Philip Paccione
General Counsel, Corporate Secretary and Executive Vice President of Business Affairs at 
SKECHERS USA
SKECHERS USAExecutive
About Philip Paccione
Philip Paccione is General Counsel, Corporate Secretary, and Executive Vice President of Business Affairs at Skechers. He has served as General Counsel since May 1998, Corporate Secretary since July 1998, and EVP of Business Affairs since February 2000; age 63 as of the 2025 proxy . As Corporate Secretary, his duties include attending stockholder and board meetings, recording minutes, maintaining records, overseeing notices, and custodianship of the corporate seal per the company’s bylaws . Company performance context: in 2024, net sales reached $8.97B (+12.1% YoY), gross margin was 53.2%, operating margin 10.1%, EPS $4.16 (+19.2% YoY), and one-year TSR was 7.9% (48th percentile of the S&P Retail Select Industry Index), with three-year and five-year relative TSRs at the 81st and 45th percentiles, respectively .
SKX revenue and EBITDA (annual):
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($USD) | $8,000,342,000* | $8,969,351,000* |
| EBITDA ($USD) | $968,311,000* | $1,115,756,000* |
Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Skechers U.S.A., Inc. | General Counsel | 1998–present | Senior legal leadership, governance, and regulatory compliance |
| Skechers U.S.A., Inc. | Corporate Secretary | 1998–present | Board/stockholder meeting administration; records and governance processes |
| Skechers U.S.A., Inc. | EVP, Business Affairs | 2000–present | Business affairs oversight and executive leadership |
External Roles
No public company board or external roles disclosed for Mr. Paccione in the latest proxy materials. Skip.
Fixed Compensation
Historical (as Named Executive Officer in prior years):
| Component ($USD) | 2014 | 2015 | 2016 |
|---|---|---|---|
| Base Salary | $600,000 | $600,000 | $750,000 |
| Stock Awards (Grant-date fair value) | $1,369,000 | $577,324 | $938,700 |
| Non-Equity Incentive Plan Compensation | $398,401 | $23,468 | $311,992 |
| All Other Compensation | $21,514 | $23,468 | $8,216 |
| Total | $2,388,915 | $1,200,792 | $2,008,908 |
Notes:
- Non-equity incentive amounts are under the 2006 Annual Incentive Compensation Plan, paid quarterly based on performance achieved in the prior quarter; Q4 amounts are paid in the following year .
Performance Compensation
Company plan architecture relevant to executive officers:
- Annual cash incentive (2006 Plan): formula based on year-over-year quarterly net sales growth; Compensation Committee sets performance criteria annually and certifies quarterly payout; maximum annual payout per participant $10,000,000 .
- Long-term incentives (2023 Plan): mix of time-based RSUs and PSAs; PSAs are equally weighted between annual EPS growth (three tranches: 2024–2026) and three-year relative TSR vs S&P Retail Select Industry Index (March 1, 2024–Feb 28, 2027) .
2024 PSA metric design (company-wide):
| Metric | Threshold | Target | Maximum |
|---|---|---|---|
| Annual EPS Growth (each of 2024–2026) | 7.5% → 50% payout | 10.0% → 100% payout | 15.0% → 200% payout |
| 3-Year Relative TSR vs S&P Retail Select Industry Index | 25th percentile → 50% payout | 50th percentile → 100% payout | 100th percentile → 200% payout |
Historical payouts for Mr. Paccione as NEO (illustrative):
| Year | Metric | Target | Actual | Payout | Vesting Notes |
|---|---|---|---|---|---|
| 2014 | Net sales growth (2006 Plan) | Not disclosed | Not disclosed | $398,401 | Quarterly cash; Q4 paid following year |
| 2016 | Net sales growth (2006 Plan) | Not disclosed | Not disclosed | $311,992 | Quarterly cash; Q4 paid following year |
Equity Ownership & Alignment
- Beneficial Ownership: 14,475 Class A shares (2014) ; 99,055 Class A shares (2016) . The latest proxy does not list his current individual share count; one late Form 4 was filed June 6, 2024 reporting a February 20, 2024 RSU award (indicating ongoing equity grants to executive officers) .
