Crocs, Inc. — Director's Dealing 2011

Jul 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Crocs, Inc. (CROX)
CIK: 0001334036
Period of Report: 2011-06-29

Reporting Person: SHARP RICHARD L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-29	Common Stock	A	7797	—	Acquired	7797	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	668959	Indirect

Footnotes

F1: Pursuant to the issuer's Board of Directors Compensation Plan, the Board of Directors granted $100,000 of common stock to each non-employee director under the issuer's 2007 Equity Incentive Plan (As Amended and Restated), based on the $25.65 closing price of the common stock on June 29, 2011, as quoted on the NASDAQ Global Select Market. The Board of Directors granted an additional $100,000 of common stock to the reporting person under the issuer's 2007 Equity Incentive Plan (As Amended and Restated), based on the $25.65 closing price of the common stock on June 29, 2011, as quoted on the NASDAQ Global Select Market.

F2: The reporting person is the sole trustee of The RLS Trust and he exercies voting and investment power over all of the shares beneficially owned by the trust.

F3: Includes 2,452 shares previously held directly by the reporting person, which were re-registered in the name of The RLS Trust.