-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I8CydbZzvSc7Khno3NZqM5Qzwv1Qa50zSmS15jokQZeCYRHyWUaIiLxQYmIxonSX DpOhnLdJOFmGc+WLz9Wueg== 0001157523-04-007970.txt : 20040820 0001157523-04-007970.hdr.sgml : 20040820 20040820083023 ACCESSION NUMBER: 0001157523-04-007970 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040820 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040820 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DECKERS OUTDOOR CORP CENTRAL INDEX KEY: 0000910521 STANDARD INDUSTRIAL CLASSIFICATION: RUBBER & PLASTICS FOOTWEAR [3021] IRS NUMBER: 953015862 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22446 FILM NUMBER: 04987543 BUSINESS ADDRESS: STREET 1: 495A SOUTH FAIRVIEW AVENUE CITY: GOLETA STATE: CA ZIP: 93117 BUSINESS PHONE: 8059677611 MAIL ADDRESS: STREET 1: 495-A S FAIRVIEW AVE CITY: GOLETA STATE: CA ZIP: 93117 FORMER COMPANY: FORMER CONFORMED NAME: DECKERS FOOTWEAR CORP DATE OF NAME CHANGE: 19930811 8-K 1 a4705683.txt DECKERS OUTDOOR CORP. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2004 DECKERS OUTDOOR CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-22446 95-3015862 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation or organization) File Number) Identification No.) 495-A South Fairview Avenue, Goleta, California 93117 (Address of principal executive offices) (Zip Code) (805) 967-7611 (Registrant's telephone number, including area code) Item 9. Regulation FD Disclosure On August 20, 2004, Deckers Outdoor Corporation (the "Company") announced that it had established plans under Rule 10b5-1 of the Securities Exchange Act of 1934 (the "Exchange Act") to provide for sales of the Company's common stock by Douglas Otto, its President and Chief Executive Officer, and certain members of management. A copy of the press release issued on August 20, 2004 is attached as Exhibit 99.1. The information in this Current Report on Form 8-K will not be treated as "filed" for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into a filing under the Securities Act of 1933, or into another filing under the Exchange Act, unless that filing expressly refers to specific information in Item 9 of this Current Report. Exhibit No. Description of Exhibits - ----------- ----------------------- 99.1 Press Release, dated August 20, 2004, announcing the establishment of the Rule 10b5-1 plans. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. DECKERS OUTDOOR CORPORATION Date: August 20, 2004 By: /s/ M. Scott Ash --------------------------------- M. Scott Ash, Chief Financial Officer EX-99.1 2 a4705683ex991.txt PRESS RELEASE EXHIBIT 99.1 Deckers Outdoor Corporation Announced the Establishment of 10b5-1 Pre-Arranged Stock Trading Plans by Senior Executives GOLETA, Calif.--(BUSINESS WIRE)--Aug. 20, 2004--Deckers Outdoor Corporation (NASDAQ: DECK) today announced that certain of its executive officers, including its Chief Executive Officer, Douglas B. Otto, have established plans under Rule 10b5-1 of the Securities Exchange Act of 1934 to provide for pre-arranged sales of Deckers common stock by them on a quarterly basis, subject to certain price restrictions and other contingencies set forth in each of the plans. The plans are effective for an initial term of 23 months from the date they were established in August 2004. Stock transactions under the plans are expected to commence in October 2004 and end in June 2006. At Deckers' current trading price, the maximum number of shares that may be sold under these plans in any quarter is approximately 250,000 shares and, at Deckers' current trading price, the maximum number of shares that may be sold during the 23-month terms of the plans is approximately 1,000,000 shares. Rule 10b5-1 permits the establishment of a written plan by insiders when officers and directors are not in possession of material, non-public information, for future sales of company stock. These plans enable officers and directors to gradually diversify their investment portfolios and avoid concerns over whether they had material non-public information when their stock was traded. Deckers Outdoor Corporation builds niche products into global lifestyle brands by designing and marketing innovative, functional and fashion-oriented footwear, developed for both high performance outdoor activities and everyday casual lifestyle use. The Company's products are offered under the Teva, Simple and UGG brand names. *All statements in this press release that are not historical facts are forward-looking statements, including information related to the number of shares that can be sold during any quarter or the maximum number of shares that may be sold during the terms of the plans. These forward-looking statements are inherently uncertain and are based on the Company's expectations as of today, August 20, 2004. In addition, such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to differ materially from those expressed or implied by such forward-looking statements. Many of the risks, uncertainties and other factors are discussed in detail in the Company's Annual Report on Form 10-K/A for the fiscal year ended December 31, 2003. Among the factors that could affect these forward-looking statements are the future trading price of Deckers' stock, future stock option grants and future stock option vesting, among others. The Company disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained in the Annual Report on Form 10-K/A for fiscal year 2003, the subsequent Quarterly Reports on Form 10-Q or this news release. CONTACT: Company Contact: Deckers Outdoor Corporation Scott Ash, 805-967-7611 or Investor Relations: Integrated Corporate Relations, Inc. Chad A. Jacobs or Brendon E. Frey, 203-222-9013 -----END PRIVACY-ENHANCED MESSAGE-----