Fossil Group, Inc.: stockholders approve amendment to 2024 long-term incentive plan

What happened

• The company held its 2026 annual meeting of stockholders on Oct 2, 2026 and stockholders approved the First Amendment to the Fossil Group, Inc. 2024 Long-Term Incentive Plan. The board had previously approved the amendment, subject to stockholder approval.
• At the meeting, stockholders also elected seven directors to the board for a term of one year or until their successors are elected and qualified.

Key details

• Proposal 3 (approval of the First Amendment to the 2024 Long-Term Incentive Plan) received 25,772,703 votes in favor, 9,297,555 votes against, 71,878 abstentions and 8,117,142 broker non-votes.
• Proposal 2 (advisory vote on executive compensation) received 21,811,253 votes in favor, 2,309,066 votes against, 1,021,818 abstentions and 8,117,141 broker non-votes.
• Proposal 4 (ratification of Deloitte and Touche LLP as independent auditor for the fiscal year ending Jan 2, 2027) received 42,881,357 votes in favor, 296,757 votes against and 81,164 abstentions.
• The seven directors elected were Susie Coulter, Sebastian J. DiGrande, Pamela J. Edwards, Franco Fogliato, Chandhu Nair, Marc Rey and Wendy L. Schoppert.

Why it may matter

• Item 5.02 reports the board-approved and stockholder-approved First Amendment to the Fossil Group, Inc. 2024 Long-Term Incentive Plan, and Item 5.07 reports the submission of matters to a vote of security holders, including director elections, the advisory vote on executive compensation, approval of the amendment and ratification of the independent auditor. A filing does not show why the insider traded or why the company acted.