FOSL Fossil Group Inc

Fossil Group, Inc. (“Fossil” or “the Company”, NASDAQ: FOSL) today issued the following statement in response to notice that The Buxton Helmsley Group, Inc. (“BHG”) has nominated four candidates to the Fossil Board of Directors (the “Board”) at the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”).

Fossil’s Board and management team are committed to serving the best interests of the Company and its stockholders. We regularly engage with stockholders and welcome constructive feedback on our shared goal of driving sustained stockholder value. Since September 15, 2023, the date of BHG’s first letter to the Company, Fossil has repeatedly offered to engage with BHG, but each offer was rejected by BHG. All correspondence between Fossil and BHG to date is included herein for reference. With respect to BHG's meritless allegations regarding the Company's accounting policies, the Company hereby confirms Fossil's financial statements are U.S. GAAP-compliant and audited by an independent auditor.

Fossil has an experienced, highly qualified and diverse Board focused on the Company’s strategic growth initiatives, including the ongoing transformation of its business, and long-term value creation for its stockholders. As part of its ongoing efforts, the Nominating and Corporate Governance Committee regularly considers Board composition and refreshment, having added three independent directors within the last four years.

The Board will review the nominations submitted by BHG consistent with its established Nominating and Corporate Governance Committee process. The date of the Annual Meeting has not yet been announced. Fossil stockholders are not required to take any action at this time.

About Fossil Group, Inc.

Fossil Group, Inc. is a global design, marketing, distribution and innovation company specializing in lifestyle accessories. Under a diverse portfolio of owned and licensed brands, our offerings include traditional watches, smartwatches, jewelry, handbags, small leather goods, belts and sunglasses. We are committed to delivering the best in design and innovation across our owned brands, Fossil, Michele, Relic, Skagen and Zodiac, and licensed brands, Armani Exchange, Diesel, DKNY, Emporio Armani, kate spade new york, Michael Kors and Tory Burch. We bring each brand story to life through an extensive distribution network across numerous geographies, categories, and channels. Certain press release and SEC filing information concerning the Company is also available at www.fossilgroup.com.    

Safe Harbor

Safe Harbor Certain statements contained herein that are not historical facts, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve a number of risks and uncertainties. The actual results of the future events described in such forward-looking statements could differ materially from those stated in such forward-looking statements. Among the factors that could cause actual results to differ materially are: risks related to the success of the Transform and Grow Plan; increased political uncertainty, the effect of worldwide economic conditions; the effect of a pandemic; significant changes in consumer spending patterns or preferences; interruptions or delays in the supply of key components or products; acts of war or acts of terrorism; loss of key facilities; data breach or information systems disruptions; changes in foreign currency valuations in relation to the U.S. dollar; lower levels of consumer spending resulting from a general economic downturn or generally reduced shopping activity caused by public safety or consumer confidence concerns; the performance of our products within the prevailing retail environment; customer acceptance of both new designs and newly-introduced product lines; changes in the mix of product sales; the effects of vigorous competition in the markets in which we operate; compliance with debt covenants and other contractual provisions and meeting debt service obligation; risks related to the success of our business strategy; the termination or non-renewal of material licenses; risks related to foreign operations and manufacturing; changes in the costs of materials and labor; government regulation and tariffs; our ability to secure and protect trademarks and other intellectual property rights; levels of traffic to and management of our retail stores; loss of key personnel and the outcome of current and possible future litigation, as well as the risks and uncertainties set forth in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”). These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Readers of this release should consider these factors in evaluating, and are cautioned not to place undue reliance on, the forward-looking statements contained herein. The Company assumes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Investor Relations Contact:

Christine Greany The Blueshirt Group (858) 722-7815 christine@blueshirtgroup.com

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