The filing discloses the approval of an amendment to a long-term incentive plan, which is a compensatory arrangement rather than a change in management personnel.

Results of Operations and Financial Condition. On August 12, 2026, Fossil Group, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended July 4, 2026. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Current Report and the accompanying exhibit are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), and are not…

Results of Operations and Financial Condition. On May 13, 2026, Fossil Group, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended April 4, 2026. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Current Report and the accompanying exhibit are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), and are not in…

Chief Commercial Officer — Joe Martin: Joe Martin resigned to pursue other interests.

Results of Operations and Financial Condition. On March 11, 2026, Fossil Group, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter and year ended January 3, 2026. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Current Report and the accompanying exhibit are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), a…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure set forth in

Entry into a Material Definitive Agreement. On November 13, 2025 (the “Closing Date”), following the occurrence of the “Restructuring Effective Date” in relation to the Restructuring Plan (as defined herein), Fossil Group, Inc. (the “Company”) consummated the previously announced offer to exchange (the “Exchange Offer”) its 7.00% Senior Notes due 2026 (the “Old Notes”) and its concurrent rights offering (the “Rights Offering”) pursuant to a restructuring plan under Part 26A of the UK Companie…

Results of Operations and Financial Condition. On November 13, 2025, Fossil Group, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended October 4, 2025. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Current Report and the accompanying exhibit is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or incor…

Pursuant to the Transactions, the Company issued 792,772 shares of Common Stock and 1,897,073 Warrants to the Supporting Holders on a private placement basis exempt from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) thereof. The Common Stock and the Pre-Funded Warrants (including the Common Stock issuable upon exercise of the Pre-Funded Warrants) issuable upon exercise of the Warrants will, if issued, be issued on a private placement basis exempt from the re…

Entry into a Material Definitive Agreement. On November 13, 2025, Fossil Group, Inc. (the “Company”) entered into an Equity Distribution Agreement (the “Agreement”) with Maxim Group LLC (“Maxim”) to create an at-the-market equity program. Under the Agreement, the Company may offer and sell its common stock, par value $0.01 per share, from time to time having an aggregate offering amount of up to $50,000,000 (the “Shares”) during the term of the Agreement through Maxim, as sales agent. The Com…

Other Events. On November 12, 2025, Fossil Group, Inc. (the “Company”) announced that the United States Bankruptcy Court for the Southern District of Texas has granted a Chapter 15 recognition order (the “Chapter 15 Order”) in connection with the Company’s ongoing restructuring of its 7.00% Senior Notes due 2026 (the “Notes”) issued by the Company. The Chapter 15 Order recognizes and gives effect in the United States to the restructuring plan under Part 26A of the UK Companies Act 2006 (as am…

Other Events. On November 10, 2025, Fossil Group, Inc. (the “Company”) issued a press release announcing that its subsidiary, Fossil (UK) Global Services Ltd, has been granted an order from the High Court of Justice of England and Wales sanctioning the restructuring plan under Part 26A of the UK Companies Act 2006 (as amended) (the “Restructuring Plan”) in respect of the 7.00% Senior Notes due 2026 issued by the Company (the “Notes”). Implementation of the Restructuring Plan will result in th…

Regulation FD Disclosure. On November 6, 2025, Fossil Group, Inc. (the “Company”) issued a press release announcing that its subsidiary, Fossil (UK) Global Services Ltd (the “Plan Company”) held a single meeting (the “Plan Meeting”) of such persons who are or may be creditors of the Plan Company (the “Plan Creditors”) in respect of the Company’s US $150,000,000 7.00% Senior Notes (the “Notes”), at which its restructuring plan pursuant to Part 26A of the Companies Act 2006 (as amended) (the “R…

Regulation FD Disclosure. On November 4, 2025, Fossil Group, Inc. (the “Company”) issued a press release announcing that, in connection with the previously announced single meeting (the “Plan Meeting”) to be held on Thursday, November 6, 2025, in respect of the Company’s US $150,000,000 7.00% Senior Notes due November 30, 2026 (the “Notes”), access to evidence filed by the Fossil (UK) Global Services Ltd (the “Plan Company”), a subsidiary of the Company, will be available to persons who are o…

