1、2022 ANNUAL REPORT February 2023 To our Shareholders,When Skechers was founded 30 years ago,our focus was on creating a lifestyle brand that delivered comfort,style,innovation and quality at a reasonable price.Now with a diverse product assortment that meets the footwear needs of men,women and kids,

2、we remain committed to our design principles.Holding true to what we do best has allowed us to build the third largest athletic footwear company in the world,be named Company of the Year twice in 2022(by both Footwear News and Footwear Plus),and to once again break revenue records.In 2022,we achieve

3、d sales of$7.4 billion,an increase of$1.1 billion over the prior year,which was our previous annual sales record.The growth was the result of four quarterly sales records,a significant achievement given the ongoing macroeconomic headwinds and COVID-related challenges.The 18 percent annual sales grow

4、th reflected increases of 20 percent domestically and 17 percent internationally,the latter of which represented 59 percent of our total sales for the year.Wholesale sales increased 23 percent and direct-to-consumer increased 10 percent.The growth by region was 22 percent in the Americas,32 percent

5、in EMEA,and 1 percent in Asia.The weaker performance in Asia was due to ongoing COVID restrictions in China.These results demonstrate the strength of our brand as the comfort technology leader,the robust consumer appetite for our innovative product portfolio,and the steadfast determination of our gl

6、obal team to navigate another turbulent year.We believe our most valuable and treasured asset is our talented team across all levels of the business.Without their combined efforts,we wouldnt have the breadth and depth of comfort product desired by consumers,the 4,500-plus stores to shop for their fa

7、vorite footwear,the captivating marketing to share our story across touchpoints,and the ability to deliver our products into the hands of customers globally.Importantly,the flexibility,creativity and dedication of the global Skechers organization was essential to navigating last years difficulties.W

8、e thank the team members at our corporate headquarters,in our offices and distribution centers,our sales teams in the field,and our retail associates throughout our global network of Skechers stores.We are also grateful for the dedicated support and loyalty of our partners in the United States and a

9、round the world.Both our team members and partners are important to our continued success.2022 started big with a Super Bowl campaign designed to appeal to the hearts of our American audiences:Willie Nelson singing“On the Road Again”set to a backdrop of diverse people going about their day in the fo

10、otwear they love Skechers.Always aiming to reach higher,for Super Bowl 2023,we went all in with the top dog:Snoop Dogg.The highly rated and searched“All Walks of Life”campaign had Snoop going about his rather unusual day in total comfort,bringing along the Skechers crew Howie Long,Tony Romo and his

11、pal Martha Stewart for the fun.Marthas own Skechers Hands Free Slip-ins campaign debuted after the Big Game,which became a viral success thanks to the entrepreneur getting a tattoo of Snoop in her“Perfect 10”spot.$7.4$6.3$4.6$5.2InBillions2019202020212022ANNUALIn every quarter of 2022,we announced,l

12、aunched or introduced a new brand ambassador,a new product line or marketing campaign to create purchase intent,better serve our customers needs,and further establish Skechers as The Comfort Technology Company.Along with our existing team of ambassadors for our lifestyle product Sugar Ray Leonard,To

13、ny Romo,Howie Long,Clayton Kershaw and Brooke Burke we signed Martha Stewart,who appeared in a Skechers Arch Fit campaign,and Amanda Kloots,who appeared in a Max Cushioning campaign,both for North America.We also signed a host of regional ambassadors for Europe,Asia and Brazil.These included British

14、 musician and television personality Myleene Klass;German singer Vanessa Mai;television personality Benedetta Parodi;and French actor,sports commentator,and former international footballer Frank Leboeuf.For our Performance Division,we added established and rising talent.First,we signed English pro g

15、olfer Matt Fitzpatrick in the first quarter,and then in the second quarter he won his first major at the US Open wearing Skechers GO GOLF.Not to be outdone,the winningest Canadian golfer and Skechers ambassador Brooke Henderson won her second major championship(Amundi Evian in France)and eleventh pr

16、o win at the Shoprite LPGA Classic in New Jersey,all in Skechers GO GOLF.2023 will see the launch of new campaigns with these remarkable athletes.During the year,we added another pillar to our established golf,running and performance walking business with the launch of Skechers Viper Court picklebal

17、l shoes and the signing of pro players Tyson McGuffin and Catherine Parenteau.Our intent is to become synonymous with pickleball,the fastest growing sport in America.To this end,we became the Official Footwear Sponsor of the US OPEN Pickleball Championships,and in 2023 added the Carvana Professional

18、 Pickleball Association Tour to our portfolio.We truly see pickleball as a perfect fit for our consumer base and feel we have the innovation and comfort footwear to be the go-to source for performance on the court.We regularly introduce fresh product to our global customer base as we develop new inn

19、ovations and styles,and as we see opportunities.In 2022,this included updates to our successful Skechers UNO line,the launch of a collaboration with the popular anime line Tokidoki,and the introduction of Skechers Hands Free Slip-ins,which allows consumers to easily slip on a shoe without bending ov

20、er.We think this easy-on style is perfect for everyone busy adults,kids,nurses,doctors,vets,baristas,and those who have difficulties tying their shoes.Because our planet and communities matter,we continued our BOBS from Skechers philanthropic movement,reaching 16 million pairs of shoes donated inclu

21、ding sending containers to Ukraine as well as Lebanon for the Beirut Port explosion.For the animal welfare side of BOBS,we surpassed$9.3 million donated to organizations to save the lives of shelter animals in North America with our$1.5 million donation to Petco Love in 2022.We also further develope

22、d Skechers Our Planet Matters collection of sustainable mens,womens and childrens products,which is designed with recycled materials to help reduce our brands environmental impact.All new OPM products will be constructed with a minimum of 20%recycled upper materials as we strive to make the offering

23、 even more environmentally friendly.To focus on our environmental stewardship and maximize our capabilities for the future,we began and completed several important projects in the year,including the first phase of the expansion of our corporate headquarters in Southern California.Each of the four bu

24、ildings are designed to receive LEED-Certified Gold,and we added earth-friendly features to our main existing offices.We also completed an addition to our LEED-Certified Gold North American Distribution Center,which is both automated and integrated into our existing space.We opened several new distr

25、ibution centers in South America,broke ground on a new environmentally-friendly center in Mumbai,added automation to our DC in Japan,and signed an agreement for a new distribution center in Vancouver,Canada.41%59%GLOBALREVENUEYEAR-END2022DOMESTICINTERNATIONAL38%62%GLOBALREVENUEBYCHANNELYEAR-END2022D

26、IRECT-TO-CONSUMERWHOLESALE23%52%REVENUEBYREGIONYEAR-END2022EUROPE,MIDDLEEAST,AFRICA25%ASIAPACIFICNORTH&SOUTHAMERICAFinally,we continued to invest in our direct-to-consumer capabilities.This included the opening of new flagship stores in Dublin,Madrid,and Rotterdam as well as our largest concept stor

27、e in South America,located in Lima,and our largest store in India,located outside Mumbai.With a global base of 4,537 Skechers stores at year-end,we feel we have truly established Skechers as a retail destination.The expansion of our digital presence internationally was a key focus for Skechers in 20

28、22 as we launched new websites across our businesses in Europe as well as in Japan.We look forward to this years ecommerce expansion in South America and the rollout of our Skechers Plus loyalty program to international websites.We remain excited about the growth opportunities in our global direct-t

29、o-consumer business,both physically and digitally,and are focused on weaving our omni-channel capabilities into a seamless consumer-centric experience.The past 30 years has been unforgettable from our first store opening,first television commercial and first billion dollars in sales to now operating

30、 over 4,500 stores,collaborating with the likes of Snoop Dogg,Martha Stewart and Sugar Ray Leonard,designing and developing the most amazing and comfortable footwear,and achieving well over$7 billion in sales in 2022.At every point along the way be it the many milestones achieved or the challenges w

31、e have faced one thing has been consistent:the dedication and determination of our incredible Skechers family.Our sales personnel and customer service teams on the front lines,our talented and creative group of designers and marketers,and our logistics and operations force make it all tick.Our entir

32、e organization is like no other,and for that we are both proud and grateful.As we move forward,we remain confident that our business strategy will continue to provide a strong foundation and ensure that Skechers is positioned to drive long-term growth through our unwavering commitment to deliver inn

33、ovative comfort technology products at compelling prices to consumers worldwide.Though we expect this year will continue to present challenges,we believe that with our loyal partners and talented team,Skechers will continue to reach new heights,including our goal of achieving$10 billion of annual sa

34、les by 2026.Sincerely,This annual report contains forward-looking statements that are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933,as amended,and Section 21E of the Securities Exchange Act of 1934,as amended.These forward-looking statements include,without

35、 limitation,our future domestic and international growth,financial results and operations including expected net sales,margins,cash flow and earnings,liquidity and capital resources,inventory levels and orders,our development of new products,future demand for our products,our planned domestic and in

36、ternational expansion and opening of new stores and our advertising and marketing initiatives.Forward-looking statements include,without limitation,any statement that may predict,forecast,indicate or simply state future results,performance or achievements of our company,and can be identified by the

37、use of forward-looking language such as“believe,”“anticipate,”“expect,”“estimate,”“intend,”“plan,”“project,”“will be,”“will continue,”“will result,”“could,”“may,”“might,”or any variations of such words with similar meanings.Any such statements are subject to risks and uncertainties that could cause

38、our actual results to differ materially from those which are managements current expectations or forecasts.Such information is subject to the risk that such expectations or forecasts,or the assumptions underlying such expectations or forecasts,become inaccurate.Please see“Special Note on Forward-Loo

39、king Statements”on page one of our 2022 annual report on Form 10-K for a discussion of some of the risk factors that could cause actual results to materially differ.The risks included there are not exhaustive.We operate in a very competitive and rapidly changing environment.New risks emerge from tim

40、e to time and we cannot predict all such risk factors,nor can we assess the impact of all such risk factors on the business or the extent to which any factor,or combination of factors,may cause actual results to differ materially from those contained in any forward-looking statements.Given these ris

41、ks and uncertainties,you should not place undue reliance on forward-looking statements as a prediction of actual results.Moreover,reported results should not be considered an indication of our future performance.Robert GreenbergCEO&Chairman of the BoardMichael GreenbergPresidentUNITED STATESSECURITI

