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. CEO Franco Fogliato reported an acquisition of 72,000 shares of common stock through vesting of performance stock units. These shares relate to a grant of 180,000 performance restricted stock units (PRSUs) awarded on April 15, 2025 under Fossil’s 2024 Long-Term Incentive Plan.
The PRSUs vest annually in three equal installments on a 1-for-1 basis, subject to continued employment and share price performance ranges. On March 3, 2026, the Compensation Committee certified performance high enough to increase the first yearly installment by 20%, resulting in 72,000 shares scheduled to vest on April 15, 2026. Any PRSUs that do not meet performance criteria will be cancelled for no value.
Fossil Group, Inc. Chief Commercial Officer Joe T. Martin reported acquiring 30,000 shares of common stock on March 3, 2026 through the exercise and conversion of performance stock units. A matching 30,000 performance stock units were converted, leaving him with 82,500 performance units and 215,761 common shares held directly.
The award stems from a grant of 75,000 performance restricted stock units on April 15, 2025 under Fossil’s 2024 Long-Term Incentive Plan. These units vest in three yearly installments, with each year’s payout adjusted based on the stock’s average fair market value. The compensation committee certified that performance for the first installment supports a 20% increase, so an aggregate 75,000 shares of common stock are scheduled to vest on April 15, 2026, with units that do not meet performance criteria cancelled for no value.
Fossil Group, Inc. Chief Brand Officer Melissa B. Lowenkron reported an equity award vesting and conversion of performance stock units into common shares. On March 3, 2026, 28,001 Performance Stock Units were exercised into 28,001 shares of common stock at a cash exercise price of $0.00 per share, increasing her directly held common stock to 103,407 shares.
The Form 4 relates to a grant of 70,000 performance restricted stock units (PRSUs) awarded on April 15, 2025 under Fossil’s 2024 Long-Term Incentive Plan. These PRSUs vest in three equal yearly installments on a 1-for-1 basis into common stock, with each annual vesting subject to an increase in the number of shares issued based on the average fair market value over the last thirty trading days of the prior calendar year.
On March 3, 2026, the Compensation Committee certified that performance was sufficient for the first yearly installment vesting on April 15, 2026 to be increased by 20%, so that an aggregate of 70,000 shares of common stock will be issued on that vesting date, while PRSUs that did not meet performance criteria will be cancelled for no value.
Fossil Group, Inc. CFO Randy J. Greben reported an acquisition of shares through a performance-based equity award. On March 3, 2026, 28,001 performance stock units were exercised at $0.00 per unit, converting into 28,001 shares of common stock held directly, following a prior grant of 70,000 performance restricted stock units on April 15, 2025.
These PRSUs vest yearly in three equal installments on a 1-for-1 basis into common shares, with each vesting amount subject to potential increases of 20%, 30%, or 50% based on the average share price over the last thirty trading days of the prior calendar year. The compensation committee certified that performance for the first yearly installment, vesting April 15, 2026, met the criteria for a 20% increase, so 70,000 shares will be issued on that vesting date and any PRSUs that do not meet performance criteria will be cancelled for no value.
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.
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.
Fossil Group, Inc. (FOSL) director reported a purchase of company stock. On 11/21/2025, the reporting person bought 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.
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.
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.