Crocs, Inc. — Major Shareholding Notification 2010

Feb 16, 2010

*UNITED STATES*

*SECURITIES AND EXCHANGE*

*COMMISSION*

*Washington, D.C. 20549*

*SCHEDULE 13G*

*Under the Securities Exchange Act of 1934 (Amendment No. 2)**

*Crocs, Inc.*

(Name of Issuer)

*Common Stock, par value $0.001*

(Title of Class of Securities)

*227046109*

(CUSIP Number)

*December 31, 2009*

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-1(b)
x	Rule 13d-1(c)
o	Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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CUSIP No. 227046109 — 1.	Names of Reporting Persons Cascade Investment, L.L.C.
2.	Check the Appropriate Box
if a Member of a Group (See Instructions)
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of
Organization State of Washington
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power -0-
	6.	Shared Voting Power -0-
	7.	Sole Dispositive Power -0-
	8.	Shared Dispositive Power -0-
9.	Aggregate Amount
Beneficially Owned by Each Reporting Person -0-
10.	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) o
11.	Percent of Class
Represented by Amount in Row (9) 0%
12.	Type of Reporting Person
(See Instructions) OO

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| CUSIP No. 227046109 — 1. | Names of Reporting Persons Bill & Melinda Gates
Foundation Trust | |
| --- | --- | --- |
| 2. | Check the Appropriate Box
if a Member of a Group (See Instructions) | |
| | (a) | o |
| | (b) | x |
| 3. | SEC Use Only | |
| 4. | Citizenship or Place of
Organization State of Washington | |
| Number of Shares Beneficially Owned by Each Reporting Person With | 5. | Sole Voting Power -0- |
| | 6. | Shared Voting Power -0- |
| | 7. | Sole Dispositive Power -0- |
| | 8. | Shared Dispositive Power -0- |
| 9. | Aggregate Amount
Beneficially Owned by Each Reporting Person -0- | |
| 10. | Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) o | |
| 11. | Percent of Class
Represented by Amount in Row (9) 0% | |
| 12. | Type of Reporting Person
(See Instructions) OO | |

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CUSIP No. 227046109 — 1.	Names of Reporting Persons William H. Gates III
2.	Check the Appropriate Box
if a Member of a Group (See Instructions)
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of
Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power -0-
	6.	Shared Voting Power -0-
	7.	Sole Dispositive Power -0-
	8.	Shared Dispositive Power -0-
9.	Aggregate Amount
Beneficially Owned by Each Reporting Person -0-
10.	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) o
11.	Percent of Class
Represented by Amount in Row (9) 0%
12.	Type of Reporting Person
(See Instructions) IN

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CUSIP No. 227046109 — 1.	Names of Reporting Persons Melinda French Gates
2.	Check the Appropriate Box
if a Member of a Group (See Instructions)
	(a)	o
	(b)	x
3.	SEC Use Only
4.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With	5.	Sole Voting Power -0-
	6.	Shared Voting Power -0-
	7.	Sole Dispositive Power -0-
	8.	Shared Dispositive Power -0-
9.	Aggregate Amount
Beneficially Owned by Each Reporting Person -0-
10.	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions) o
11.	Percent of Class
Represented by Amount in Row (9) 0%
12.	Type of Reporting Person
(See Instructions) IN

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Item 1.
(a)	Name of Issuer Crocs, Inc. (the “Issuer”)
(b)	Address of Issuer’s
Principal Executive Offices 6328 Monarch Park Place Niwot, Colorado 80503
Item 2.
(a)	Name of Person Filing Cascade Investment, L.L.C. (“Cascade”), Bill & Melinda Gates
Foundation Trust (the “Trust”), Melinda French Gates and William H. Gates III
(collectively, the “Reporting Persons”) (1)
(b)	Address of Principal
Business Office or, if none, Residence Cascade – 2365 Carillon Point, Kirkland, Washington 98033 The Trust – 1551
Eastlake Avenue E., Seattle, Washington
98102 Mr. Gates – One
Microsoft Way, Redmond, Washington 98052 Mrs. Gates – 1551
Eastlake Avenue E., Seattle, Washington 98102
(c)	Citizenship Cascade is a limited liability company organized under the laws of the State
of Washington. The Trust is a
charitable trust organized under the laws of the State of Washington. Mr. and Mrs. Gates
are citizens of the United States of America.
(d)	Title of Class of
Securities Common Stock, $0.001 Par Value (the “Common Stock”)
(e)	CUSIP Number 227046109