42、ES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-KANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31,2022orTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES AND EXCHANGE ACT OF 1934For the transition period f

43、romtoCommission File Number 001-14429SKECHERS U.S.A.,INC.(Exact name of registrant as specified in its charter)Delaware95-4376145(State or other jurisdiction of incorporation or organization)(I.R.S.Employer Identification No.)228 Manhattan Beach Blvd.,Manhattan Beach,California 90266(310)318-3100(Ad

44、dress,including zip code,and telephone number,including area code)Securities registered pursuant to Section 12(b)of the Act:Class A Common Stock,par value$0.001 per shareSKXNew York Stock Exchange(Title of each class)(Trading symbol)(Name of each exchange on which registered)Securities registered pu

45、rsuant to Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.Yes No Indicat

46、e by check mark whether the registrant:(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during thepreceding 12 months(or for such shorter period that the registrant was required to file such reports),and(2)has been subject to such filing requ

47、irements for the past 90days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T(232.405 of this chapter)during the preceding 12 months(or for such shorter period that the regist

48、rant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,smaller reporting company,or an emerging growthcompany.See definitions of“large accelerated filer,”“accelerated filer,”“smaller repor

49、ting company,”and“emerging growth company”in Rule 12b-2 of the ExchangeAct.Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth companyIf an emerging growth company,indicate by check mark if the registrant has elected not to use the extended transitio

50、n period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of the effectiveness of its internal control over finan

51、cialreporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.Ifsecuritiesareregistered pursuantto Section 12(b)of the Act,indicate by check mark whether the financialstatementsof theregistrant includedin

52、 the filingreflect thecorrectionof an error topreviouslyissued financialstatements.Indicate by check mark whether any of those errorcorrectionsarerestatementsthat required arecoveryanalysis ofincentive-based compensation receivedbyany of theregistrants executiveofficers during the relevantrecoverype

53、riodpursuantto240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).Yes No AsofJune30,2022,theaggregatemarketvalueofthevotingandnon-votingClassAandClassBCommonStockheldbynon-affiliatesoftheregistrantwasapproximately$4.9 billion ba

54、sed upon the closing price of$35.58 of the Class A Common Stock on the New York Stock Exchange on such date.The number of shares of Class A Common Stock outstanding as of February 15,2023:134,473,612.The number of shares of Class B Common Stock outstanding as of February 15,2023:20,810,041.DOCUMENTS

55、 INCORPORATED BY REFERENCEPortions of the registrants Definitive Proxy Statement issued in connection with the 2023 Annual Meeting of the Stockholders of the registrant are incorporated byreference into Part III.iSKECHERS U.S.A.,INC.AND SUBSIDIARIESForm 10-KTable of ContentsPART IItem 1.Business.2It

56、em 1A.Risk Factors.6Item 1B.Unsolved Staff Comments.14Item 2.Properties.14Item 3.Legal Proceedings.14Item 4.Mine Safety Disclosures.15PART IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities.16Item 6.Reserved.16Item 7.Managements Discus

57、sion and Analysis of Financial Condition and Results of Operations.17Item 7A.Quantitative and Qualitative Disclosures About Market Risk.22Item 8.Financial Statements and Supplementary Data.23Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.45Item 9A.Control

58、s and Procedures.45Item 9B.Other Information.48Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.48PART IIIItem 10.Directors,Executive Officers and Corporate Governance.49Item 11.Executive Compensation.49Item 12.Security Ownership of Certain Beneficial Owners and Management

59、 and Related Stockholder Matters.49Item 13.Certain Relationships and Related Transactions,and Director Independence.49Item 14.Principal Accountant Fees and Services.49PART IVItem 15.Exhibit and Financial Statement Schedules.50Item 16.Form 10-K Summary.53SIGNATURES.541Special Note on Forward-Looking

60、StatementsThis annual report on Form 10-K contains forward-looking statements that are made pursuant to the safe harbor provisions of thePrivate Securities Litigation Reform Act of 1995,including statements with regards to future revenue,projected operating results,earnings,spending,margins,cash flo

61、w,orders,expected timing of shipment of products,inventory levels,future growth or success inspecific countries,categories or market sectors,continued or expected distribution to specific retailers,liquidity,capital resources andmarket risk,strategies and objectives.Forward-looking statements includ

62、e,without limitation,any statement that may predict,forecast,indicate or simply state future results,performance or achievements,and can be identified by the use of forward-looking language suchas“believe,”“anticipate,”“expect,”“estimate,”“intend,”“plan,”“project,”“will,”“could,”“may,”“might,”or any

63、 variations of suchwords with similar meanings.These forward-looking statements involve risks and uncertainties that could cause actual results to differmaterially from those projected in forward-looking statements,and reported results shall not be considered an indication of our futureperformance.F

64、actors that might cause or contribute to such differences include:the COVID-19 pandemic and its adverse impact on our operations and our business,sales and results of operations aroundthe world;our ability to manage the impact from delays and disruptions in our supply chain;our ability to sustain,ma

65、nage and forecast our costs and proper inventory levels;ourabilitytocontinuetomanufactureandshipourproductsthataresourcedinChinaandVietnam,whichcouldbeadverselyaffected by various economic,political,health or trade conditions,or a natural disaster in China or Vietnam;our ability to maintain our bran

66、d image and to anticipate,forecast,identify,and respond to changes in fashion trends,consumer demand for the products and other market factors;the loss of any significant customers,decreased demand by industry retailers and the cancellation of order commitments;our ability to remain competitive amon

67、g sellers of footwear for consumers,including in the highly competitive performancefootwear market;andglobal economic,political and market conditions including the effects of inflation and foreign currency exchange ratefluctuations around the world,the challenging consumer retail market in the Unite

68、d States(“U.S.”)and the impact ofRussias war with Ukraine.The risks included here are not exhaustive.Other sections of this report may include additional factors that could adversely impactour business,financial condition and results of operations.Moreover,we operate in a very competitive and rapidl

69、y changingenvironment,and new risk factors emerge from time to time.We cannot predict all such risk factors,nor can we assess the impact of allsuch risk factors on our business or the extent to which any factor or combination of factors may cause actual results to differ materiallyfrom those contain

70、ed in any forward-looking statements.Given these inherent and changing risks and uncertainties,investors shouldnot place undue reliance on forward-looking statements,which reflect our opinions only as of the date of this annual report,as aprediction of actual results.We undertake no obligation to pu

71、blicly release any revisions to the forward-looking statements after the dateof this document,except as otherwise required by reporting requirements of applicable federal and state securities laws.2PART IItem 1.BusinessSkechers U.S.A.,Inc.,The Comfort Technology CompanyTM,was incorporated in Califor

72、nia in 1992 and reincorporated inDelaware in 1999.Skechers U.S.A.,Inc.,its consolidated subsidiaries and certain variable interest entities(“VIEs”)of which it is theprimary beneficiary,is referred to throughout this annual report as“we,”“us,”“our,”“the Company”and“Skechers”unless otherwiseindicated.

73、Reference in this annual report to“sales”refers to Skechers net sales reported under U.S.generally accepted accountingprinciples.Our internet address is .Our annual report on Form 10-K,quarterly reports on Form 10-Q,current reportson Form 8-K,Form 3s,4s and 5s filed on behalf of directors,officers a

74、nd 10%stockholders,and any amendments to those reportsfiled or furnished pursuant to Section 13(a)or 15(d)of the Exchange Act are available free of charge on our corporate website,as soon as reasonably practicable after we electronically file such material with,or furnish it to,the U.S.Securities an

75、d Exchange Commission(“SEC”).You can learn more about us by reviewing such filings at or at the SECs website,www.sec.gov.GENERALWe design and market Skechers-branded lifestyle footwear for men,women and children,performance footwear for men andwomen under the Skechers Performance brand name,and work

76、 footwear for men and women under Skechers Work brand name.Wedesign and market Skechers branded lifestyle apparel and license the Skechers brand to others for accessories,pet accessories,leathergoods,eyewear and medical scrubs,among other categories.Skechers footwear reflects a combination of style,

77、quality,comfort,innovation and value that appeals to a broad range of consumers.Our product offering is sold through wholesale distribution todepartmentandspecialtystores,athleticandindependentretailers,ande-commerceretailers,anddirectlytoconsumersthroughSkechersbrick and mortar and digital stores.O

78、ur objective is to profitably grow our operations worldwide while leveraging our recognizableSkechers brand through our diversified product lines,innovative advertising and various distribution channels.Webelievethatbrandrecognitionisanimportantelementforsuccessinthefootwearbusiness.Weaggressivelyma

79、rketourbrandsthroughcomprehensivemarketingcampaignsformen,womenandchildren.TheSkechersbrandissupportedbyprint,television,digital,radio,outdoorandpresscampaignsaswellasdonationeventsforBOBSfromSkechers.Tofurtherdriverecognition,weenlistnumerouscelebrities,former and current athletes,and influencers t

80、o appear in our campaigns.In 2022,our brand ambassadors included televisionpersonalities and entertainers Martha Stewart,Amanda Kloots,Brooke Burke,Willie Nelson and Chesca,athlete Clayton Kershaw,andformer athletes Sugar Ray Leonard,Tony Romo,Howie Long,Cris Carter,Meb Keflezighi,and Rusty Wallace.

