Current Report Filing (8-k)
30 Dezembro 2022 - 11:01AM
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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): December
30, 2022
FOSSIL GROUP,
INC.
(Exact name of registrant as specified in its charter)
Delaware |
001-41040 |
75-2018505 |
(State or other jurisdiction of
incorporation or organization) |
(Commission File Number) |
(IRS Employer
Identification No.) |
901 S. Central Expressway
Richardson, Texas
(Address of principal executive offices) |
75080
(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 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On
December 30, 2022, the Compensation and Talent Management Committee (the “Committee”) of the Board of Directors of Fossil
Group, Inc. (the “Company”) approved a base salary of $1,100,000 for Mr. Kosta N. Kartsotis, the Company's Chairman of the
Board and Chief Executive Officer (“CEO”). Mr. Kartsotis has served as CEO since October 2000 and Chairman of the Board
since May 2010. Mr. Kartsotis will be eligible to participate in the Company's 2020 Cash Incentive Plan for the 2023 fiscal year with
a target bonus percentage of 130%. The Committee did not approve any equity grants under the Company's long-term incentive plan
for Mr. Kartsotis at this time. Mr. Kartsotis is an at-will employee of the Company and is eligible for the same health and welfare
benefit programs as the Company's other U.S. employees as well as perquisites disclosed in the Company’s proxy statement on Schedule
14A filed with the Securities and Exchange Commission on April 7, 2022.
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:
December 30, 2022 |
|
|
| |
|
|
| |
FOSSIL
GROUP, INC. |
| |
|
|
| |
|
|
| |
By: |
/s/
Sunil M. Doshi |
| |
|
Sunil
M. Doshi |
| |
|
Executive
Vice President, Chief Financial Officer and Treasurer |
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