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weaknesses, goals and objectives. This level of knowledge has proven very valuable to the Company. In
determining whether to recommend a director for re-election, the Nominating and Corporate Governance
Committee also considers the director's past attendance at meetings and participation in and contributions to the
activities of the Board.
The Board and the Nominating and Corporate Governance committee aim to assemble a diverse group of
Board members and believe that no single criterion such as gender or minority status is determinative in
obtaining diversity on the Board. The Board defines diversity as differences of viewpoint, professional
experience, education and skills such as a candidate's range of experience serving on other public company
boards, the balance of the business interest and experience of the candidate as compared to the incumbent or
other nominated directors, and the need for any particular expertise on the Board or one of its committees.
Codes of Business Conduct and Ethics
The Company has adopted a Code of Conduct and Ethics that applies to directors, officers and other
employees of the Company and its subsidiaries. In addition, the Company has adopted a Code of Ethics for
Senior Financial Officers, which includes the Company's principal executive officer, principal financial officer,
and principal accounting officer. Violations of these codes may be reported to the Audit Committee. Copies of
the codes can be obtained free of charge from the Company's web site, www.fossil.com, by contacting the
Company at the address appearing on the first page of this proxy statement to the attention of Investor Relations,
or by telephone at (972) 234-2525. The Company intends to post any amendments to, or waivers from, its Code
of Conduct and Ethics that apply to its principal executive officer, principal financial officer, and principal
accounting officer on its web site at www.fossil.com.
Communication with the Board of Directors
A stockholder who wishes to communicate with the Board of Directors, or specific individual directors,
including the non-management directors as a group, may do so by writing to such director or directors in care of
Randy S. Hyne, Vice President, General Counsel and Secretary, at the address appearing on the first page of this
proxy statement. Communication(s) directed to members of the Board who are employees will be relayed to the
intended Board member(s) except to the extent that it is deemed unnecessary or inappropriate to do so pursuant
to the procedures established by a majority of the independent directors. Communications directed to
non-management directors will be relayed to the intended Board member(s) except to the extent that doing so
would be contrary to the instructions of the non-management directors. Any communication so withheld will
nevertheless be made available to any non-management director who wishes to review it.
Executive Officers
The name, age, current position with the Company, and principal occupation during the last five years of
Mr. Kosta N. Kartsotis and the year he first became an executive officer of the Company is set forth above under
the caption "Election of Directors--Directors and Nominees," and with respect to each remaining executive
officer is set forth in the following table and text:
Name
Age
Position
Livio Galanti . . . . . . . . . . .
44
Executive Vice President
Darren E. Hart . . . . . . . . . .
49
Executive Vice President, HR
Mike L. Kovar . . . . . . . . . .
50
Executive Vice President, Chief Financial Officer and Treasurer
Jennifer Pritchard . . . . . . .
53
President, Retail Division
Mark D. Quick . . . . . . . . .
63
Vice Chairman
Livio Galanti has served as Executive Vice President since August 2007. Mr. Galanti served as Senior Vice
President of Luxury Brands from December 2006 until July 2007. From November 2004 to November 2006,
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