81、More recently,cultureand entertainment icon Snoop Dogg joined our stable of brand ambassadors.Additionally,athletes supporting our performance footwearincluded runner Edward Cheserek,elite golfers Matt Fitzpatrick,Brooke Henderson and Colin Montgomerie,and pro pickleball playersTyson McGuffin and Ca

82、therine Parenteau.Since 1992,when we introduced our first line,Skechers USA Sport Utility Footwear,we have expanded our product offering andgrown our sales while substantially increasing the breadth and penetration of our account and customer base.Our mens,womens andchildrens product lines benefit f

83、rom the Skechers reputation for style,quality,comfort,and innovation all at a reasonable price.OurPerformance lines benefit from our marketing,product development,technology,wins on the course or track,and feedback from athletesand wear testers.SKECHERS LINESWe offer a wide array of Skechers-branded

84、 footwear lines,many of which have collections that have developed into well-knownnames.Most of these collections are marketed and packaged with unique shoe boxes,hangtags and in-store support.From fashion styles to lifestyle product and performance shoes for sport enthusiasts,our offering is enhanc

85、ed with the Companyssignature comfort innovationsincluding its Skechers Arch Fit Technology,Skechers Max Cushioning Technology,SkechersAir-Cooled Memory Foam,Skechers Relaxed Fit Technology,Skechers Stretch Fit Technology,Skechers Hands Free Slip-insTechnology,Skechers Hyper Burst Technology,and Mas

86、sage Fit Technology.Lifestyle Brands.Our lifestyle offering includes categories such as Skechers USA,Skechers Sport,Skechers Active,ModernComfort,Skechers Street,Foamies,Mark Nason,the charity-minded BOBS from Skechers collection,and the recycled materials lineOur Planet Matters,among others.Types o

87、f footwear sold under this division include casual,casual athletic,sport athletic,trail,sandals,boots,and fashion,and also include the well-known Skechers Uno,Skechers Arch Fit,and new in 2022,Skechers Hands Free Slip-ins.Innovation is also important within our lifestyle offering and select styles i

88、nclude patented designs including podiatrist-certifiedarch support and outsoles for enhanced traction,stability and durability.WithinourlifestylecollectionsarecollaborationswithknownbrandsandpropertiesincludingstreetartistslikeJamesGoldcrownand well-known animated characters like tokidoki.3Performan

89、ce Brands.Skechers Performance encompasses several technical footwear lines,each designed for specific activitiesto maximize performance and promote comfort.The Skechers Performance division designs footwear to utilize the latest advancementsin materials and innovative design,including lightweight U

90、ltra GO and Hyper Burst midsole compounds for comfort and responsivefeedback.Skechers Performance includes the lines Skechers GOrun,Skechers GOwalk,Skechers GOtrain,Skechers GOtrail,andSkechers GO Golf as well as Skechers Viper Court for pickleball.Skechers Kids.Skechers Kids is comprised of a wide

91、range of sneakers,casuals,boots,and sandals for boys and girls of all ages pairing the latest trends with innovative comfort technology.The Skechers Kids offering includes its namesake collection,S-Lights,Skech-Air,Foamies,Twinkle Toes,Skechers Stretch Fit,and Skechers Street.Skechers Work.Skechers

92、Work offers a complete line of mens and womens slip-resistant and safety-toe casuals,boots,hikersand athletic shoes for professionals who use protective footwear in their work environments.Skechers Work styles include Skecherscomfort technologies along with safety and durability features such as ste

93、el,composite and lightweight safety toes;high-abrasion soles;puncture resistance;waterproofing and electrostatic-dissipative technology.Skechers Apparel.Skechers designs andmarketsa collectionof lifestyleapparelfor men,women andkids.Thecollection featuresSkechers characteristics that consumers aroun

94、d the world have come to expect from the brand.The activewear garments are designedto directly coordinate with the brands footwear products.The Skechers apparel collection is sold at Skechers retail stores,on ourwebsites and through wholesale customers.PRODUCT DESIGN AND DEVELOPMENTOur principal goa

95、l in product design is to develop innovative,comfortable,stylish,quality footwear at a reasonable price for theentire family.Our performance products are for professional and recreational athletes who want a technical shoe that performs underthe demands of competition.Our occupational footwear is de

96、signed to meet the specifications and demands of the service,medical andconstruction industries while also meeting testing specifications in the markets where the product is sold.We believe that our products success is related to our ability to recognize trends in the footwear markets and to design

97、productsthat anticipate and accommodate consumers ever-evolving preferences.Lifestyle trend information is compiled and analyzed by ourdesigners in various ways,including reviewing and analyzing pop culture,clothing,and trend-setting media;consulting with ourcustomers for information on current reta

98、il selling trends;participating in major footwear trade shows to stay abreast of popular brands,fashions and styles;and subscribing to various fashion and color information services.In addition,a key component of our designphilosophy is to continually reinterpret and improve our most successful styl

99、es.SOURCINGFactories.Our products are produced by independent contract manufacturers located primarily in Asia.We do not own or operateany manufacturing facilities.We believe that the use of independent manufacturers substantially increases our production flexibility andcapacity,while reducing capit

100、al expenditures and avoiding the costs of managing a large production work force.When possible,we seek to use manufacturers that have previously produced our footwear,which we believe enhances continuityand quality while controlling production costs.To help avoid disruption of our product supply due

101、 to political instability,civil unrest,economic instability,changes in government policies or regulations,natural and manmade disasters,and other risks,we source productfrom multiple facilities across multiple countries.We believe that the existing production capacity at our third-party manufacturer

102、sfacilities is sufficient to handle expected volume in the foreseeable future.Production Oversight.To safeguard product quality and consistency,we oversee the key aspects of production from initialprototype manufacture,through initial production runs,to final manufacture.Monitoring of all production

103、 is performed in the U.S.byour in-house production department and in Asia by staff working from our offices in China and Vietnam.We believe that our Asiapresence allows us to negotiate supplier and manufacturer arrangements more effectively,decrease product turnaround time,and ensuretimely delivery

104、of finished footwear.In addition,we require our manufacturers to operate in a manner consistent with the SkechersSupplier Code of Conduct posted on our corporate website.We partner with factories that ensure humane conditions for their employeesand we engage in routine auditing and monitoring proced

105、ures to ensure that those who contribute to our product are treated with civilityand respect.Quality Control.We believe quality control is an important and effective means of maintaining the quality and reputation of ourproducts and brand.Our quality control program is designed to ensure finished go

106、ods meet our established design specifications and allgoods bearing our trademarks meet our standards for quality.Our quality control personnel located in China and Vietnam perform anarray of inspection procedures at various stages of the production process,including examination and testing of proto

107、types of key rawmaterialspriortomanufacture,samplesandmaterialsatvariousstagesofproductionandfinalproductspriortoshipment.Ouremployeesare on-site at each of our major manufacturers to oversee production.For some of our lower volume manufacturers,our staff is on-siteduring significant production runs

108、,or we perform unannounced visits to their manufacturing sites to further monitor compliance withour manufacturing specifications.4Sustainability.We believe sustainability is an important responsibility in managing our business.In 2021,we introduced OurPlanet Matters,a collection for men,women and k

109、ids that utilizes recycled materials.We partnered with a global conservationorganization to help fund its organizations global efforts which align with our interests and commitment to reduce tree harvesting andemissions through packaging.We worked to make our packaging more sustainable for the more-

110、than-225 million units of Skechers that consumers purchasedin 2022.Since 2016,we have reduced our products packaging plastics by 99%down to less than 1%;all of which is recyclable.Manyfacilities can now recycle 93%of Skechers-branded shoeboxes,and all of our foot forms and tissue paper packaging are

111、 recyclable andprinted with soy-or water-based ink.Further,99%of our shoeboxes meet the FSC standard for responsible resources,and wecontinually look for new ways to improve with green materials,regular assessments,and assurance that our items are FSC-certified,recycled or ethically harvested.Our sh

112、ipping methods reflect our green-minded approach to sustainability:master cartons are printedwith soy-or-water-based ink and are 100%recyclable,and at the distribution centers managing more than 90%of our business,ouroutbound shipping cartons are composed of 96%-100%recycled materials and are 100%re

113、cyclable.Many of our facilities are designed and operated with sustainability in mind,including one of Americas largest LEED Goldcertified facilities at our North America distribution center in Southern California.Our expanding corporate offices in Los Angeles,California are being designed and devel

114、oped to qualify for LEED Gold certification.Our European Distribution Center in Liege,Belgium,has both a BREEAM Very Good rating and a Lean and Green certification.ADVERTISING AND MARKETINGWith a marketing philosophy of“Unseen,Untold,Unsold,”we take a targeted and 360-degree approach to marketing to

115、 drivetraffic,build brand recognition and properly position our diverse lines within the marketplace.Senior management is directly involvedin shaping our image and the conception,development and implementation of our advertising and marketing activities.Our marketingstrategy has an omni-channel appr

116、oach,and we utilize print,outdoor,television,radio,and digital,along with public relations,influencers and social media,promotions,and in-store events.In addition,we utilize celebrity and athlete endorsers in some of ouradvertisements.PRODUCT DISTRIBUTIONWe have two reportable segments:Wholesale and

117、 Direct-to-Consumer.The Companys collections are available in approximately180 countries and territories through department and specialty stores,and direct to consumers through digital stores and approximately4,540 Company-and third-party-owned physical retail stores.The Company manages its internat

118、ional business through a network ofwholly-owned subsidiaries,joint venture partners,and distributors.Our subsidiaries and joint ventures merchandise,market and distribute Skechers product to generate sales in their countries,andwe consolidate their results in our financial statements.Our joint ventu

119、re interests include China,Malaysia and Singapore(50%),Thailand and Israel(51%),Mexico(60%),and South Korea(65%).Where we do not sell directly through our international subsidiariesand joint ventures,our footwear is distributed through a network of distributors and licensees who sell our products to

120、 department,athletic and specialty stores.Wholesale.Our Wholesale segment primarily comprises sales to a vast network of partners.These include:department stores,family shoe stores,specialty running and sporting goods retailers,and big box club stores;franchisee and licensee third-party storeoperato

121、rs representing approximately 3,100 Skechers branded stores worldwide;dedicated e-commerce retailers;and internationaldistributors.Direct-to-Consumer.Our Direct-to-Consumer segment primarily comprises sales by Skechers directly to consumers through acombination of channels.These include approximatel

122、y 1,450 company-owned retail stores in formats consisting of concept,factoryoutlet and big box;digital commerce sites and mobile applications;and hosted direct-to-consumer sales through marketplaces in selectinternational marketsWe pursue our direct-to-consumer strategy through our integrated retail

123、 formats,which enable us to promote the full Skechersproduct offering in an attractive environment that appeals to a broad group of consumers.E-commerce Our company-owned e-commerce business enables consumers to shop,browse,find store locations,sociallyinteract,post reviews,and immerse themselves in

124、 our brands.Additionally,the e-commerce business provides an efficientand effective retail distribution channel,which continues to improve our customer service and brand experience.Concept Stores Our concept stores are located at high street locations,major tourist areas or in key shopping malls inm

