SC 13D: General Statement of Acquisition of Beneficial Ownership
Published on
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
DECKERS OUTDOOR CORPORATION
(Name of Issuer)
Common Stock, $0.01 Par Value Per Share
(Title of Class of Securities)
243537107
(CUSIP Number)
Mark Thatcher
P.O. Box 968
Flagstaff, Arizona 86002
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 25, 2002
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box 9. [ ]
NOTE. Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. SEE Rule 13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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CUSIP NO. 243537107 SCHEDULE 13D Page 2 of 5 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOs. OF ABOVE PERSONS (ENTITIES ONLY)
Mark Thatcher
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
SC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
778,743(1)
NUMBER OF -----------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY -----------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 778,743
PERSON -----------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
778,743
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.4%
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14 TYPE OF REPORTING PERSON*
IN
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(1) Includes stock options owned by Mr. Thatcher to purchase up to 250,000
shares of Common Stock.
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CUSIP NO. 243537107 SCHEDULE 13D Page 3 of 5 Pages
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ITEM 1. SECURITY AND ISSUER.
Title of Class of
Equity Security: Common Stock, $0.01 par value per share
Name of Issuer: Deckers Outdoor Corporation, a Delaware corporation
("Deckers")
Address of 495-A South Fairview Avenue
Principal Office: Goleta, California 93117
ITEM 2. IDENTITY AND BACKGROUND.
a) Name: Mark Thatcher ("Mr. Thatcher")
b) Residence or Business Address: P.O. Box 968
Flagstaff, Arizona 86002
c) Principal Occupation:
President and Chief Executive Officer of Sole Survivors, Inc., an
Arizona corporation, with principal offices at P.O. Box 968,
Flagstaff, Arizona 86002.
d) During the last five years, Mr. Thatcher has not been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
e) During the last five years, Mr. Thatcher has not been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding been subject to a
judgment, decree, or final order enjoining future violations of, or
prohibiting or mandating activities subject to federal or state
securities law, or finding any violations with respect to such laws.
f) Citizenship: United States
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Thatcher acquired 428,743 shares of Deckers Common Stock pursuant to a
License Agreement dated June 7, 1999 by and between Mr. Thatcher and Deckers
(the "License Agreement"). In exchange for the shares and other consideration,
Deckers received an exclusive license to the Teva trade name and other
intellectual property rights owned by Mr. Thatcher (the "Intellectual
Property"). Pursuant to the License Agreement, Mr. Thatcher received an option
(i) on January 1, 2000 to purchase 50,000 shares of Deckers Common Stock, (ii)
on January 1, 2001 to purchase 50,000 shares of Deckers Common Stock, and (iii)
on January 1, 2002 to purchase 50,000 shares of Deckers Common Stock.
An additional 100,000 shares of Deckers Common Stock, along with an option
to purchase an additional 100,000 shares, was acquired by Mr. Thatcher on
November 25, 2002, pursuant to an Asset Purchase Agreement, dated October 9,
2002, by and among Mr. Thatcher, Teva Sport Sandals, Inc., and Deckers, wherein
Mr. Thatcher sold the Intellectual Property to Deckers.
ITEM 4. PURPOSE OF TRANSACTION.
Mr. Thatcher acquired the securities of Deckers for investment purposes.
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CUSIP NO. 243537107 SCHEDULE 13D Page 4 of 5 Pages
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Mr. Thatcher is the beneficial owner of 778,743 shares of Deckers
Common Stock, representing 8.4% of Deckers Common Stock outstanding. Mr.
Thatcher has a right to purchase up to 250,000 shares of Deckers Common Stock,
which is included in the 778,743 shares beneficially owned by Mr. Thatcher.
(b) Mr. Thatcher has the sole power to vote or direct the vote of the
778,743 shares of Common Stock beneficially owned by Mr. Thatcher. Mr. Thatcher
also has the sole power to dispose of or direct the disposition of the 778,743
shares he beneficially owns.
(c) See Item 3.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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CUSIP NO. 243537107 SCHEDULE 13D Page 5 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: November 25, 2002 /s/ Mark Thatcher
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Mark Thatcher