(1) Neither the present filing nor anything contained herein shall be construed as an admission that the Reporting Persons constitute a “group” for any purpose and the Reporting Persons expressly disclaim membership in a group.

Item 3.
Not Applicable.
Item 4.	Ownership
Provide the following information regarding the
aggregate number and percentage of the class of securities of the issuer
identified in Item 1.
	(a)	Amount beneficially
owned: See the responses to
Item 9 on the attached cover pages.
	(b)	Percent of class: See the responses to
Item 11 on the attached cover pages.
	(c)	Number of shares as to
which the person has:
		(i)	Sole power to vote or
to direct the vote See the responses to Item 5 on the attached cover
pages.

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| | (iii) | Shared power to vote or
to direct the vote See the responses to
Item 6 on the attached cover pages. — Sole power to dispose
or to direct the disposition of See the responses to
Item 7 on the attached cover pages. |
| --- | --- | --- |
| | (iv) | Shared power to dispose
or to direct the disposition of See the responses to
Item 8 on the attached cover pages. |
| Item 5. | Ownership of 5 Percent or Less of a
Class | |
| If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to be the
beneficial owner of more than 5 percent of the class of securities, check the
following x . | | |
| Item 6. | Ownership
of More than 5 Percent on Behalf of Another Person | |
| Not Applicable. | | |
| Item 7. | Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by the Parent
Holding Company or Control Person | |
| Not Applicable. | | |
| Item 8. | Identification and Classification
of Members of the Group | |
| Not Applicable. | | |
| Item 9. | Notice of Dissolution of Group | |
| Not Applicable. | | |
| Item 10. | Certification | |
| Not applicable. | | |

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*SIGNATURE*

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

| Date:
February 16, 2010 — By | * | |
| --- | --- | --- |
| | Name: | Alan Heuberger (2) |
| | Title: | Attorney-in-fact for
Michael Larson, Business Manager |
| BILL & MELINDA
GATES FOUNDATION TRUST (1) | | |
| By | * | |
| | Name: | Alan Heuberger (3) |
| | Title: | Attorney-in-fact for
each of the Co- Trustees, William H. Gates III and Melinda French Gates |
| WILLIAM H. GATES III (1) | | |
| By | * | |
| | Name: | Alan Heuberger (3)(4) |
| | Title: | Attorney-in-fact |
| MELINDA FRENCH GATES (1) | | |
| By | * | |
| | Name: | Alan Heuberger (3) |
| | Title: | Attorney-in-fact |
| * By: | /s/ Alan Heuberger | |
| | | Alan Heuberger |

(1) This amendment is being filed jointly by the Reporting Persons pursuant to the Joint Filing Agreement dated November 11, 2008 and included with the signature page to the Reporting Persons’ Schedule 13G with respect to the Issuer filed on November 12, 2008, SEC File No. 005-81777, and incorporated by reference herein.

(2) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of Michael Larson, and attached as Exhibit 99.1 to Amendment No. 1 to Cascade’s Schedule 13D with respect to Otter Tail Corporation filed on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.

(3) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of William H. Gates III and Melinda French Gates as Co-Trustees, and attached as Exhibit 99.5 to Cascade’s Schedule 13D with respect to Grupo Televisa, S.A.B. filed on May 7, 2009, SEC File No. 005-60431 and incorporated by reference herein.

(4) Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of William H. Gates III, and attached as Exhibit 99.2 to Amendment No. 1 to Cascade’s Schedule 13D with respect to Otter Tail Corporation filed on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.

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