125、etropolitan cities.Our concept stores serve as a showcase for a wide range of our product offering.Retail locations aregenerally chosen to generate maximum marketing value for the Skechers brand name through signage,store frontpresentation and interior design.These stores also serve as product testi

126、ng venues.Factory Outlet Stores Our factory outlet stores are generally located in manufacturers direct outlet centers in the U.S.and in select international markets.Our factory outlet stores provide opportunities for us to sell discontinued and excessmerchandise.5BigBoxStoresOurfree-standingandatta

127、chedbigboxstores,whichareprimarilylocatedthroughouttheU.S.andCanada,enable us to liquidate excess merchandise,discontinued lines and odd-size inventory.Store count,openings and closings for our domestic,international and third-party stores are as follows:Number of locationsDecember 31 2021OpenedClos

128、ed(1)December 31,2022Domestic stores.51543(19)539International stores.845172(112)905Distributor,licensee and franchise stores.2,946529(382)3,093Total Skechers stores.4,306744(513)4,537(1)Does not reflect temporary closures due to the COVID-19 pandemic.LICENSINGWe believe that selective licensing of

129、the Skechers brand name and our product line names to manufacturers broadens andenhances the individual brands without requiring significant capital investments or additional incremental operating expenses.Ourmultiple product lines plus additional subcategories present many potential licensing oppor

130、tunities on terms that we believe will providemore effective manufacturing,distribution or marketing of non-footwear products.As of December 31,2022,we had 27 active licensing agreements in which we are the licensor.We license a variety of Skechers-branded products including apparel,accessories,sock

131、s and eyewear;medical scrubs;fitness and yoga accessories,and cold weatherproducts.Additional category-specific collections include Skechers Sport apparel,bags,backpacks and headwear;Twinkle Toesbackpacks and lunchboxes;BOBS from Skechers socks and backpacks;and Skechers Work socks.We also have BOBS

132、 from Skecherspet accessories in Petco.DISTRIBUTION FACILITIES AND OPERATIONSWe believe that strong distribution support is a critical factor in our operations.Our distribution network includes(i)anapproximately2.6 millionsquare-footNorthAmericandistributioncenterlocatedinCalifornia,(ii)anapproximat

133、ely2.2 millionsquare-foot European distribution center located in Belgium,(iii)an approximately 1.6 million square foot China distribution center,(iv)anapproximately 0.3 million square foot United Kingdom distribution center,(v)company-operated distribution centers or third-partydistribution centers

134、 in Central America,South America and Asia,and(vi)third-party manufacturers and other international third-partydistribution centers.INTELLECTUAL PROPERTY RIGHTSWe own and utilize a variety of trademarks,including the Skechers trademark.We have a significant number of both registrationsand pending ap

135、plications for our U.S.trademarks.In addition,we have trademark registrations and trademark applications in 162 foreigncountries.We have design patents and pending design and utility patent applications in both the U.S.and 39 foreign countries.Wecontinuouslylooktoincreasethenumberofourpatentsandtrad

136、emarksbothdomesticallyandinternationally,wherenecessarytoprotectour intellectual property.We regard our trademarks and other intellectual property as valuable assets and believe that they havesignificant value in marketing our products.We vigorously protect our trademarks against infringement,includ

137、ing through the use ofcease and desist letters,administrative proceedings and lawsuits.COMPETITIONThe global footwear industry is a competitive business.Although we believe that we do not compete directly with any singlecompany with respect to its entire range of products,our products compete with o

138、ther branded products within their product categoryas well as with private label products sold by retailers,including some of our customers.We also compete with numerous manufacturers,importers and distributors of footwear for the limited shelf space available for displaying such products to the con

139、sumer.Moreover,thegeneralavailability of contractmanufacturing capacity allows ease of access by new market entrants.Some ofour competitorsare larger,have been in existence for a longer period of time,have strong brand recognition,have captured greater market share and/or havesubstantially greater f

140、inancial,distribution,marketing and other resources than we do.HUMAN CAPITALAs of December 31,2022,we employed approximately 15,100 persons,of whom approximately 7,800 were employed on a full-time basis and approximately 7,300 were employed on a part-time basis,primarily in our retail stores.Social

141、Responsibility.As a family-focused brand,Skechers was founded on inclusivity,diversity,respect and entrepreneurialspirit with the philosophy of putting people first offering comfort and care to our employees and customers.In conjunction with ourpolicy against discrimination,Skechers emphasizes that

142、every employee,applicant,contractor and customer is entitled to be treated withdignity and respect.Human rights is a core value at the heart of how we conduct our business,at every level of the Company includingour factories and suppliers.All full-time and part-time corporate employees in the U.S.un

143、dergo harassment and diversity training,and6employees of our wholly-owned operations in other countries comply with their local laws regarding human rights,harassment anddiversity training in the workplace.As it relates to our factories and suppliers specifically,we provide employee and managementtr

144、aining to ensure that employees and companies who oversee our production and manufacturer auditing know the most current issuesregarding human rights.Our Code of Ethics,Corporate Code of Conduct and Supplier Code of Conduct codify these values and ourcommitment to diversity,equity and inclusion.Thes

145、e codes are in the Corporate Governance section of the Investor Relations page ofour corporate information website located at https:/ intend topost any amendment to,or waivers of,these codes on our website.The information found on,or otherwise accessible through ourwebsite,is not incorporated into,a

146、nd does not form a part of this annual report.Skechers is focused on reducing its carbon footprint.We have made environmental advancements a top priority at our corporatefacilities.Now under construction,our expanding corporate offices remain future-focused as we incorporate our earth-friendlyphilos

147、ophy into our growing footprint.All four corporate buildings are being designed to receive LEED Gold certification uponcompletion,and include solar panels.Community.Skechers encourages active participation in the greater community,with annual charity walks for children in the U.S.and around the worl

148、d.We promote charitable giving and volunteering by sponsoring community service days along with blood drives,food drives,and shoe drives.Additionally,we regularly donate product to not-for-profit organizations.In 2022,the Company donatedover 105,000 pairs of new shoes to those in need,more than$1.5

149、million to Petco Love Foundation to help save the lives of animals inneed in the U.S.and Canada.Health and Safety.Skechers lifestyle and performance product offering has shaped our culture with a focus on wellness,and acommitment to providing a safe and healthful work environment for all employees.T

150、he Company offers healthy lunch options,an in-house fitness consultant and corporate exercise programs.We offer paid time off to get the COVID-19 vaccine and provided on-sitevaccination clinics for our corporate employees and our domestic distribution center employees.We made changes to our corporat

151、efacilities,increasing cleaning protocols and distributing personal protective equipment and cleaning supplies to employees;installingtouchless doors and faucets in common areas.Talent.We offer competitive benefits in a casual,creative atmosphere and a fun,fast-paced environment where employees cana

152、lways learn and grow.Employee benefits are designed to help employees and their families stay healthy,meet their financial goals,andhelpthembalancetheirworkandpersonallives.Benefitsincludehealthandwellnessprograms,traininganddevelopmentprograms,an employee stock purchase program,a childcare incentiv

153、e program,on-site electric vehicle charging stations,and product discounts.Item 1A.Risk FactorsIn addition to the other information in this annual report,the following factors should be considered in evaluating us and ourbusiness.RISKS RELATED TO OUR BUSINESS AND INDUSTRYOur Future Success Depends O

154、n Our Ability To Maintain Our Brand Name And Image With Consumers.Our success to date has largely been due to the strength of the Skechers brand.Maintaining,promoting,and growing our branddepends on our ability to develop high-quality,innovative,and fashion forward products,as well as our ability to

155、 create fresh andrelevant marketing and advertising campaigns.The inability to execute or adverse developments in these areas could negatively impactour brand.Our brand could also be negatively impacted if we or any of our products were to receive negative publicity of any kind.Ifwe are unable to ma

156、intain,promote and grow our brand,then our business,financial condition,results of operations,and cash flowscould be materially and adversely affected.Our Future Success Also Depends On Our Ability To Respond To Changing Consumer Preferences,Identify And InterpretConsumer Trends,And Successfully Mar

157、ket New Products.The footwear industry is subject to rapidly changing consumer preferences.The continued popularity of our footwear requires usto accurately identify changing consumer preferences and effectively respond in a timely manner.Demand for and market acceptanceof existing and new products

158、are uncertain and depend on the following factors:substantial investment in product innovation,design and development;commitment to product quality;andsignificant and sustained marketing efforts and expenditures,including with respect to the monitoring of consumer trends.We are often required to mak

159、e decisions about product designs and marketing expenditures several months in advance of whenconsumer acceptance can be determined.As a result,we may not be successful in responding to shifting consumer preferences with newproducts that achieve market acceptance.If we fail to identify and effective

160、ly respond to changing consumer preferences,we couldexperience excess inventories,higher than normal markdowns,returns,order cancellations or an inability to profitably sell our products,and our business,financial condition,results of operations,and cash flows could be materially and adversely affec

161、ted.7We Face Intense Competition,Including Competition From Companies In The Performance Footwear Market and WithSignificantly Greater Resources Than Ours,And If We Are Unable To Compete Effectively,Our Market Share May DeclineAnd Our Business Could Be Harmed.We face intense competition from other e

162、stablished companies in the footwear industry in the areas of product offerings,pricing,costs of production,and advertising and marketing expenditures.Consumer demand for our products may decline significantly if we donot adequately and timely anticipate and respond to our competitors.Some of our co

163、mpetitors have significantly greater financial,technological,engineering,manufacturing,marketing and distribution resources than we do.Their greater capabilities in these areasmay enable them to better withstand periodic downturns in the footwear industry,compete more effectively on price and produc

164、tion,more effectively keep up with rapid changes in footwear technology,and more quickly develop new products.New companies may alsoenter the markets in which we compete,further increasing competition.In addition,negative consumer perceptions of our performancefeatures due to our historical reputati

165、on as a fashion and lifestyle footwear company may place us at a competitive disadvantage in theperformance footwear market.We may not be able to compete successfully in the future,and increased competition may result in pricereductions,cost increases,reduced profit margins,loss of market share and

166、an inability to generate cash flows that are sufficient tomaintain or expand our development and marketing of new products,which would materially adversely impact our business,results ofoperations and financial condition.Our Strategies Involve A Number Of Risks That Could Prevent Or Delay The Succes