Entry into a Material Definitive Agreement. In connection with the previously announced exchange offer (the “Exchange Offer”) and consent solicitation (the “Consent Solicitation”), Fossil Group, Inc. (the “Company”) received, as of 5:00 p.m. New York City time on October 22, 2025, the requisite number of consents from holders (the “Holders”) of the Company’s 7.00% Senior Notes due 2026 (the “Old Notes”) to adopt certain proposed amendments (the “UK Proceeding Amendments”) to the indenture gov…

Material Modification to Rights of Security Holders. The information contained in

Other Events. On October 23, 2025, the Company issued a press release announcing that, in connection with the Exchange Offer and Consent Solicitation with respect to its Old Notes (i) it had received the requisite consents to amend the Old Notes Indenture with the proposed UK Proceeding Amendments and (ii) the Plan Company will proceed with utilizing an English law restructuring plan pursuant to Part 26A of the Companies Act 2006 (as amended) proposed by the Plan Company to implement a restru…

Other Events. Further Extension of Exchange Offer, Update on UK Proceeding and Statement Regarding Media Report On October 16, 2025, Fossil Group, Inc. (the “Company”) issued a press release, announcing that, in connection with its previously announced offer to exchange (the “Exchange Offer”) and consent solicitation (the “Consent Solicitation”) with respect to its 7.00% Senior Notes due 2026 (the “Old Notes”), it has extended the expiration of the Exchange Offer, Consent Solicitation and its…

by reference. Prospectus Supplement In connection with the Transactions, the Company filed a Registration Statement on Form S-3, including the prospectus contained therein, as amended and supplemented (Registration Statement No. 333-290139) (the “S-3 Registration Statement”), and a Registration Statement on Form S-4, including the prospectus contained therein, as amended and supplemented (Registration Statement No. 333-290141) (the “S-4 Registration Statement” and together with the S-3 Regist…

Other Events. On September 25, 2025, Fossil Group, Inc. (the “Company”) issued a press release, announcing that its Registration Statement on Form S-3, as amended (Registration Statement No. 333-290139) and its Registration Statement on Form S-4, as amended (Registration Statement No. 333-290141) filed in connection with the Company’s offer to exchange any and all of its 7.00% Senior Notes due 2026 and concurrent consent solicitation and rights offering were declared effective by the U.S. Sec…

Entry into a Material Definitive Agreement. Transaction Support Agreement On August 13, 2025, Fossil Group, Inc. (the “Company”), Fossil (UK) Global Services Ltd. (“Fossil UK”), and certain direct and indirect subsidiaries of the Company identified therein (collectively, the “Company Parties”) entered into a Transaction Support Agreement (the “Transaction Support Agreement”) with certain holders (the “Consenting Noteholders”) representing ownership of approximately 59% of the aggregate princi…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure set forth in

The Company will issue the Common Stock, the New Warrants and the Common Stock and prefunded warrants (including Common Stock issuable upon exercise of the prefunded warrants) issuable upon exercise of the New Warrants pursuant to the Private Exchange in a private transaction exempt from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) thereof.

Termination of a Material Definitive Agreement. On August 13, 2025, concurrently with the Company’s entry into the Credit Agreement, the Company voluntarily terminated its existing secured asset-based revolving credit agreement dated September 26, 2019 (as was amended from time to time) by and among the Company and Fossil Partners L.P., Fossil Group Europe GmbH, Fossil Asia Pacific Limited, Fossil (Europe) GmbH, Fossil (UK) Limited and Fossil Canada Inc, certain other subsidiaries of the Comp…

Results of Operations and Financial Condition. On August 13, 2025, Fossil Group, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended July 5, 2025. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Current Report and the accompanying exhibit is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or incorporat…