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Fossil Group Inc SEC Filings

FOSL Nasdaq

Welcome to our dedicated page for Fossil Group SEC filings (Ticker: FOSL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The Fossil Group, Inc. (FOSL) SEC filings page on Stock Titan provides access to the company’s U.S. Securities and Exchange Commission disclosures, along with AI‑supported summaries to help interpret complex documents. Fossil Group files a range of reports and registration statements as a Nasdaq‑listed issuer and as part of its ongoing restructuring and financing activities.

Core periodic reports such as the Annual Report on Form 10‑K and Quarterly Reports on Form 10‑Q (referenced throughout Fossil Group’s 8‑K filings) describe its business as a global design, marketing, distribution and innovation company specializing in watches, jewelry, handbags, small leather goods, belts and sunglasses. These filings also present segment information for the Americas, Europe and Asia, risk factors, management’s discussion and analysis and details on licensing arrangements and distribution channels.

Fossil Group’s Current Reports on Form 8‑K are particularly important for tracking material events. Recent 8‑Ks detail the company’s restructuring plan for its 7.00% Senior Notes due 2026 under Part 26A of the UK Companies Act 2006, the approval and sanction of that plan, the cancellation of the old notes, and the issuance of new 9.500% First‑Out First Lien Secured Senior Notes due 2029 and 7.500% Second‑Out Second Lien Secured Senior Notes due 2029. Other 8‑Ks describe an at‑the‑market equity program under an Equity Distribution Agreement, amendments to its asset‑based revolving credit facility, and court recognition of the restructuring plan in the United States.

The company’s definitive proxy statement on Schedule 14A (DEF 14A) provides information on board composition, director elections, executive compensation, board committees and matters to be voted on at the annual meeting, including the ratification of the independent registered public accounting firm. These materials give insight into Fossil Group’s governance framework and oversight of its turnaround and restructuring efforts.

On this page, Stock Titan surfaces these filings as they are made available on EDGAR and applies AI‑powered summaries and highlights to help readers quickly identify key points, such as changes in capital structure, new debt instruments, covenant terms, risk factor updates and proposed shareholder actions. Users can review Forms 10‑K and 10‑Q for a comprehensive view of the business, scan Form 8‑K items for recent developments, and examine proxy disclosures related to executive pay and board matters, all with contextual explanations aimed at making the technical language of SEC documents more accessible.

Rhea-AI Summary

Fossil Group, Inc. may sell up to $50,000,000 of its common stock through an at-the-market offering under a sales agreement with Maxim Group LLC. The stock will be issued from time to time on Nasdaq or in other permitted transactions, with Maxim acting as exclusive sales agent and earning a 2.0% commission on gross proceeds.

As of November 12, 2025, Fossil had 54,640,589 shares outstanding and a Nasdaq closing price of $2.31 per share. An illustrative scenario assumes sales of 21,645,022 shares at $2.31, which would bring total shares outstanding to 76,258,611 and increase pro forma net tangible book value from $1.60 to $1.79 per share, resulting in dilution of about $0.52 per share to new investors. The company intends to use any net proceeds primarily for working capital and general corporate purposes.

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Fossil Group, Inc. (FOSL) reported that its Chief Financial Officer, Randy J. Greben, purchased common stock in the open market. On 11/24/2025, he bought 20,980 shares of Fossil common stock at a weighted average price of $2.38 per share, with individual trades executed between $2.36 and $2.40. Following this transaction, he beneficially owns 170,980 shares of common stock, including 150,000 restricted stock units that are subject to a vesting schedule. The filing is made as a Form 4 for a single reporting person and indicates the shares are held directly.

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Fossil Group, Inc. (FOSL)10,000 shares of common stock in open-market transactions at a weighted average price of $2.37 per share, with individual trade prices ranging from $2.36 to $2.38. After this transaction, the director beneficially owns 12,466 shares of Fossil common stock, including 2,466 restricted stock units that are subject to a vesting schedule. The filing is made on Form 4 as an individual reporting person and reflects a direct ownership position.

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Fossil Group, Inc. (FOSL) director share purchase reported. A company director filed a Form 4 disclosing the open‑market purchase of 33,000 shares of Fossil Group common stock on 11/20/2025 at a weighted average price of $2.40 per share. Following this transaction, the director beneficially owns 135,925 shares held directly. The filing notes that the purchase price reflects multiple trades executed in a range from $2.25 to $2.64 per share.

