Fossil Group Inc.

12/23/2025 | Press release | Distributed by Public on 12/23/2025 11:04

Proxy Results (Form 8-K)

Item 5.07

Submission of Matters to a Vote of Security Holders.

The Company held its 2025 Annual Meeting of Stockholders (the "Annual Meeting") on December 19, 2025 to (i) elect eight directors to the Board of Directors to serve for a term of office to expire at the annual meeting of stockholders in 2026 or until their respective successors are elected and qualified ("Proposal 1"), (ii) hold an advisory vote on executive compensation ("Proposal 2"), and (iii) ratify the appointment of Deloitte and Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 3, 2026 ("Proposal 3"). For more information about the foregoing proposals, see the Proxy Statement for the Annual Meeting.

The table below shows the final results of the voting at the Annual Meeting:

Votes in
Favor 		Votes Cast
Against 		Abstain Broker Non-Votes

Proposal 1

Pamela B. Corrie

24,156,981 444,724 2,842 8,532,453

Susie Coulter

24,168,834 432,872 2,842 8,532,452

Pamela J. Edwards

24,168,983 432,722 2,843 8,532,452

Franco Fogliato

24,174,040 427,668 2,841 8,532,451

Kevin Mansell

24,047,879 441,792 114,876 8,532,453

Marc Rey

24,060,847 428,824 114,877 8,532,452

Wendy L. Schoppert

24,169,956 431,751 2,842 8,532,451

Gail B. Tifford

24,136,668 465,037 2,842 8,532,453

Proposal 2

23,219,948 1,195,930 188,670 8,532,452

Proposal 3

32,912,123 211,398 13,479 - 
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