- Outstanding equity (historical snapshot): As of December 31, 2015, Mr. Paccione held unvested restricted stock in tranches of 15,000; 30,000; 30,000 shares, with market values of $453,150; $906,300; $906,300 at $30.21 closing price .
- Stock Ownership Policy: Executive officers must hold Skechers stock equal to 3x base salary (CEO: 6x); compliance deadline December 31, 2027; until compliant, after-tax portion of equity awards must be held .
- Insider Trading Policy: Prohibits trading on MNPI, short sales, and hedging/monetization transactions; regular blackout periods enforced .
- Pledging: The 2025 proxy notes pledging by Michael Greenberg’s Class B shares; no pledging disclosed for Mr. Paccione .
- Clawback: Adopted October 2, 2023; company must recover incentive-based compensation received by current/former executive officers in the three completed fiscal years preceding a restatement to the extent overpaid vs restated measures .
Change-of-control vesting terms (plan-level, applicable to executive officers):
- Time-based awards under 2017/2023 Plans: unvested shares vest in full upon a change of control .
- Performance-based awards: on CIC, remaining eligibility based on target/actual as of CIC date for EPS and TSR tranches; immediate vesting if awards are not assumed/replaced; if assumed/replaced, vest on qualifying termination post-CIC .
- Historical (2007 Plan): As of December 31, 2014, Mr. Paccione would have received full vesting of outstanding restricted stock valued at $1,657,500 upon a change of control (based on $55.25 closing price) .
Equity award treatment in 2025 merger closing:
- RSAs and RSUs: fully vested, cancelled, and converted to right to receive cash consideration per share at closing .
- PSAs: cancelled and replaced by one Parent Class P Unit per share, subject to the same service-based vesting conditions (performance terms removed), with accelerated vesting upon qualifying termination per legacy PSA terms .
Employment Terms
- Role continuity: Upon the September 12, 2025 merger closing, officers of the company immediately prior to the effective time continued as officers of the surviving corporation .
- Officer compensation and tenure under bylaws: Board sets officer compensation; officers serve until successor election/appointment or earlier resignation/removal; removal may be with or without cause (contract rights, if any, preserved) .
- No current disclosure of an individual employment agreement for Mr. Paccione; recent employment contracts summarized in the proxy apply to Michael Greenberg and David Weinberg only .
Compensation Committee & Governance Context
- Compensation Committee: Independent directors; 2024 committee members and meeting frequency reported (8 meetings); FW Cook engaged as independent advisor; committee reviews CD&A and pay program alignment .
- Peer group for 2024 grants: Capri, Carter’s, Columbia Sportswear, Deckers, G-III Apparel Group, Hanesbrands, Hasbro, Levi Strauss, Lululemon, Mattel, PVH, Ralph Lauren, Tapestry, Under Armour, Wolverine World Wide; Skechers ranked 89th percentile in revenues and 73rd percentile in net earnings relative to peers .
- Say-on-Pay: Triennial advisory vote; 72% approval in 2023; next vote expected 2026 .
Investment Implications
- Alignment signals: Strong stock ownership requirements (3x salary for executive officers) and prohibition on hedging/short sales support long-term alignment; clawback policy increases accountability .
- Retention dynamics: Merger-related equity treatment fully vested RSUs/RSAs (cash-out) while PSAs were converted into Parent units with service-based vesting; this can reduce near-term selling pressure and create continued retention hooks via Parent unit vesting . Company-wide PSA metrics (EPS growth and relative TSR) remain robust indicators of at-risk pay structure .
- Performance backdrop: 2024 delivered double-digit revenue growth and strong EPS expansion amid record sales, supporting the credibility of pay-for-performance frameworks; analysts should note that Mr. Paccione’s current-year individual pay details are not disclosed as he is not an NEO, necessitating reliance on prior-year NEO history and plan-level terms .
S&P Global disclaimer for financial table: Values retrieved from S&P Global.