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.
Fossil Group, Inc. filings document the public-company record for a Nasdaq-listed lifestyle accessories issuer, including common stock registration data and senior-note securities disclosed in recent reports. Form 8-K filings cover operating results, officer changes, material definitive agreements, equity distribution arrangements, debt restructuring matters, court-recognition orders and senior-note capital-structure disclosures.
Proxy materials describe board governance, executive compensation and shareholder voting matters. The filings also provide formal exhibits and risk-related language around the company's turnaround plan, liquidity, asset-based borrowing, debt maturities and financing transactions.
BlackRock, Inc. reported beneficial ownership of common stock of Fossil Group, Inc. on a Schedule 13G filing. BlackRock and certain of its subsidiaries and affiliates collectively beneficially own 3,640,404 shares of Fossil common stock, representing 6.2% of the outstanding class.
BlackRock reports sole voting power over 3,600,880 shares and sole dispositive power over 3,640,404 shares, with no shared voting or dispositive power. Various underlying clients and investors have rights to dividends or sale proceeds from these shares, but no single such person has more than five percent of Fossil’s total outstanding common shares.
Fossil Group, Inc. has scheduled its 2026 Annual Meeting of Stockholders for October 2, 2026 at 9:00 a.m. Central Time. The Board of Directors set August 3, 2026 as the record date to determine stockholders entitled to receive notice of, and vote at, the meeting.
Under the company’s Sixth Amended and Restated Bylaws, stockholders who wish to submit proposals or director nominations must deliver written notice to the Secretary at 901 S. Central Expressway, Richardson, Texas 75080 by the close of business on July 30, 2026. The company states this date is, for purposes of Rule 14a-8 of the Exchange Act, a reasonable time before it begins to print and mail its proxy materials. Previous deadlines described in the 2025 proxy statement no longer apply.
Fossil Group, Inc. director Wendy Lee Schoppert bought additional shares of the company in the open market. On this transaction date, she purchased 24,331 shares of Fossil Group common stock at a price of $4.14 per share in an open-market transaction.
Following this purchase, Schoppert directly owns 120,625 shares of Fossil Group common stock. This total includes 30,577 Restricted Stock Units that are subject to a vesting schedule, meaning part of her reported holdings will only convert into common stock as they vest over time.
FOSSIL GROUP, INC. Schedule 13G/A reports that Nantahala Capital Management, LLC and its principals beneficially own 5,876,955 shares of common stock, representing 9.99% of the class as of March 31, 2026.
The filing states the position includes 472,931 shares that may be acquired within sixty days through the exercise of convertible securities. Nantahala, and Messrs. Wilmot B. Harkey and Daniel Mack as managing members, report shared voting and dispositive power over the disclosed shares.
Fossil Group, Inc. reported first-quarter 2026 net sales of $224.8 million, down from $233.3 million a year earlier, as store rationalization, weaker leather and jewelry, and the exit from smartwatches weighed on revenue. Despite this, operating results improved, with operating income of $12.0 million versus a prior-year loss of $6.7 million, driven by lower restructuring costs and SG&A savings under its Turnaround Plan.
Gross margin slipped to 59.9% from 61.3%, reflecting higher tariffs and minimum royalty timing, partly offset by $4.0 million of IEEPA tariff refunds. After $8.5 million of interest expense on newly restructured debt and higher borrowing costs, Fossil posted a small net loss of $0.8 million, much narrower than the $17.6 million loss a year earlier.
Cash and cash equivalents were $81.4 million as of April 4, 2026, against long-term debt of $193.0 million and revolving credit facility borrowings of $33.0 million. Operating cash flow remained negative at $(21.8) million as the company continued to fund restructuring, interest and working capital needs while executing its multi-year Turnaround Plan focused on profitable growth, operating model optimization and debt reduction.
Fossil Group reported first quarter 2026 net sales of $224.8 million, down 3.6% year over year, but delivered a sharp improvement in profitability. Gross margin was 59.9%, and operating income swung to a $12 million profit with a 5.4% operating margin versus a loss a year ago.
Operating expenses fell 18.1% to $122.7 million, helped by lower restructuring costs and savings from turnaround efforts. Net loss narrowed to $0.8 million, or $0.01 per diluted share, while adjusted EBITDA rose to $14.5 million, or 6.5% of net sales.
The company ended the quarter with $81.4 million of cash and total liquidity of $109.5 million, against total debt of $195.3 million. Management reiterated full-year 2026 guidance, expecting worldwide net sales to decline 4%–6%, adjusted operating margin between 3% and 5%, and free cash flow around break-even.
Miller Value Partners, LLC and William H. Miller IV report beneficial ownership of 2,425,185 shares of Fossil Group, Inc. common stock, equal to 4.156% of the class. The filing states these shares are owned by clients of Miller Value Partners and that Mr. Miller is deemed beneficial owner as control person. The Schedule 13G/A amendment is signed May 4, 2026 and includes a Power of Attorney effective July 23, 2024.
Fossil Group, Inc. filed Amendment No. 1 to its 2025 annual report to add required Part III information on directors, executive compensation, ownership and auditor fees, and to update the common shares outstanding to 59,076,605 as of April 25, 2026.
The filing details a largely refreshed leadership team, including CEO Franco Fogliato and several new directors, and explains pay-for-performance programs combining salary, annual cash bonuses tied to net sales and adjusted operating income, and equity awards under the 2024 Long-Term Incentive Plan. It also outlines severance and change-in-control protections, stock ownership guidelines, insider trading and ethics policies, and Deloitte & Touche LLP audit fees of $3.5 million for fiscal 2025.
Fossil Group, Inc. reported that Chief Commercial Officer Joe Martin has decided to resign to pursue other interests. His last day with the company will be May 8, 2026.
Chief Executive Officer Franco Fogliato has immediately assumed Martin’s responsibilities, having previously led the company’s commercial sales organization. Fossil Group has begun a search for a successor to the Chief Commercial Officer role.
Fogliato Franco reported acquisition or exercise transactions in this Form 4 filing.
Fossil Group, Inc. CEO Franco Fogliato reported an equity compensation grant in the form of 750,000 Performance Stock Units, each representing a contingent right to receive one share of Fossil common stock. Following this award, he directly holds 930,000 such derivative-based equity units.
The award consists of performance restricted stock units that vest into common shares on a 1-for-1 basis in three equal yearly installments under the company’s 2024 Long-Term Incentive Plan. Each annual vesting can increase the shares delivered by 20%, 30%, or 50%, depending on the average fair market value of Fossil common stock over the last thirty trading days of the prior calendar year, using price thresholds of $4.25–$5.99, $6.00–$7.74, and $7.75 or above, respectively.