167、sful Opening Of New Stores As Well AsNegatively Impact The Performance Of Our Existing Stores.Our ability to successfully open and operate new stores depends on many factors,including our ability to identify suitable storelocations,the availability of which is outside of our control;negotiate accept

168、able lease terms,including desired tenant improvementallowances;source sufficient levels of inventory to meet the needs of new stores;hire,train and retain store personnel;successfullyintegrate new stores into our existing operations;and satisfy the fashion preferences in new geographic areas.In add

169、ition,new stores could be opened in regions in which we currently have few or no stores.Any expansion into new marketsmay present competitive,merchandising and distribution challenges that are different from those we encounter in our existing markets.Any of these challenges could adversely affect ou

170、r business and results of operations.In addition,any new store openings in existingmarkets could result in reduced sales in existing stores in those markets.We may decide to close stores that experience sales declines,which could result in additional costs,expenses,asset impairments or asset write-d

171、owns.Our Global Retail Business Has Required,And Will Continue To Require,A Substantial Investment And Commitment OfResources And Is Subject To Numerous Risks And Uncertainties.Our global retail business has required substantial investments in leasehold improvements,inventory,and personnel.We haveal

172、so made significant operating lease commitments for retail space worldwide.Due to the high fixed-cost structure associated with ourglobal retail business,the poor performance or closure of stores could result in significant lease termination costs,write-offs orimpairments of leasehold improvements,a

173、nd employee-related termination costs.The success of our global retail operations alsodepends on our ability to identify and adapt to changes in consumer spending patterns and retail shopping preferences globally,includingthe shift from brick and mortar to digital and mobile channels.Our failure to

174、successfully respond to these factors could adversely affectour retail business,as well as damage our brand and reputation,and could materially affect our results of operations,financial position,and cash flows.Many Of Our Retail Stores Depend Heavily On The Customer Traffic Generated By Shopping An

175、d Factory Outlet Malls OrBy Tourism.Many of our concept stores are in shopping malls and some of our factory outlet stores are in manufacturers outlet malls.Wedepend on obtaining prominent locations and the overall success of the malls to generate customer traffic.The overall success of themalls can

176、 be negatively impacted by factors outside of our control,such as store closures by other retailers.Some of our concept storesoccupy street locations that are heavily dependent on customer traffic generated by tourism.Tourism can be adversely affected byexternal factors such as an economic slowdown

177、or social or political events.Any substantial decrease in customer traffic generated bymalls or tourism has,and may continue to have,an adverse effect on sales in our existing stores or hinder our ability to open retail storesin new markets,which could negatively affect our operating results.We Depe

178、nd On Key Personnel To Manage Our Business Effectively In A Rapidly Changing Market,And If We Are Unable ToRetain Existing Personnel,Our Business Could Be Harmed.Our future success depends upon the continued services of Robert Greenberg,Chairman of the Board and Chief Executive Officer;Michael Green

179、berg,President and a member of our Board of Directors;and David Weinberg,Executive Vice President,Chief OperatingOfficer and a member of our Board of Directors.The loss of the services of any of these individuals or any other key employee couldharm us.Our future success also depends on our ability t

180、o identify,attract and retain additional qualified personnel.Competition foremployees in our industry is intense,and we may not be successful in attracting and retaining such personnel.8We Have A Significant Work Force And Are Subject To Risks Related To Human Capital Management.We employ approximat

181、ely 15,100 employees worldwide and a significant portion of our operating expenses relate tocompensation and benefits.Although we spend a significant amount of time and expense on human capital management,we cannotensure that we will be able to maintain a happy and productive workforce.If we are una

182、ble to offer competitive compensation andbenefits,appropriate training and development,and a compelling work environment or sustain employee satisfaction,our culture maybe adversely affected,our reputation may be damaged,and we may incur costs related to turnover.RISKS RELATED TO SUPPLY CHAINOur Bus

183、iness Could Be Harmed If We Fail To Maintain Proper Inventory Levels.We place orders with our manufacturers for some of our products prior to the time we receive all our customers orders.We dothis to minimize purchasing costs,the time necessary to fill customer orders,and the risk of non-delivery.We

184、 also maintain an inventoryof certain products that we anticipate will be in greater demand.Any unanticipated decline in the popularity of Skechers footwear orother unforeseen circumstances may make it difficult for us and our customers to accurately forecast demand,and we may be unable tosell the p

185、roducts we have ordered in advance from manufacturers or that we have in our inventory.Inventory levels exceeding customerdemand may result in inventory write-downs and the sale of excess inventory at discounted prices,which could significantly impair ourbrand image and have a material adverse effec

186、t on our operating results,financial condition and cash flows.Conversely,if weunderestimateconsumer demand forour productsor ifour manufacturers failtosupply productswhen we need them,we may experienceinventory shortages.Inventory shortages might delay shipments to customers,negatively impact retail

187、er and distributor relationships,and diminish brand loyalty.Our International Sales And Manufacturing Operations Are Subject To The Risks Of Doing Business Abroad,Particularly InChina and Vietnam,Which Could Affect Our Ability To Manufacture Or Sell Our Products,Obtain Products From ForeignSuppliers

188、 Or Control The Costs Of Our Products.Substantially all our sales during the year ended December 31,2022 were derived from sales of footwear manufactured in foreigncountries,with most manufactured in China and Vietnam.We also sell our footwear in several foreign countries and plan to increaseour int

189、ernational sales efforts as part of our growth strategy.Foreign manufacturing and sales are subject to a number of risks,includingthe following:political and social unrest,including terrorism;changing economic conditions,including higher labor costs;increasedcosts of raw materials;currency exchange

190、rate fluctuations;labor shortages and work stoppages,including those due to the outbreak ofa disease leading to an epidemic or pandemic spread;electrical shortages;transportation delays;loss or damage to products in transit;expropriation;nationalization;the adjustment,elimination or imposition of do

191、mestic and international duties,tariffs,quotas,import andexport controls and other non-tariff barriers;exposure to different legal standards(particularly with respect to intellectual property);compliance with foreign laws;changes in domestic and foreign governmental policies;and the potential for ci

192、rcumstances where wemay have to incur premium freight charges to expedite the delivery of product to our customers.If we incur a significant amount ofpremium charges to airfreight product for our customers and we are not able to collect those charges,our gross profit will be negativelyaffected.Apart

193、 from the impacts of the COVID-19 pandemic,including supply chain constraints,we have not,to date,been materiallyaffected by any such risks,but we cannot predict the likelihood of such developments occurring or the resulting long-term adverseimpact on our business,results of operations,financial con

194、dition and cash flows.In particular,because most of our products are manufactured in China and Vietnam,the possibility of adverse changes in tradeor political relations with China or Vietnam,political instability in China or Vietnam,increases in labor costs,the occurrence ofprolonged adverse weather

195、 conditions or a natural disaster such as an earthquake or typhoon in China or Vietnam,or the outbreak of apandemic disease in China or Vietnam could severely interfere with the manufacturing and/or shipment of our products and would havea material adverse effect on our operations.Our business opera

196、tions may be adversely affected by the current and future politicalenvironment in the Peoples Republic of China(“PRC”).The government of the PRC has exercised and continues to exercise substantialcontrol over virtually every sector of the Chinese economy through regulation and state ownership.Our ab

197、ility to operate under the PRCmay be adversely affected by changes in Chinese laws and regulations,including those relating to taxation,import and export tariffs,raw materials,environmental regulations,land use rights,property and other matters.Under its current leadership,the government ofthe PRC h

198、as been pursuing economic reform policies that encourage private economic activity and greater economic decentralization.There is no assurance,however,that the government of the PRC will continue to pursue these policies,or that it will not significantlyalter these policies from time to time without

199、 notice.A change in policies by the PRC government could adversely affect our interestsby,among other factors:changes in laws,regulations or the interpretation thereof,confiscatory taxation,restrictions on currencyconversion,imports or sources of supplies,or the expropriation or nationalization of p

200、rivate enterprises.We Rely On Independent Contract Manufacturers And,As A Result,Are Exposed To Disruptions In Product Supply.Our footwear products are currently manufactured by independent contract manufacturers.During the year ended December 31,2022,the top five manufacturers of our products produ

201、ced approximately 39.0%of our total purchases.One manufacturer accountedfor 16.5%of total purchases for the year ended December 31,2022.9We compete with other footwear companies for production facilities,and we do not have long-term contracts with any of ourcontract manufacturers.Under our current a

202、rrangements with them,these manufacturers generally may unilaterally terminate theirrelationship with us at any time.If our current manufacturers cease doing business with us,we could experience an interruption in themanufacture of our products.Although we believe that we could find alternative manu

203、facturers,we may be unable to establishrelationships with alternative manufacturers that will be as favorable as the relationships we have now.For example,new manufacturersmay have higher prices,less favorable payment terms,lower manufacturing capacity,lower quality standards or higher lead times fo

204、rdelivery.If we are unable to provide products consistent with our standards or the manufacture of our footwear is delayed or becomesmore expensive,our business and financial condition would be harmed.While not a material issue as of the filing date of this report,the COVID-19 pandemic previously le

205、d to the Chinese andVietnamese governments imposing temporary closures of some of our factories in China and restrictions on others in Vietnam thatcaused delays in shipment of our products.We may encounter similar challenges yet again with these manufacturers,or new difficultiescould arise with our

206、manufacturers or any raw material suppliers on which our manufacturers rely,including prolonged manufacturingor transportation disruptions due to public health conditions,such as the recent COVID-19 pandemic,reductions in the availability ofproduction capacity due to government imposed restrictions,

207、failure to meet our quality control standards,failure to meet productiondeadlines or increased manufacturing costs.This could result in our customers canceling orders,refusing to accept deliveries ordemanding reductions in purchase prices,any of which could have a negative impact on our cash flows a

208、nd harm our business andresults of operations.Our Ability To Deliver Our Products To The Market Could Be Disrupted If We Encounter Problems Affecting Our LogisticsAnd Distribution Systems.We rely on owned or independently operated distribution facilities to transport,warehouse and ship products to o

