SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MCKNIGHT ROBERT B JR

(Last)

(First)

(Middle)

15202 GRAHAM ST

(Street)

HUNTINGTON BEACH

92649

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
QUIKSILVER INC [ ZQK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/22/2013	01/22/2013	D		400,000	D	⁽¹⁾	3,908,845	D
Common Stock	01/22/2013	01/22/2013	A		400,000⁽²⁾⁽³⁾	A	$0	4,308,845	D
Common Stock								50,890	I	By Daughter
Common Stock								50,890	I	By Daughter
Common Stock								50,890	I	By Son

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the portion of an award of restricted stock units originally granted by the Issuer on November 13, 2012 that was surrendered and cancelled pursuant to the terms of a letter agreement, dated January 22, 2013, by and between the Reporting Person and the Issuer.

2. Represents an award of restricted stock units that become vested if, during any consecutive thirty (30) day period, the weighted average per-share trading price of the Issuer's common stock equals or exceeds $12.50, unless such price threshold occurs during the first 12 months follwoing the date of grant, in which case the restricted stock units will become vested and the shares will be issued in the 12-month anniversary of the grant date.

3. The restricted stock units also vest in the event of a change of control (as such event is described in the applicable restricted stock unit award agreement) pursuant to which the holders of the Issuer's common stock become entitled to receive per-share consideration having a value equal to or greater than $9.28. Additionally, with certain exceptions, vesting of the restricted stock units requires continued service of the Reporting Person through applicable vesting date. Upon vesting, the shares of common stock subject to the restricted stock units are immediately issued to the Reprting Person. The restricted stock units terminate if they do not vest prior to November 1, 2016.

	Linnsey Caya, Attorney-in-Fact for Robert B. McKnight, Jr.	01/22/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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