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This proxy statement (the "Proxy Statement") and accompanying form of proxy are being mailed on or
about April 23, 2012. The accompanying Annual Report to Stockholders (the "Annual Report") covering the
Company's fiscal year ended December 31, 2011 does not form any part of the materials for solicitation of
Management does not intend to present any business at the Annual Meeting for a vote other than the matters
set forth in the Annual Meeting Notice and has no information that others will do so. If other matters requiring a
vote of the stockholders properly come before the Annual Meeting, it is the intention of the persons named in the
accompanying form of proxy to vote the shares represented by the proxies held by them in accordance with
applicable law and their judgment on such matters.
Any stockholder of the Company giving a proxy may revoke the proxy at any time before its exercise by
voting in person at the Annual Meeting, by delivering a duly executed proxy bearing a later date or by giving
written notice of revocation to the Company addressed to Randy S. Hyne, Vice President, General Counsel and
Secretary, Fossil, Inc., 901 S. Central Expressway, Richardson, Texas 75080. No such revocation shall be
effective, however, unless the notice of revocation has been received by the Company at or prior to the Annual
In addition to the solicitation of proxies by use of the mail, officers and employees of the Company may
solicit proxies, either through personal contact or by mail, telephone or other electronic means. These officers
and employees will not receive additional compensation for soliciting proxies, but will be reimbursed for
out-of-pocket expenses. Brokerage houses and other custodians, nominees, and fiduciaries, with shares of the
Company's common stock, par value $0.01 per share (the "Common Stock"), registered in their names, will be
requested to forward solicitation materials to the beneficial owners of such shares of Common Stock.
The cost of preparing, printing, assembling, and mailing the Annual Report, this Proxy Statement, and the
form of proxy, as well as the reasonable costs of forwarding solicitation materials to the beneficial owners of
shares of Common Stock, and other costs of solicitation, will be borne by the Company.
With respect to eligible stockholders who share a single address, we are sending only one proxy statement to
that address unless we received instructions to the contrary from any stockholder at that address. This practice,
known as "householding," is designed to reduce our printing and postage costs. However, if a stockholder of
record residing at such address wishes to receive a separate proxy statement in the future, he or she may contact
Investor Relations, Fossil, Inc., 901 S. Central Expressway, Richardson, Texas 75080 or call (972) 234-2525 and
ask for Investor Relations. Eligible stockholders of record receiving multiple copies of our proxy statement can
request householding by contacting us in the same manner. Stockholders who own shares through a bank, broker
or other nominee can request householding by contacting the nominee.
We hereby undertake to deliver promptly, upon written or oral request, a copy of the proxy statement to a
stockholder at a shared address to which a single copy of the document was delivered. Requests should be
directed to the address or phone number set forth above.
The record date for the determination of stockholders entitled to notice of and to vote at the Annual Meeting
is the close of business on March 30, 2012 (the "Record Date"). On the Record Date, there were 61,795,550
shares of Common Stock issued and outstanding.
Each holder of Common Stock is entitled to one vote per share on all matters to be acted upon at the
meeting and neither the Company's Third Amended and Restated Certificate of Incorporation (the "Charter") nor
its Third Amended and Restated Bylaws (the "Bylaws"), allow for cumulative voting rights. The presence, in
person or by proxy, of the holders of a majority of the issued and outstanding shares of Common Stock entitled to