SEC Enforcement for Deficient Disclosures About Related Person Transactions

On March 7, 2024, the SEC announced settled charges against Skechers U.S.A., Inc. for failure to disclose related person transactions in its proxy statements and Part III of Form 10-K.  The Enforcement Order details several instances where family members and persons sharing the same household as directors and executive officers received compensation from Skechers in excess of the $120,000 disclosure threshold specified in Regulation S-K Item 404.  In addition, two executives had loans from the company related to unreimbursed personal expenses paid by the company in excess of $120,000.

This case has a proxy focus similar to the many cases the SEC has brought relating to inadequate perks disclosures.

The company entered into a cease and desist order and paid a fine of $1.25 million.

As always, your thoughts and comments are welcome.

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