Crocs (NASDAQ: CROX) EVP reports tax share withholding and RSU loss

Rhea-AI Filing Summary

Crocs, Inc. executive Anne Mehlman reported routine equity award activity. On 02/01/2026, 1,501 shares of common stock were withheld by Crocs to cover tax obligations when a restricted stock unit award vested at $86.88 per share. On the same date, 19,839 restricted stock units were cancelled because the related performance goal was not met, recorded at $0. After these transactions, Mehlman directly held 143,257 shares of Crocs common stock.

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^*

MEHLMAN ANNE

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Crocs Brand President

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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	02/01/2026		F		1,501(1)	D	$86.88	163,096	D
Common Stock	02/01/2026		D		19,839(2)	D	$0	143,257	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.

2. Represents the restricted stock units that were cancelled as the performance metric relating to the vesting of such award was not achieved.

Remarks:

	/s/Sara Hoverstock, Attorney-in-Fact	02/03/2026
	** 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).
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FAQ

What insider transactions did CROX executive Anne Mehlman report on February 1, 2026?

Anne Mehlman reported two transactions on February 1, 2026: 1,501 Crocs common shares were withheld to cover taxes on a vested RSU award, and 19,839 restricted stock units were cancelled after a performance metric tied to vesting was not achieved.

How many CROX shares were withheld for taxes in Anne Mehlman’s Form 4 filing?

The filing shows 1,501 Crocs common shares were withheld at $86.88 per share to satisfy tax withholding obligations when a restricted stock unit award vested, a standard mechanism where the issuer retains shares instead of the insider selling them in the market.

Why were 19,839 restricted stock units cancelled in the CROX Form 4?

The 19,839 restricted stock units were cancelled because the performance metric tied to their vesting was not achieved. As a result, they expired at a value of $0, meaning no shares were delivered to the executive from that particular performance-based award.

How many CROX shares does Anne Mehlman own after the reported transactions?

After the reported equity award activity, Anne Mehlman directly owns 143,257 shares of Crocs common stock. This figure reflects the impact of both the 1,501 shares withheld for taxes and the cancellation of 19,839 restricted stock units that did not vest.

What is Anne Mehlman’s role at Crocs, Inc. in this Form 4 filing for CROX?

In this Form 4, Anne Mehlman is identified as an officer of Crocs, Inc., serving as EVP & Crocs Brand President. The filing reflects changes in her beneficial ownership of Crocs common stock tied to restricted stock unit vesting and performance-based award cancellation.

Were the CROX insider transactions market sales by Anne Mehlman?

The reported transactions were not open-market sales. One entry reflects 1,501 shares withheld by Crocs to cover tax obligations on a vested RSU award, while the other reflects cancellation of 19,839 restricted stock units after a performance condition for vesting was not satisfied.