Fossil Group digital chief holds 66,666 shares

The two PRSU awards vest in three equal annual installments, with potential increases tied to specified average-share-price ranges.

Rhea-AI Filing Summary

Fossil Group, Inc. (FOSL) Chief Digital Officer Antonio Carriero reported direct holdings dated October 5, 2026, including 66,666 shares of Common Stock and Performance Stock Units tied to 69,999 and 150,000 underlying Common Stock shares. The related footnotes describe PRSU awards granted April 15, 2025 and April 15, 2026, which vest in three equal yearly installments; annual vesting amounts may increase based on stated average-share-price thresholds.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Carriero Antonio

Role Chief Digital Officer

Type	Security	Shares	Price	Value
holding	Performance Stock Units F2	--	--	--
holding	Performance Stock Units F3	--	--	--
holding	Common Stock F1	--	--	--

Holdings After Transaction: Performance Stock Units — 219,999 contracts (Direct); Common Stock — 66,666 shares (Direct)

Footnotes (3)

1. F1. Restricted Stock Units subject to a vesting schedule.
2. F2. On April 15, 2025, the Issuer granted 70,000 PRSUs to the reporting person under the Issuers 2024 Long-Term Incentive Plan. These PRSUs will vest into shares of Common Stock of the Issuer on a 1-for-1 basis yearly, in three equal installments. Each yearly vest is subject to an increase in the number of shares to be issued based on the average fair market value of a share of the Common Stock over the last thirty consecutive trading days of the most recent calendar year prior to the vesting date. If the average fair market value is between $3.50 to $4.99, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 20%. If the average fair market value is between $5.00 and $6.49, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 30%. If the average fair market value is $6.50 or above, the number of shares issued upon an annual vesting of PRSUs will be increased by 50%.
3. F3. On April 15, 2026, the Issuer granted 100,000 PRSUs to the reporting person under the Issuers 2024 Long-Term Incentive Plan. These PRSUs will vest into shares of Common Stock of the Issuer on a 1-for-1 basis yearly, in three equal installments. Each yearly vest is subject to an increase in the number of shares to be issued based on the average fair market value of a share of the Common Stock over the last thirty consecutive trading days of the most recent calendar year prior to the vesting date. If the average fair market value is between $4.25 to $5.99, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 20%. If the average fair market value is between $6.00 and $7.74, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 30%. If the average fair market value is $7.75 or above, the number of shares issued upon an annual vesting of PRSUs will be increased by 50%.

Key Figures

Direct Common Stock holdings: 66,666 shares Underlying Common Stock shares in Performance Stock Units: 69,999 shares Underlying Common Stock shares in Performance Stock Units: 150,000 shares +2 more

5 metrics

Direct Common Stock holdings 66,666 shares Reported October 5, 2026

Underlying Common Stock shares in Performance Stock Units 69,999 shares Direct holding reported October 5, 2026

Underlying Common Stock shares in Performance Stock Units 150,000 shares Direct holding reported October 5, 2026

PRSU award 70,000 PRSUs Granted April 15, 2025

PRSU award 100,000 PRSUs Granted April 15, 2026

Key Terms

Performance Stock Units, PRSUs, vesting schedule, average fair market value

4 terms

Performance Stock Units financial

"Performance Stock Units"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

PRSUs financial

"granted 70,000 PRSUs"

A PRSU is a type of employee equity award that turns into actual company shares only if preset performance goals are met over a specified time. Think of it like a prize that only pays out when a team hits agreed targets; investors watch PRSUs because they tie management pay to results, can increase the number of shares outstanding when paid, and therefore affect shareholder value and incentives.

vesting schedule financial

"subject to a vesting schedule"

A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

average fair market value financial

"average fair market value of a share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares and performance units did FOSL Chief Digital Officer Antonio Carriero report?

Antonio Carriero reported 66,666 shares of Common Stock and Performance Stock Units underlying 69,999 and 150,000 Common Stock shares, all held directly, dated October 5, 2026.

What share-price thresholds apply to Antonio Carriero's FOSL PRSUs?

For the 70,000 PRSUs granted April 15, 2025, annual vesting shares increase 20% when average fair market value is between $3.50 and $4.99, 30% between $5.00 and $6.49, and 50% at $6.50 or above. For the 100,000 PRSUs granted April 15, 2026, the respective ranges are $4.25 to $5.99, $6.00 to $7.74, and $7.75 or above.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/14/2026 - 05:48 PM EDT Accepted by SEC EDGAR 10/14/2026 - 05:48 PM EDT Learn about SEC filing dates

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Carriero Antonio

(Last) (First) (Middle)

901 S. CENTRAL EXPY

(Street)

RICHARDSON TEXAS 75080

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
10/05/2026

3. Issuer Name and Ticker or Trading Symbol
Fossil Group, Inc. [ FOSL ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Digital Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	66,666(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(2)	(2)	Common Stock	69,999(2)	(2)	D
Performance Stock Units	(3)	(3)	Common Stock	150,000(3)	(3)	D

Explanation of Responses:

1. Restricted Stock Units subject to a vesting schedule.

2. On April 15, 2025, the Issuer granted 70,000 PRSUs to the reporting person under the Issuers 2024 Long-Term Incentive Plan. These PRSUs will vest into shares of Common Stock of the Issuer on a 1-for-1 basis yearly, in three equal installments. Each yearly vest is subject to an increase in the number of shares to be issued based on the average fair market value of a share of the Common Stock over the last thirty consecutive trading days of the most recent calendar year prior to the vesting date. If the average fair market value is between $3.50 to $4.99, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 20%. If the average fair market value is between $5.00 and $6.49, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 30%. If the average fair market value is $6.50 or above, the number of shares issued upon an annual vesting of PRSUs will be increased by 50%.

3. On April 15, 2026, the Issuer granted 100,000 PRSUs to the reporting person under the Issuers 2024 Long-Term Incentive Plan. These PRSUs will vest into shares of Common Stock of the Issuer on a 1-for-1 basis yearly, in three equal installments. Each yearly vest is subject to an increase in the number of shares to be issued based on the average fair market value of a share of the Common Stock over the last thirty consecutive trading days of the most recent calendar year prior to the vesting date. If the average fair market value is between $4.25 to $5.99, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 20%. If the average fair market value is between $6.00 and $7.74, the number of shares to be issued upon an annual vesting of PRSUs will be increased by 30%. If the average fair market value is $7.75 or above, the number of shares issued upon an annual vesting of PRSUs will be increased by 50%.

Remarks:

	/s/ Antonio Carriero	10/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)