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Fossil Group, Inc. Board/Management Information 2026

Apr 27, 2026

33932_rns_2026-04-27_75f567cd-f598-4ab8-8e30-7885c5bde875.zip

Board/Management Information

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2026

FOSSIL GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-41040 75-2018505
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
901 S. Central Expressway — Richardson, 75080
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: ( 972 ) 234-2525

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class Ticker Symbol Name of each exchange on which registered
Common Stock, par value $0.01 per share FOSL The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 24, 2026, Joe Martin informed Fossil Group, Inc. (the “Company”) of his decision to resign from his position as Chief Commercial Officer of the Company to pursue other interests. Mr. Martin’s last day of employment with the Company will be May 8, 2026. Franco Fogliato, Chief Executive Officer, will assume Mr. Martin’s responsibilities effective immediately. Mr. Fogliato was previously responsible for the Company’s commercial sales organization from the time he joined the Company until Mr. Martin’s hiring. The Company has initiated a search for a successor to Mr. Martin.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 27, 2026
FOSSIL GROUP, INC.
By: /s/ Randy S. Hyne
Randy S. Hyne
Chief Legal Officer and Secretary