209、ur customers.Our logistics and distribution systems include computer-controlled and automated equipment,which may be subject to risks related tosecurity or computer viruses,the proper operation of software and hardware,power interruptions or other system failures.Substantiallyall our products are di

210、stributed from a few locations.Therefore,our operations could be interrupted by travel restrictions,earthquakes,floods,fires or other natural disasters near our distribution centers.Our business interruption insurance may not adequately protect usfrom the potential adverse effects of significant dis

211、ruptions to our distribution system,such as the long-term loss of customers or anerosion of brand image.In addition,our distribution capacity is dependent on the timely performance of services by third parties,including the transportation of product to and from our distribution facilities.If we enco

212、unter problems affecting our distribution system,our ability to meet customer expectations,manage inventory,complete sales,and achieve operating efficiencies could be materiallyadversely affected.RISKS RELATED TO ECONOMIC AND POLITICAL CONDITIONS,PANDEMICS AND OTHER EXTERNAL FACTORSThe Uncertainty O

213、f Global Market Conditions May Continue To Have A Negative Impact On Our Business,Results OfOperations Or Financial Condition.The uncertain state of global economic and political conditions,including the impact of inflation and challenging consumer retailmarket,may negatively impact our business,whi

214、ch depends on the general economic environment and levels of consumersdiscretionary spending.If the current economic situation does not improve or if it weakens,we may not be able to maintain or increaseour sales to existing customers,make sales to new customers,open and operate new retail stores,ma

215、intain sales levels at our existingstores,maintain or increase our international operations on a profitable basis,or maintain or improve our earnings from operations as apercentage of sales.Additionally,if there is an unexpected decline in sales,our results of operations will depend on our ability t

216、oimplement a corresponding and timely reduction in our costs and manage other aspects of our operations.These challenges include(i)managing our infrastructure,(ii)hiring and maintaining,as required,the appropriate number of qualified employees,(iii)managinginventory levels and(iv)controlling other e

217、xpenses.Russias ongoing war with Ukraine and the subsequent economic sanctions imposed by the U.S.,NATO and other countries mayimpact global economic conditions or our ability to sell products to customers in the affected regions.The conflict could also havebroader implications on economics outside

218、the region,such as the global inflationary impact of a potential boycott of Russian oil andgas by other countries.Furthermore,any unfavorable developments in global political,social and regulatory conditions,includinggeopolitical conflicts,political unrest,civil strife,terrorist activity,acts of war

219、,public corruption,expropriation,nationalism and othereconomic or political uncertainties in the U.S.or internationally,could also impact our business.Any negative sentiment toward theU.S.as a result of any such developments could also adversely affect our business and reputation.If the uncertain gl

220、obal marketconditions continue for a significant period or worsen,our results of operations,financial condition,and cash flows could be materiallyadversely affected.10Our Business Could Be Adversely Affected By Changes In The Business Or Financial Condition Of Our Customers Due ToGlobal Economic Con

221、ditions.A global financial crisis could affect the banking system and financial markets and result in a tightening in the credit markets,more stringent lending standards and terms,higher inflation,and higher volatility in fixed income,credit,currency and equity markets.In addition,our business could

222、 be adversely affected by other economic conditions,such as the insolvency of certain of our keydistributors,which could impair our distribution channels,or the diminished liquidity or an inability to obtain credit to finance purchasesof our product by our significant customers.Our customers may als

223、o experience weak demand for our products or other difficulties intheir businesses.If economic,financial or political conditions in global markets deteriorate in the future,demand may be lower thanforecasted and insufficient to achieve our anticipated financial results.Any of these events would like

224、ly harm our business,results ofoperations,financial condition and cash flows.Natural Disasters,The Effects Of Climate Change,Pandemics,Including the COVID-19 Pandemic,And Other Events BeyondOur Control Could Have A Material Adverse Effect On Our Business And Results Of Operations.Natural disasters o

225、r other catastrophic events may cause damage or disruption to our operations,international commerce,and theglobal economy,and thus could have a negative effect on us.Our business operations are subject to interruption from earthquakes,hurricanes,tornadoes,floods,fires,extreme weather events,power sh

226、ortages,pandemics such as COVID-19,terrorism,political unrest,telecommunications failure,vandalism,cyber-attacks,geopolitical instability,war,the effects of climate change,and other eventsbeyond our control.Although we maintain disaster recovery plans,such events could disrupt our operations or thos

227、e of our customersand suppliers,including through the inability of employees and contract professionals to work,destruction of facilities,loss of life,andadverse effects on supply chains,power,infrastructure and the integrity of information technology systems,all of which could materiallyincrease ou

228、r costs and expenses,delay or decrease revenue from our customers and disrupt our ability to maintain business continuity.We could incur significant costs to improve the climate-related resiliency of our infrastructure and otherwise prepare for,respond to,and mitigate the effects of climate changes.

229、Our insurance may not be sufficient or cover losses or additional expenses that we maysustain.A significant natural disaster or other event that disrupts our operations or those of our customers or suppliers could have amaterial adverse effect on our business,results of operations,financial conditio

230、n,and prospects.Our business relies heavily on the health and safety of our employees,contract professionals and customers.The impact of a healthcrisis such as the COVID-19 pandemic on our business,operations,and future financial performance could include,but is not limitedto,adverse impacts to our

231、operating income,operating margin,net income,earnings per share and operating cash flows,as expensesmay not decrease at the same rate as revenues decline.In addition,our quarterly and annual revenue growth rates and expenses as apercentageofourrevenuesmaydiffersignificantlyfromourhistoricalrates,and

232、ourfutureoperatingresultsmayfallbelowexpectations.Our Sales Are Influenced By Economic Conditions And Uncertainty That Impact Consumer Spending And ConsumerConfidence.Consumer confidence and spending on discretionary items generally declines during periods of economic uncertainty or recession.Our wh

233、olesale customers anticipate and respond to adverse changes in economic conditions and uncertainty by reducing inventoriesand/or increasing promotional activity.Our retail stores are also affected by these conditions and may experience declines in consumertraffic and spending.As a result,factors tha

234、t diminish consumer confidence and spending,particularly deterioration in general economicconditions,consumer credit availability,consumer debt levels,inflation,the impact of foreign exchange fluctuations on tourism andtourist spending,volatility in investment returns,fear of unemployment,increases

235、in energy costs or taxes or interest rates,housingmarket downturns,fear about and impact of pandemic illness(such as the impact of the COVID-19 pandemic),and other factors suchas acts of war,natural disasters or terrorist or political events that impact consumer confidence,have had,and may continue

236、to have(with respect to the COVID-19 pandemic),a material adverse effect on our operations and financial condition through their negativeimpact on our wholesale customers as well as decreased spending in our retail stores and potentially via our e-commerce business.Natural Disasters Or A Decline In

237、Economic Conditions In California Could Increase Our Operating Expenses Or AdverselyAffect Our Sales Revenue.A substantial portion of our operations are in California,including 96 of our retail stores,our headquarters in Manhattan Beach,and our North America distribution center in Rancho Belago.A de

238、cline in the economic conditions in California could have a materialadverse impact on our business.Furthermore,a natural disaster or other catastrophic event in California,such as an earthquake orwildfire,could significantly disrupt our business including the operation of our only domestic distribut

239、ion center.We may be moresusceptible to these issues than our competitors whose operations are not as concentrated in California.11Our Environmental,Social And Governance(“ESG”)Commitments and Disclosures May Expose Us To Reputational RisksAnd Legal Liability.Our brand and reputation are associated

240、with our public commitments to various corporate ESG initiatives,including our goalsrelating to sustainability and diversity and inclusion.Our disclosures on these matters and any failure or perceived failure to achieve oraccurately report on our commitments,could harm our reputation and adversely a

241、ffect our client relationships or our recruitment andretention efforts,as well as expose us to potential legal liability.Increasing focus on ESG matters has resulted in,and is expected tocontinue to result in,the adoption of legal and regulatory requirements designed to mitigate the effects of clima

242、te change on theenvironmental,as well as legal and regulatory requirements requiring climate-related disclosures.If new laws or regulations are morestringent than current legal or regulatory requirements,we may experience increased compliance burdens and costs to meet suchobligations.Our selection o

243、f voluntary disclosure frameworks and standards,and the interpretation or application of those frameworksand standards,may change from time to time or may not meet the expectations of investors or other stakeholders.Our processes andcontrols for reporting ESG matters across our operations and supply

244、 chain are evolving along with multiple disparate standards foridentifying,measuring,and reporting ESG metrics,including ESG-related disclosures that may be required by the SEC,European andother regulators,and such standards may change over time,which could result in significant revisions to our cur

245、rent goals,reportedprogress in achieving such goals,or ability to achieve such goals in the future.RISKS RELATED TO CURRENCY EXCHANGE RATESForeign Currency Exchange Rate Fluctuations Could Have A Material Adverse Effect On Our Business And Results OfOperations.Foreign currency fluctuations affect ou

246、r revenue and profitability.Changes in currency exchange rates may impact our financialresults positively or negatively in one period and not another,which may make it difficult to compare our operating results from differentperiods.Currency exchange rate fluctuations may also adversely impact third

247、 parties that manufacture our products by making theircosts of raw materials or other production costs more expensive and more difficult to finance,thereby raising prices for us,ourdistributors and/or our licensees.We do not currently engage in hedging activities with respect to these currency excha

248、nge rate risks.Foramoredetaileddiscussionoftherisksrelatedtoforeigncurrencyfluctuation,seeItem 7A:“QuantitativeandQualitativeDisclosuresAbout Market Risk.”In addition,our foreign subsidiaries purchase products in U.S.dollars,which causes the cost of those products to vary dependingon the foreign cur

249、rency exchange rates and impacts the price charged to customers.Our foreign distributors also purchase products inU.S.dollars and sell in local currencies,which impacts the price to foreign consumers.As the U.S.dollar strengthens relative to foreigncurrencies,our revenues and profits are reduced whe

250、n translated into U.S.dollars and our margins may be negatively impacted by theincrease in product costs due to foreign currency exchange rates.Although we typically work to mitigate the impact of exchange ratefluctuations through price increases and further actions to reduce costs,we may not be abl

251、e to fully offset the impact,if at all.Oursuccess depends,in part,on our ability to manage or mitigate these foreign currency impacts,as changes in the value of the U.S.dollarrelative to other currencies could have a material adverse effect on our business,results of operations,financial position an

