Fossil Group, Inc. — Director's Dealing 2016

Jul 19, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fossil Group, Inc. (FOSL)
CIK: 0000883569
Period of Report: 2016-07-15

Reporting Person: Evans Steve Andrew (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-07-15	Common Stock	A	13988	—	Acquired	30699	Direct
2016-07-15	Common Stock	F	576	—	Disposed	30123	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-07-15	Stock Appreciation Right	$29.49	A	48134	Acquired	2024-07-15	Common Stock (48134)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Appreciation Right	$101.365	2022-07-15	Common Stock (5101)	5101	Direct
Stock Appreciation Right	$80.215	2023-03-15	Common Stock (5295)	5295	Direct
Stock Appreciation Right	$47.985	2024-03-15	Common Stock (10287)	10287	Direct

Footnotes

F1: Restricted Stock Units that shall become vested and convertible into shares of Common Stock as to 1/3 on 7/15/17; as to 1/3 on 7/15/18; as to 1/3 on 7/15/19, cumulatively.

F2: After giving effect to the grant of Restricted Stock Units reported herein, includes 28,984 Restricted Stock Units and also includes 344 shares held through a 401(k) plan account as of 7/7/16.

F3: Exercisable as to 1/3 on 7/15/17, 1/3 on 7/15/18, and 1/3 on 7/15/19, cumulatively.

F4: Not Applicable.