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): ~~November~~January 710, ~~2024~~2025

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,	Texas	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

7.00% Senior Notes due 2026

FOSLL

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 25.02 ~~Results~~ Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Certain ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On ~~November 7~~January 10, ~~2024~~2025, Fossil Group, Inc. (the “Company”) ~~issued~~informed aJeffrey ~~press~~N. ~~release~~Boyer, ~~announcing~~Chief ~~financial~~Operating ~~results~~Officer, ~~for~~that his position with the ~~fiscal~~Company ~~quarter~~was ~~ended~~being ~~September 28,~~eliminated ~~2024. A~~in ~~copy~~connection ofwith the ~~press~~Company’s ~~release~~ongoing isTransform ~~attached~~and ~~hereto~~Grow asstrategy. Mr. ~~Exhibit 99~~Boyer will remain employed with the Company through January 17, 2025.1 Mr. Boyer’s responsibilities will be assumed by other officers at the Company.

~~The~~Mr. ~~information~~Boyer inhad ~~this~~previously ~~Current~~entered ~~Report~~into ~~and~~an ~~the~~Executive ~~accompanying~~Severance ~~exhibit~~Agreement iswith ~~being furnished and shall not be deemed “filed” for purposes of Section 18 of~~ the ~~Securities~~Company ~~and Exchange Act of 1934, as amended~~ (the “~~Exchange Act~~Agreement”), orand ~~incorporated~~will byreceive ~~reference~~certain inpayments ~~any~~and ~~filing~~benefits ofin ~~the~~connection ~~Company~~with ~~under~~a ~~the~~termination ~~Securities Act~~ of ~~1933,~~service aswithout ~~amended,~~cause orunder the ~~Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Current Report in such a filing~~Agreement.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Document Description
99.1						Press Release, dated November 7, 2024, announcing financial results for the fiscal quarter ended September 28, 2024.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: November 7, 2024
Date: January 13, 2025
	FOSSIL GROUP, INC.
	By:	/s/ ~~ANDREW~~Randy ~~SKOBE~~S. Hyne
		Andrew Skobe
		Randy S. Hyne
		Interim Chief Financial Officer
		Chief Legal Officer and Secretary

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