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.
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.
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.
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.
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.
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.
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.
Fossil Group, Inc. filed an S-3 shelf registration to offer up to $150,000,000 of securities, including senior debt, common and preferred stock, depositary shares, warrants and units. The filing also includes a sales agreement prospectus supplement for an at-the-market offering of up to $50,000,000 of common stock through Maxim Group LLC, which is included within the $150,000,000 shelf capacity.
The company states it may sell securities from time to time using various methods, and expects to use any net proceeds for general corporate purposes, which may include repayment or refinancing of borrowings, working capital, capital expenditures, investments and acquisitions.
Fossil’s common stock trades on Nasdaq as “FOSL”; the last reported sale price was $2.31 per share on November 12, 2025. Shares outstanding were 54,640,589 as of November 12, 2025. The company also has warrants outstanding exercisable for 2,500,000 shares at an exercise price of $0.01 per share, subject to a 9.99% beneficial ownership limitation.
Fossil Group, Inc. reported third‑quarter results in its 10‑Q. Net sales were $270.201 million versus $287.819 million a year ago. Operating loss was $21.680 million, and net loss attributable to Fossil was $39.869 million (basic and diluted EPS $(0.76)), compared with a $32.031 million loss last year.
Year to date, net sales were $723.882 million and operating loss was $19.939 million, with a net loss of $59.739 million. Cash and cash equivalents were $79.216 million and long‑term debt was $169.064 million as of October 4, 2025. Net cash used in operating activities for the year‑to‑date period was $73.098 million.
Watches remained the core category, accounting for 83.6% of Q3 revenue, including $222.204 million from traditional watches. On August 13, 2025, the company exchanged 2,500,000 common shares for pre‑funded warrants exercisable at $0.01 per share, subject to a 9.99% beneficial ownership limit. Shares outstanding were 54,640,589 as of November 4, 2025.
Fossil Group, Inc. furnished a Form 8-K under Item 2.02 announcing it issued a press release with financial results for the fiscal quarter ended October 4, 2025. The press release is attached as Exhibit 99.1 and the information is being furnished, not filed, under the Exchange Act.
The company’s securities listed include Common Stock (ticker FOSL) and 7.00% Senior Notes due 2026 (ticker FOSLL) on The Nasdaq Stock Market LLC.
Fossil Group (FOSL) announced a key restructuring milestone. The U.S. Bankruptcy Court for the Southern District of Texas granted a Chapter 15 recognition order tied to the company’s ongoing restructuring of its 7.00% Senior Notes due 2026. This recognizes in the U.S. the UK court-approved restructuring plan under Part 26A of the UK Companies Act.
The High Court of Justice of England and Wales approved the plan on November 10, 2025, and the company expects to distribute the securities issuable upon the cancellation of the Notes in the next few days. This step aligns the cross‑border process, allowing the UK plan to take effect in the U.S. and facilitating completion of the debt restructuring.