilly directly owned 104,531 shares of Crocs common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider REILLY TERENCE

Role EVP, Chief Brand Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	7,820	$100.14	$783K

Holdings After Transaction: Common Stock — 104,531 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 7,820 shares Withholding price per share: $100.14 per share Shares owned after transaction: 104,531 shares +2 more

5 metrics

Shares withheld for taxes 7,820 shares Withheld to cover tax obligations on vested RSU award

Withholding price per share $100.14 per share Value used for tax-withholding disposition

Shares owned after transaction 104,531 shares Directly owned Crocs common stock following tax withholding

Transaction code F Payment of tax liability by delivering securities

Tax-withholding shares count 7,820 shares Reported as taxWithholdingShares in transaction summary

Key Terms

restricted stock unit award, tax withholding obligations, Common Stock, tax-withholding disposition

4 terms

restricted stock unit award financial

"upon vesting of a restricted stock unit award"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

tax withholding obligations financial

"to cover tax withholding obligations upon vesting"

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

REILLY TERENCE

(Last) (First) (Middle)

C/O CROCS, INC.

500 ELDORADO BLVD #5

(Street)

BROOMFIELD COLORADO 80021

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Brand Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/29/2026		F		7,820(1)	D	$100.14	104,531	D

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. Represents shares withheld by the issuer to cover tax withholding obligations upon vesting of a restricted stock unit award.

Remarks:

	/s/Sara Hoverstock, Attorney-in-Fact	04/30/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Crocs (CROX) executive Terence Reilly report in this Form 4?

Crocs executive Terence Reilly reported a tax-related share disposition. The company withheld 7,820 common shares at $100.14 each to satisfy tax obligations on a vested restricted stock unit award, leaving him with 104,531 directly owned shares afterward.

Was the Crocs (CROX) Form 4 transaction an open-market sale of shares?

The Form 4 does not show an open-market sale. Instead, 7,820 shares of Crocs common stock were withheld by the issuer to cover tax withholding obligations upon vesting of a restricted stock unit award, a non-market administrative transaction.

How many Crocs (CROX) shares were withheld for Terence Reilly’s taxes and at what price?

The filing reports that 7,820 shares of Crocs common stock were withheld by the company at $100.14 per share. These shares covered tax withholding obligations arising when a restricted stock unit award vested for executive Terence Reilly.

How many Crocs (CROX) shares does Terence Reilly hold after the reported transaction?

After the tax-withholding disposition, Terence Reilly directly owns 104,531 shares of Crocs common stock. This figure reflects his direct holdings following the issuer’s withholding of 7,820 shares to satisfy tax obligations on a vested restricted stock unit award.

What does transaction code F mean in the Crocs (CROX) Form 4 for Terence Reilly?

Transaction code F indicates shares were used to pay an exercise price or tax liability. In this case, 7,820 Crocs common shares were withheld by the issuer to cover tax withholding obligations when a restricted stock unit award vested for executive Terence Reilly.