background image
FISCAL 2011, 2010 AND 2009 SUMMARY COMPENSATION TABLE
The following table sets forth the compensation earned by or paid to our Named Executive Officers during
fiscal years 2011, 2010 and 2009. The Named Executive Officers are our Chief Executive Officer, our Chief
Financial Officer and our three other most highly compensated executive officers who were serving as executive
officers at the end of fiscal year 2011.
Name and Principal Position
Year
Salary
($)
Bonus
($)(1)
Stock
Awards
($)(2)
Option
Awards
($)(3)
Non-Equity
Incentive Plan
Compensation
($)(4)
Change in
Pension
Value and
Nonqualified
Deferred
Compensation
Earnings
($)(5)
All Other
Compensation
($)
Total
($)
Kosta N. Kartsotis(6)
2011
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
Chief Executive Officer and
Director
2010
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
2009
-0-
-0-
-0-
-0-
-0-
-0-
-0-
-0-
Mike L. Kovar
2011 372,692
-0- 235,242 235,211
281,250
(6,674)
5,264
1,122,985
Executive Vice President, Chief
Financial Officer and
Treasurer
2010
2009
356,008
321,235
27,000
-0-
305,509
34,025
217,150
42,160
270,000
170,000
5,123
(9,404)
5,361
1,022
1,186,151
559,038
Darren E. Hart (7)
2011 233,654
300,000 801,428 275,662
337,500
-0-
233,565(8) 2,181,809
Executive Vice President, HR
Jennifer L. Pritchard
2011 549,616
-0- 344,090 344,081
416,250
-0-
364
1,654,401
President, Retail Division
2010 511,042
39,000 436,551 313,657
390,000
-0-
364
1,690,614
2009 444,060
-0- 122,490 168,638
235,000
-0-
414
970,602
Mark D. Quick
2011 630,000
100,000 557,238 557,206
640,000
-0-
4.039
2,488,483
Vice Chairman
2010 568,161
43,125 638,163 495,457
431,250
-0-
4,929
2,181,085
2009 510,196
-0- 244,980 210,798
270,000
-0-
5,027
1,241,001
(1) Discretionary bonuses were not made pursuant to any bonus plan. The bonuses listed for Messrs. Kovar and Quick and Ms. Pritchard for
2010 were paid in 2011 for fiscal 2010 performance. The bonus for Mr. Hart was a sign on bonus. Mr. Quick's 2011 bonus was a
one-time cash bonus for taking on additional responsibilities that were previously handled by our Chief Operating Officer, who left in
December 2010.
(2) Consists of awards of restricted stock units granted pursuant to the 2008 Incentive Plan. All awards granted in 2011 vest pro-rata over
three years, except for one grant to Mr. Hart that vests on March 15, 2012. All other awards vest in equal 20% installments over 5 years,
except for two separate 2010 grants to Messrs. Kovar and Quick and Ms. Pritchard, which vest one third per year and one half per year,
respectively. The amounts shown were not actually paid to the Named Executive Officers. Rather, as required by the rules of the SEC,
the amounts represent the aggregate grant date fair value of the restricted stock units awarded to each of them in fiscal year 2009, 2010
and 2011. These values were determined in accordance with FASB ASC Topic 718. See Note 14, Stockholders' Equity and Benefit
Plans, in the section entitled "Stock Options and Stock Appreciation Rights" in the Notes to Consolidated Financial Statements in our
Annual Report on Form 10-K for fiscal 2011 for a discussion of the Company's determination of the aggregate grant date fair value of
these awards. The amounts reported do not include any reduction in the value of the awards for the possibility of forfeiture.
(3) Consists of awards of stock appreciation rights granted pursuant to the 2008 Incentive Plan. The amounts shown were not actually paid
to the Named Executive Officers. Rather, as required by the rules of the SEC, the amounts represent the aggregate grant date fair value of
the stock appreciation rights awarded to each of them in fiscal years 2009, 2010 and 2011. These values were determined in accordance
with FASB ASC Topic 718. See Note 14, Stockholders' Equity and Benefit Plans, in the section entitled "Stock Options and Stock
Appreciation Rights" in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for fiscal 2011 for the
assumptions used in determining the aggregate grant date fair value of these awards. The amounts reported do not include any reduction
in the value of the awards for the possibility of forfeiture.
(4) The amounts shown were earned in the fiscal year listed, but paid in the first quarter of the following fiscal year. Mr. Hart's bonus was
guaranteed as part of his offer letter to join the Company.
(5) Represents earnings or losses on balances under the Third Amended and Restated Fossil, Inc. and Affiliates Deferred Compensation
Plan. For a description of the plan, see "Fiscal 2011 Nonqualified Deferred Compensation Plan--Deferred Compensation Plan."
(6) Mr. Kartsotis refused all forms of compensation for fiscal years 2009, 2010 and 2011. Mr. Kartsotis is one of the initial investors in the
Company and expressed his belief that his primary compensation is met by continuing to drive stock price growth.
(7) Mr. Hart joined the Company in June 2011.
(8) Includes reimbursement of $223,025 in moving expenses and $2,646 for COBRA.
29