252、d cash flows.RISKS RELATED TO LEGAL AND REGULATORY MATTERSChanges In Tax Laws Or The Potential Imposition Of Additional Duties,Quotas,Tariffs And Other Trade Restrictions CouldHave An Adverse Impact On Our Sales And Profitability.All our products manufactured overseas and imported into the U.S.,the

253、European Union and other countries are subject to customsduties.We are unable to predict whether there may be unfavorable changes in tax laws in the U.S.or overseas,additional customs duties,quotas,tariffs,anti-dumping duties,safeguard measures,cargo restrictions to prevent terrorism or other trade

254、restrictions imposed onthe importation of our products in the future.Such actions could adversely affect our ability to produce and market footwear atcompetitive prices and might have an adverse impact on our sales and results of operations.Changes To U.S.Or Other Countries Trade Policies And Import

255、/Export Regulations Or Our Failure To Comply With SuchRegulations May Have A Material Effect On Our Reputation,Business,Financial Condition And Results Of Operations.Changes in laws and policies governing foreign trade,manufacturing,development and investment in the territories or countrieswhere we

256、currently sell our products or conduct our business could adversely affect our business.U.S.presidential administrations haveinstituted or proposed changes in trade policies that include the negotiation or termination of trade agreements,the imposition of highertariffs on imports into the U.S.,econo

257、mic sanctions on individuals,corporations or countries,and other government regulations affectingtrade between the U.S.and other countries where we conduct our business.It may be time-consuming and expensive for us to alter ourbusiness operations in order to adapt to or comply with any such changes.

258、12In addition,changes or proposed changes in U.S.or other countries trade policies may result in restrictions and economicdisincentives on international trade.Tariffs and other changes in U.S.trade policy have in the past and could in the future triggerretaliatory actions by affected countries,and c

259、ertain foreign governments have instituted or are considering imposing retaliatorymeasures on certain U.S.goods.Further,any emerging protectionist or nationalist trends either in the U.S.or in other countries couldaffect the trade environment.The Company,similar to many other multinational corporati

260、ons,does a significant amount of businessthat would be impacted by changes to the trade policies of the U.S.and foreign countries(including governmental action related totariffs,international trade agreements,or economic sanctions).Such changes have the potential to adversely impact the U.S.economyo

261、r certain sectors thereof or the economy of another country in which we conduct operations,our industry and the global demand forour products,and as a result,could have a material adverse effect on our business,financial condition and results of operationsOur Business Could Be Harmed If Our Contract

262、 Manufacturers,Suppliers Or Licensees Violate Labor,Trade Or Other Laws.We require our independent contract manufacturers,suppliers and licensees to operate in compliance with applicable laws andregulations.Manufacturers are required to certify that neither convicted,forced or indentured labor(as de

263、fined under U.S.law)nor childlabor(as defined by law in the manufacturers country)is used in the production process,that compensation is paid in accordance withlocal law and that their factories are in compliance with local safety regulations.Although we promote ethical business practices andour sou

264、rcing personnel periodically visit and monitor the operations of our independent contract manufacturers,suppliers and licensees,we do not control them or their labor practices.If one of our independent contract manufacturers,suppliers or licensees violates laboror other laws or diverges from those l

265、abor practices generally accepted as ethical in the U.S.,it could result in adverse publicity for us,damage our reputation in the U.S.,or render our conduct of business in a particular foreign country undesirable or impractical,any ofwhich could harm our business.In addition,if we,or our foreign man

266、ufacturers,violate U.S.or foreign trade laws or regulations,we may be subject to extraduties,significant monetary penalties,the seizure and the forfeiture of the products we are attempting to import,or the loss of our importprivileges.Possible violations of U.S.or foreign laws or regulations could i

267、nclude inadequate record-keeping of our imported products,misstatements or errors as to the origin,quota category,classification,marketing or valuation of our imported products,fraudulent visas,or labor violations.The effects of these factors could render our conduct of business in a particular coun

268、try undesirable or impractical,and have a negative impact on our operating results.The Disruption,Expense And Potential Liability Associated With Existing And Unanticipated Future Litigation Against UsCould Have A Material Adverse Effect On Our Business,Results Of Operations,Financial Condition And

269、Cash Flows.Inadditiontothelegalmattersincludedinourreserveforlosscontingencies,weoccasionallybecomeinvolvedinlitigationarisingfrom the normal course of business,and we are unable to determine the extent of any liability that may arise from any such unanticipatedfuture litigation.We have no reason to

270、 believe that there is a reasonable possibility or a probability that we may incur a material loss,ora material loss in excess of a recorded accrual,with respect to any other such loss contingencies.However,the outcome of litigation isinherently uncertain and assessments and decisions on defense and

271、 settlement can change significantly in a short period of time.Therefore,although we consider the likelihood of such an outcome to be remote with respect to those matters for which we have notreserved an amount for loss contingencies,if one or more of these legal matters were resolved against us in

272、the same reporting periodfor amounts in excess of our expectations,our consolidated financial statements of a particular reporting period could be materiallyadversely affected.Further,any unanticipated litigation in the future,regardless of its merits,could also significantly divertmanagements atten

273、tion from our operations and result in substantial legal fees being incurred.Such disruptions,legal fees and anylosses resulting from these unanticipated future claims could have a material adverse effect on our business or financial condition.Our Ability To Compete Could Be Jeopardized If We Are Un

274、able To Protect Our Intellectual Property Rights Or If We AreSued For Intellectual Property Infringement.We believe that our trademarks,design patents and other proprietary rights are important to our success and our competitive position.We use trademarks on nearly all our products and believe that

275、having distinctive marks that are readily identifiable is an important factorincreatingamarketforourgoods,inidentifyingusandindistinguishingourgoodsfromthegoodsofothers.WeconsiderourSkechers,Skechers Slip-insSkechers Hands Free Slip-ins,Skechers Performance,Skechers GOrun,Skechers GOwalk,Skechers GO

276、 golf,Skechers GOtrain,Skechers on-the-GO,Skechers Cali,Skechers Street,SkechersUSA,Skechers Active,Skechers Sport Active,Skechers Work,Max Cushioning,Massage Fit,Mark Nason,DLites,DLT-A,BOBS,Glide Step,Skech-Air,Skechers Kids,Twinkle Toes,S Lights,Relaxed Fit,Arch Fit,Ultra GO,Hyper Burst,Skechers

277、Memory Foam,and Air-cooled Memory Foamtrademarks to be among our most valuable assets,and we have registeredthese trademarks in many countries.In addition,we own many other trademarks that we utilize in marketing our products.We also havea number of design patents and utility patents covering compon

278、ents and features used in various shoes.We believe that our patents andtrademarks are sufficient to permit us to carry on our business as presently conducted.While we vigorously protect our trademarksagainst infringement,we cannot guarantee that we will be able to secure patents or trademark protect

279、ion for our intellectual property inthe future or that protection will be adequate for future products.Further,we have been sued in the past for patent and trademarkinfringement and cannot be sure that our activities do not and will not infringe on the intellectual property rights of others.If we ar

280、ecompelled to prosecute infringing parties,defend our intellectual property or defend ourselves from intellectual property claims made13by others,we may face significant expenses and liability as well as the diversion of managements attention from our business,whichcould negatively impact our busine

281、ss or financial condition.In addition,the laws of foreign countries where we source and distribute our products may not protect intellectual property rightsto the same extent as do the laws of the U.S.We cannot be assured that the actions we have taken to establish and protect our trademarksand othe

282、r intellectual property rights outside the U.S.will be adequate to prevent imitation of our products by others or,if necessary,successfully challenge another partys counterfeit products or products that otherwise infringe on our intellectual property rights on thebasis of trademark or patent infring

283、ement.Continued sales of counterfeit products could adversely affect our sales and our brand andresult in the shift of consumer preference away from our products.We may face significant expenses and liability in connection withthe protection of our intellectual property rights outside the U.S.,and i

284、f we are unable to successfully protect our rights or resolveintellectual property conflicts with others,our business or financial condition could be adversely affected.Breaches Or Compromises Of Our Information Security Systems,Information Technology Systems And Our Infrastructure ToSupport Our Bus

285、iness Could Result In Exposure Of Private Information,Disruption Of Our Business And Damage To OurReputation,Which Could Harm Our Business,Results Of Operation And Financial Condition.As a routine part of our business,we utilize information security and information technology systems and websites th

286、at allow forthe secure storage and transmission of proprietary or private information regarding our customers,employees,vendors and others.Asecurity breach of our network,hosted service providers,or vendor systems,may expose us to a risk of loss or misuse of this information,litigation and potential

287、 liability.Hackers and data thieves are increasingly sophisticated and operate large-scale and complex automatedattacks,and the retail industry,has been the target of many recent cyber-attacks.Although we take measures to safeguard this sensitiveinformation,we may not have the resources or technical

288、 sophistication to anticipate or prevent rapidly evolving types of cyber-attackstargeted at us,our customers,or others who have entrusted us with information.Actual or anticipated attacks may cause us to incurcosts,including costs to deploy additional personnel and protection technologies,train empl

289、oyees,and engage third-party experts andconsultants.We invest in industry standard security technology to protect personal information.Advances in computer capabilities,newtechnological discoveries,or other developments may result in the technology used by us to protect against transaction or other

290、databeing breached or compromised.In addition,data and security breaches can also occur due to non-technical issues,including breach byus or by persons with whom we have commercial relationships that result in the unauthorized release of personal or confidentialinformation.Although we maintain insur

291、ance designed to provide coverage for cyber risks related to what we believe to be adequateand collectible insurance in the event of theft,loss,fraudulent or unlawful use of customer,employee or company data,any compromiseor breach of our cyber security systems could result in private information ex

292、posure and a violation of applicable privacy and other laws,significant potential liability including legal and financial costs,and loss of confidence in our security measures by customers,whichcould result in damage to our brand and have an adverse effect on our business,financial condition and rep

293、utation.In addition,we mustcomply with increasingly complex and rigorous regulatory standards enacted to protect business and personal data.Compliance withexisting and proposed laws and regulations can be costly,and any failure to comply with these regulatory standards could subject us tolegal and r

