Fogliato Franco 4

What Happened
Franco Fogliato, CEO and Director of Fossil Group, Inc. (FOSL), was granted a derivative equity award reported as 750,000 shares on April 15, 2026. The award was reported at $0.00 per share (an equity grant, not a purchase), so no cash changed hands on grant. The filing identifies these as performance-restricted stock units (PRSUs)/RSUs that convert to common stock only upon vesting.

Key Details

• Transaction date: April 15, 2026; Form 4 filed April 17, 2026 (timely filing).
• Reported grant: 750,000 derivative shares at $0.00 (code A — award/grant).
• Footnote details: the filing describes PRSUs — each PRSU is a contingent right to one share. A footnote states the issuer granted 500,000 PRSUs under the 2024 Long-Term Incentive Plan that vest 1-for-1 in three equal annual installments and may increase by 20%–50% depending on average year‑end share price.
• Shares owned after transaction: not specified in the provided filing details.
• No sale or cash exercise occurred; this is an award subject to vesting and performance conditions.

Context
PRSUs are contingent awards that convert to actual shares only if vesting and any performance conditions are met. This grant does not represent immediate ownership of tradable shares or an open-market purchase/sale; instead it gives the CEO potential future shares if vesting and performance criteria are satisfied.