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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. 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.

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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.

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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.

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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.

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Fossil Group, Inc. announced that the High Court of Justice of England and Wales sanctioned a restructuring plan under Part 26A for the Company’s 7.00% Senior Notes due 2026.

Implementation of the plan will cancel the 2026 Notes and the Company will issue two new secured tranches: 9.500% First-Out First Lien Secured Senior Notes due 2029 and 7.500% Second-Out Second Lien Secured Senior Notes due 2029. The plan was pursued through subsidiary Fossil (UK) Global Services Ltd. Fossil furnished a press release as Exhibit 99.1.

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Fossil Group, Inc. announced that creditors of its subsidiary’s US $150,000,000 7.00% Senior Notes approved a restructuring plan under Part 26A of the UK Companies Act. Approval required at least 75% in value of notes held by creditors present and voting; 82.88% by value were present at the meeting.

With creditor approval secured, a sanction hearing before the High Court of Justice of England and Wales is expected on November 10, 2025 in London, where the Court will consider the Plan Company’s application to sanction the restructuring plan.

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Fossil Group, Inc. announced milestones in the proposed UK court process to restructure its US $150,000,000 7.00% Senior Notes due November 30, 2026. A single creditor meeting on November 6, 2025 will consider the Part 26A restructuring plan.

Access to evidence for eligible noteholders will be available on November 7, 2025, ahead of a sanction hearing expected at the High Court in London on November 10, 2025, with the exact time and location to be confirmed that day. The company furnished a press release as Exhibit 99.1 under Item 7.01.

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Fossil Group, Inc. reported it has received the requisite consents from holders of its 7.00% Senior Notes due 2026 to adopt proposed amendments to the notes’ indenture, and executed a Third Supplemental Indenture that became effective on October 22, 2025.

The amendments change the governing law of the notes and indenture to the laws of England and Wales and delete the exchange listing covenant.

The company also announced that its UK affiliate will proceed with an English law restructuring plan under Part 26A to implement a restructuring of the notes as described in its prospectus. In addition, Fossil extended the expiration of its Exchange Offer and concurrent Rights Offering to 5:00 p.m. New York City time on November 10, 2025, with all other terms remaining in effect.

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Fossil Group (FGI) issued a prospectus supplement outlining its UK court-supervised Restructuring Plan and further extended its exchange offer for 7.00% Senior Notes due 2026 to 22 October 2025. Because the Minimum Tender Condition remains unmet, the company is advancing the plan under Part 26A of the UK Companies Act in parallel until the exchange closes.

The supplement provides the Explanatory Statement and voting mechanics. Key dates include a Record Date of 27 October 2025, a Plan Meeting on 6 November 2025, a Sanction Hearing on or around 10 November 2025, an anticipated Plan Effective Date on or around 11 November 2025, and a Restructuring Effective Date on or around 13 November 2025.

The transactions contemplate issuance of First-Out Notes, Second-Out Notes, warrants, and, for certain participants, common stock, alongside a new money offering. The company states net cash proceeds from the new money will be used to repay borrowings under the New ABL Facility and for working capital.

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Fossil Group, Inc. (FOSL) issued a prospectus supplement outlining a UK Companies Act Part 26A restructuring plan running in parallel with its extended exchange offer for 7.00% Senior Notes due 2026. The exchange offer has been extended until 5:00 p.m. (New York) on 22 October 2025.

The plan gives noteholders two primary paths. Those who elect to participate in the New Money Offering receive First-Out Notes, common stock and warrants. Those who do not participate receive Second-Out Notes and warrants. Under the First-Out Notes Indenture, up to $185,125,000 of 9.500% secured notes due 2029 may be issued; the Second-Out Notes Indenture provides for up to $58,457,360 of 7.500% secured notes due 2029.

Key dates include a Record Date on 27 October 2025, a Plan Meeting on 6 November 2025, a Sanction Hearing on or around 10 November 2025, an anticipated Plan Effective Date on or around 11 November 2025, and a Restructuring Effective Date on or around 13 November 2025. FGI states net cash proceeds from the New Money Offering will be used to repay borrowings under the New ABL Facility and for general purposes.

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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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