Organization: Skechers U.S.A. Inc

Year: 2015

Resolved: Resolved: Shareholders request that the Board report to shareholders by September 2015, at reasonable expense and omitting proprietary information, on plans to increase gender and racial diversity on the Board, including an assessment of the effectiveness of such efforts. The report should include a description of what steps, if any, the Board and/or the Nominating Committee has taken or plans to take to: 1. Include women and racial minority candidates in the pool from which Board nominees are chosen; and 2. Expand director searches to include nominees from both corporate positions beyond the executive suite and non-traditional environments including government, academia, and non-profit organizations. The requested report should also address: * Consideration of changes to the Nominating Committee Charter to include a requirement to consider the Board's gender and racial diversity in identifying director candidates. * The number of women and racial minorities in the candidate pool within the past 3 years. * Any challenges to increasing diversity identified by the Board and any plans to address them.

Supporting Statement:Supporting Statement: We believe that in an increasingly complex global marketplace, the ability to draw on a wide range of viewpoints, backgrounds, skills and experience is critical to a company's success. Further, director diversity helps to ensure that different perspectives are brought to bear on issues, while enhancing the likelihood that proposed solutions will be nuanced and comprehensive. In our view, companies combining competitive financial performance with high standards of corporate governance, including board diversity and a high level of board independence, are better positioned to generate long-term value for their shareholders.'