Crocs, Inc. — Director's Dealing 2011

Jun 18, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Crocs, Inc. (CROX)
CIK: 0001334036
Period of Report: 2011-06-15

Reporting Person: Hart Daniel P (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-15	Common Stock	M	4167	$3.99	Acquired	133777	Direct
2011-06-15	Common Stock	S	4167	$22.7387	Disposed	129610	Direct
2011-06-15	Common Stock	F	21646	$22.62	Disposed	107964	Direct
2011-06-16	Common Stock	S	11629	$23.2195	Disposed	96335	Direct
2011-06-16	Common Stock	S	19863	$23.9224	Disposed	76472	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-15	Employee Stock Option (Right to Buy)	$3.99	M	4167	Disposed	2019-06-15	Common Stock (4167)	Direct

Footnotes

F1: The shares were sold pursuant to a sales plan adopted by the reporting person on May 17, 2011 and intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934.

F2: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $22.40 to $22.98, 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 footnotes 2, 4 and 5.

F3: Represents shares withheld by the issuer to cover tax withholding obligations upon the vesting of restricted stock.

F4: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $22.53 to $23.525, inclusive.

F5: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $23.53 to $24.44, inclusive.

F6: Twenty-five percent (25%) of the options vested and became exercisable on June 15, 2010. Thereafter, the remaining options vest and become exercisable in thirty-six (36) successive equal monthly installments upon the reporting person's completion of each additional month of continuous service with the issuer.