Filing Details
- Accession Number:
- 0001085146-25-002872
- Form Type:
- 13G Filing
- Publication Date:
- 2025-05-08 20:00:00
- Filed By:
- Miller Value Partners
- Company:
- Fossil Group Inc. (NASDAQ:FOSL)
- Filing Date:
- 2025-05-09
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Beneficially Owned Number of Shares | Beneficially Owned Number of Aggregate Shares | Percent of Class |
|---|---|---|---|
| MILLER VALUE PARTNERS, LLC | 0 | 3,135,725 | 5.888% |
| WILLIAM H. MILLER IV | 0 | 3,135,725 | 5.888% |
Filing
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Fossil Group, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
34988V106 (CUSIP Number) |
02/04/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
|
 Rule 13d-1(c)
|
| Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | 34988V106 |
| 1 | Names of Reporting Persons
MILLER VALUE PARTNERS, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,135,725.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
5.888 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA |
Comment for Type of Reporting Person: 3,135,725 shares of common stock are owned by clients of Miller Value Partners, LLC, a registered investment adviser. William H. Miller IV is the control person of Miller Value Partners, LLC and therefore deemed to be beneficial owner of same.
SCHEDULE 13G
|
| CUSIP No. | 34988V106 |
| 1 | Names of Reporting Persons
WILLIAM H. MILLER IV | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,135,725.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
5.888 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, IN |
Comment for Type of Reporting Person: 3,135,725 shares of common stock are owned by clients of Miller Value Partners, LLC, a registered investment adviser. William H. Miller IV is the control person of Miller Value Partners, LLC and therefore deemed to be beneficial owner of same.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
Fossil Group, Inc. | |
| (b) | Address of issuer's principal executive offices:
901 S CENTRAL EXPRESSWAY
RICHARDSON, TEXAS
75080 | |
| Item 2. | ||
| (a) | Name of person filing:
MILLER VALUE PARTNERS, LLC
WILLIAM H. MILLER IV | |
| (b) | Address or principal business office or, if none, residence:
50 S. LEMON AVE #302
SARASOTA, Florida
34236 | |
| (c) | Citizenship:
MILLER VALUE PARTNERS, LLC - DELAWARE
WILLIAM H. MILLER IV - UNITED STATES | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
34988V106 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
3135725 | |
| (b) | Percent of class:
5.888 %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
MILLER VALUE PARTNERS, LLC - 0
WILLIAM H. MILLER IV - 0 | ||
| (ii) Shared power to vote or to direct the vote:
MILLER VALUE PARTNERS, LLC - 3,135,725
WILLIAM H. MILLER IV - 3,135,725 | ||
| (iii) Sole power to dispose or to direct the disposition of:
MILLER VALUE PARTNERS, LLC - 0
WILLIAM H. MILLER IV - 0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
MILLER VALUE PARTNERS, LLC - 3,135,725
WILLIAM H. MILLER IV - 3,135,725 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Various accounts managed by Miller Value Partners, LLC have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities. No such account individually owns more than 5% of the outstanding shares. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Please see Exhibit A. | ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Comments accompanying signature: Christopher Anderson, on behalf of: Miller Value Partners, LLC; and WilliamH. Miller IV, by Power of Attorney attached hereto
Exhibit Information
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Exhibit A
Joint Filing Agreement
Miller Value Partners, LLC (an investment adviser registered under the Investment Advisers Act of 1940) and its control person,William H. Miller IV, hereby agree to file jointly the statement on Schedule 13G to which this Agreement is attached, and anyamendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Securities Exchange Act of 1934.
It is understood and agreed that each of the parties hereto is responsible for the timely filing of such statement and any amendmentsthereto, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not
responsible for the completeness or accuracy of information concerning the other party unless such party knows or has reason tobelieve that such information is inaccurate.
Miller Value Partners, LLC
Date: 5/9/2025
Signature: /s/ Christopher Anderson
Name & Title: Christopher Anderson, Chief Compliance Officer
William H. Miller IV
Date: 5/9/2025
Signature: /s/ Christopher Anderson
Duly authorized under the Power of Attorney effective as of July 23, 2024 (Exhibit B)
Exhibit B
POWER OF ATTORNEY
Effective as of the date hereof, the undersigned does hereby appoint Christopher B. Anderson, with full power of substitution, withfull power and authority to execute such documents and to make such regulatory or other filings and amendments thereto as shallfrom time to time be required pursuant to the Securities Exchange Act of 1934, as amended, any rules or regulations adoptedthereunder, and such other U.S. and non-U.S. laws, rules or regulations as shall from time to time be applicable in respect of thebeneficial ownership of securities directly or indirectly attributable to the undersigned. I hereby ratify and confirm all that saidattorney-in-fact or his substitutes may do or cause to be done by virtue hereof.
This Power of Attorney shall remain in full force and effect only for such time as Christopher B. Anderson shall continue to be anofficer of Miller Value Partners, LLC, provided that, notwithstanding the foregoing, this Power of Attorney may be revoked at anytime by the undersigned in writing.
This Power of Attorney has been executed as of July 23, 2024.
By: /s/ William H. Miller IV |