294、eputational risks.Misuse of or failure to secure personal information could also result in violation of data privacy laws andregulations,proceedingsagainstusbygovernmentalentitiesorothers,damagetoourreputationandcredibilityandcouldhaveanegativeimpact on revenues and profits.RISKS RELATED TO OUR STOC

295、K AND STOCK PRICEOur Quarterly Revenues And Operating Results Fluctuate As A Result Of A Variety Of Factors,Including Fluctuations InDemand For Footwear,Delivery Delays And Potential Fluctuations In Our Estimated Annualized Tax Rate,Which May ResultIn Volatility Of Our Stock Price.Our quarterly reve

296、nues and operating results have varied significantly in the past and can be expected to fluctuate in the futuredue to a number of factors,many of which are beyond our control.Our major customers have no obligation to purchase forecastedamounts and from time to time cancel orders,change delivery sche

297、dules,or change the mix of products ordered with minimal noticeand without penalty.As a result,we may not be able to accurately predict our quarterly sales.Furthermore,our expenses are partiallybased on our expectations of future sales,and we may be unable to adjust spending in a timely manner to co

298、mpensate for any unexpectedrevenue shifts.As a result,our expenses may be disproportionately large relative to our revenues,which could have a material adverseeffect on our operating results.Our annualized tax rate is based on projections of our domestic and international operating results for the y

299、ear,which we reviewand revise as necessary at the end of each quarter.Any quarterly fluctuations in our annualized tax rate could have a material impact onour quarterly operating results and the results for any one quarter may not be indicative of results for the full year.Any shortfall inrevenues o

300、r net earnings from levels expected by securities analysts and investors could cause a decrease in the trading price of ourClass A Common Stock.14One Principal Stockholder Is Able To Control Substantially All Matters Requiring Approval By Our Stockholders And HisInterests May Differ From The Interes

301、ts Of Our Other Stockholders.As of December 31,2022,our Chairman of the Board and Chief Executive Officer,Robert Greenberg,beneficially owned 87.3%of our outstanding Class B Common Stock,members of Mr.Greenbergs immediate family beneficially owned an additional 8.1%ofour outstanding Class B Common S

302、tock.The holders of Class A Common Stock and Class B Common Stock have identical rightsexcept that holders of Class A Common Stock are entitled to one vote per share while holders of Class B Common Stock are entitled toten votes per share on all matters submitted to a vote of our stockholders.As a r

303、esult,as of December 31,2022,Mr.Greenbergbeneficially owned 53.1%of the aggregate number of votes eligible to be cast by our stockholders,and together with shares beneficiallyowned by other members of his immediate family,Mr.Greenberg and his immediate family beneficially owned 58.6%of the aggregate

304、number of votes eligible to be cast by our stockholders.Therefore,Mr.Greenberg is able to exert significant control over all mattersrequiring approval by our stockholders.Matters that require the approval of our stockholders include the election of directors and theapproval of mergers or other busin

305、ess combination transactions.Mr.Greenberg also has significant influence over our management andoperations.As a result of such influence,certain transactions are not likely without the approval of Mr.Greenberg,including proxycontests,tender offers,open market purchase programs or other transactions

306、that can give our stockholders the opportunity to realize apremium over the then-prevailing market prices for their shares of our Class A Common Stock.Because Mr.Greenbergs interests maydiffer from the interests of the other stockholders,his ability to substantially control,actions requiring stockho

307、lder approval,may resultin the Company taking action that is not in the interests of all stockholders.The differential in the voting rights may also adversely affectthe value of our Class A Common Stock to the extent that investors or any potential future purchaser view the voting rights of our Clas

308、sB Common Stock to have superior value.Our Charter Documents And Delaware Law May Inhibit A Takeover,Which May Adversely Affect The Value Of Our Stock.Provisions of Delaware law,our certificate of incorporation or our bylaws could make it more difficult for a third party to acquireus,even if closing

309、 such a transaction would be beneficial to our stockholders.Mr.Greenbergs substantial beneficial ownership position,together with the authorization of Preferred Stock,the disparate voting rights between our Class A Common Stock and Class B CommonStock,the classification of our Board of Directors and

310、 the lack of cumulative voting in our certificate of incorporation and bylaws,mayhave the effect of delaying,deferring or preventing a change in control,may discourage bids for our Class A Common Stock at apremium over the market price of the Class A Common Stock and may adversely affect the market

311、price of our Class A Common Stock.Item 1B.Unresolved Staff CommentsNone.Item 2.PropertiesOur corporate headquarters are located at several properties in or near Los Angeles,California,which consist of an aggregate ofapproximately 248,000 square feet.We own and lease portions of our corporate headqua

312、rters.Our North America distribution center occupies approximately 2.6 million square feet on its main campus in Southern California,whichisleasedfromajointventure,HFLogistics-SKX(the“JV”).TheJVwasformedwithHF LogisticsI,LLC(“HF”)inJanuary 2010for the purpose of building and operating the facility a

313、nd is consolidated in our financial statements.An additional 2.4 million squarefeet of distribution center space is leased from third parties.The main campus leases expire at various dates through August 2036,andthe leases for the remaining space expire at various dates through May 2028.Our European

314、 distribution center occupies approximately 2.2 million square feet in Liege,Belgium under operating leases.Theseleases provide for original terms of 10 to 15 years,commencing between January 2016 and July 2020,subject to automatic extensionsfor recurring periods of five years unless we or the landl

315、ord terminates the lease in writing 12 months prior to the expiration of theoriginal lease term or 12 months prior to the end of the then applicable five-year extension.Our China distribution center occupies approximately 1.6 million square feet in Taicang,China.Substantially all of our retail store

316、s and showrooms are leased with terms expiring through January 2036.The leases provide forrent escalations tied to either increases in the lessors operating expenses,fluctuations in the consumer price index in the relevantgeographical area,or a percentage of the stores gross sales in excess of the b

317、ase annual rent.We lease most of our international administrative offices,showrooms and distribution facilities located in Asia,Central America,Europe,North America and South America.The property leases expire on various dates through October 2037.Item 3.Legal ProceedingsMichael Conte v.Robert Green

318、berg,et al.On July 21,2022,Skechers and certain past and present members of the Board ofDirectors were sued by a stockholder on behalf of our company in a derivative action in the Chancery Court of the State of Delaware,Case No.2022-0633,alleging breach of fiduciary duty,waste of corporate assets,br

319、each of duty of candor and breach of contract inconnection with certain executive officers personal use of two company-owned aircraft.The complaint seeks actual damages in favorof Skechers sustained as the alleged result of defendants alleged breaches of fiduciary duties,judgment directing our compa

320、ny to take15all necessary actions to reform and improve its corporate governance practices,termination of certain executive officers for allegedlyviolating their employment agreements,judgment directing the sale of one of the company-owned aircraft and attorneys,accountantsand experts fees,costs and

321、 expenses.We believe that we have meritorious defenses and intend to defend this matter vigorously.Notwithstanding,given the early stages of these proceedings and the limited information available,we cannot predict the outcome ofthis legal proceeding or whether an adverse result in this case would h

322、ave a material adverse impact on our results of operations orfinancial position.In addition to the matters included in our reserve for loss contingencies,we occasionally become involved in litigation arisingfrom the normal course of business,and we are unable to determine the extent of any liability

323、 that may arise from any such unanticipatedfuture litigation.We have no reason to believe that there is a reasonable possibility or a probability that we may incur a material loss,ora material loss in excess of a recorded accrual,with respect to any other such loss contingencies.However,the outcome

324、of litigation isinherently uncertain and assessments and decisions on defense and settlement can change significantly in a short period of time.Therefore,although we consider the likelihood of such an outcome to be remote with respect to those matters for which we have notreserved an amount for loss

325、 contingencies,if one or more of these legal matters were resolved against the Company in the same reportingperiod for amounts in excess of our expectations,our consolidated financial statements of a particular reporting period could bematerially adversely affected.Item 4.Mine Safety DisclosuresNot

326、applicable.16PART IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity SecuritiesOur Class A Common Stock trades under the symbol“SKX”on the New York Stock Exchange.HOLDERSAs of February 15,2023,there were 81 holders of record of our Class A Common

327、 Stock(including holders who are nominees foran undetermined number of beneficial owners)and 39 holders of record of our Class B Common Stock.These figures do not includebeneficial owners who hold shares in nominee name.The Class B Common Stock is not publicly traded,but each share is convertibleupo

328、n request of the holder into one share of Class A Common Stock.DIVIDEND INFORMATIONSince inception,we have not declared or paid any cash dividends on our common stock,and we have no present intention ofpaying any dividends on our common stock in the foreseeable future.Our Board of Directors periodic

329、ally reviews our dividend policyto determine whether the declaration of dividends is appropriate.COMPANY PURCHASES OF EQUITY SECURITIESOn January 31,2022,the Companys Board of Directors authorized a share repurchase program(the“Share RepurchaseProgram”),pursuant to which the Company may,from time to

330、 time,purchase shares of its Class A Common Stock,par value$0.001per share,for an aggregate repurchase price not to exceed$500 million.The Share Repurchase Program expires on January 31,2025and does not obligate the Company to acquire any particular amount of shares.There were no repurchases during

331、the three months endedDecember 31,2022 and the maximum dollar value of shares that may yet be purchased under the share program was$425.8 million.EQUITY COMPENSATION PLAN INFORMATIONOur equity compensation plan information is provided as set forth in Part III,Item 12 of this annual report on Form 10

332、-K.PERFORMANCE GRAPHThe following graph demonstrates the total return to stockholders of our Class A Common Stock from December 31,2017 toDecember 31,2022,relative to the performance of the Russell 1000 Index,S&P Retail Select Industry Index,and the peer group index,which is consists of Nike,Inc.,ad

333、idas AG,Steven Madden,Ltd.,Wolverine World Wide,Inc.,Crocs,Inc.,and Deckers OutdoorCorporation.As of fiscal year 2022,we believe the members of the S&P Retail Select Industry Index better represents our business.Comparison of 5 Year Cumulative Total Returns201720182019202020212022$0$50$100$150$200$250$300Skechers U.S.A.,Inc.Russell 1000S&P Retail Select IndustryPeer Group(in dollars)2017201820192