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Fossil Group, Inc. (FOSL) director share purchase disclosed. A company director filed a Form 4 reporting an open-market purchase of 41,322 shares of Fossil common stock on 11/20/2025 at a price of $2.47 per share, coded as a "P" transaction for a purchase.

Following this transaction, the director beneficially owns a total of 43,788 Fossil shares, which includes 2,466 Restricted Stock Units that are subject to a vesting schedule. The filing is made by one reporting person in their capacity as a director of the company.

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Fossil Group, Inc. has released its 2025 proxy statement for a virtual annual meeting on December 19, 2025. Stockholders of record as of October 23, 2025 will vote on three main items: electing eight directors for terms running to the 2026 meeting, an advisory vote on executive compensation, and ratification of Deloitte & Touche LLP as independent auditor for the fiscal year ending January 3, 2026.

The filing highlights a refreshed, predominantly independent board with deep retail, finance and turnaround experience, including CEO Franco Fogliato, appointed in September 2024, and several new directors added in 2024–2025. It describes four core elements of executive pay—base salary, annual cash incentives, long‑term equity and standard benefits—plus significant transition and severance payments tied to leadership changes.

For 2024, the annual bonus plan for named executives was driven by net sales, adjusted operating income and cost‑saving targets, producing an overall payout of 63.9% of target. The proxy also discloses director retainers, RSU grants of 25,000 units to each non‑employee director in 2024, stock ownership guidelines, and major shareholders holding more than 5% of the company’s common stock.

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Fossil Group, Inc. (FOSL)11/18/2025, Martin acquired 56,180 shares of Fossil Group common stock in an open market purchase coded "P" at a price of $1.78 per share.

After this transaction, Martin beneficially owned 185,761 shares129,581 Restricted Stock Units that are subject to a vesting schedule, meaning those units will convert into shares over time as vesting conditions are met.

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Fossil Group, Inc. (FOSL)$1.80, 50,000 shares at $1.75, and 100,000 shares at $1.82. These purchases increased his direct holdings to 1,950,000 Fossil shares.

The reported total includes 750,000 restricted stock units (RSUs), which are share-based awards that vest over time according to a vesting schedule. All reported holdings are listed as directly owned.

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Fossil Group, Inc. completed a restructuring that exchanged and cancelled all $150,000,000 of its 7.00% Senior Notes due 2026 and put new secured notes and equity-linked instruments in place.

The company issued First-Out Notes bearing 9.500% cash interest, maturing January 1, 2029, with a potential additional 2.00% PIK if a Borrowing Base Overage occurs. It also issued Second-Out Notes at 7.500% cash interest, maturing June 30, 2029. Both series are guaranteed by subsidiaries and secured by liens with priorities set by new intercreditor agreements, and include change-of-control repurchase provisions (First-Out at 107.500%, Second-Out at 100.000%).

Supporting Holders received $1,625,000 principal of First-Out Notes as a backstop premium, plus a private placement of 792,772 common shares and 1,897,073 warrants. Warrants are exercisable at $0.50 per share (or $0.49 per pre-funded warrant) and expire December 15, 2025, with a 9.99% beneficial ownership cap that may be raised to 19.99% with notice.

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Fossil Group (FOSL) entered an Equity Distribution Agreement to establish an at‑the‑market equity program of up to $50,000,000 in common stock with Maxim Group as sales agent. Sales, if any, may be made on The Nasdaq Capital Market at market prices or as otherwise agreed, after the Registration Statement on Form S‑3 is declared effective.

The Company will pay Maxim a 2.0% commission on gross sales and reimburse reasonable documented expenses. The program ends upon selling $50,000,000, on mutual written termination, or on the date that is twelve months from execution if either party gives at least one business day’s notice. The Company is not obligated to sell and there is no assurance any shares will be sold.

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FAQ

What is the current stock price of Fossil Group (FOSL)?

The current stock price of Fossil Group (FOSL) is $3.63 as of January 23, 2026.

What is the market cap of Fossil Group (FOSL)?

The market cap of Fossil Group (FOSL) is approximately 211.5M.
Fossil Group Inc

Nasdaq:FOSL

FOSL Rankings

FOSL Stock Data

211.45M
49.20M
8.6%
48.92%
6.58%
Footwear & Accessories
Watches, Clocks, Clockwork Operated Devices/parts
Link
United States
RICHARDSON

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