UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

October 28, 2015

COMMISSION FILE NO. 1 - 10421

LUXOTTICA GROUP S.p.A.

Piazzale Cadorna 3, MILAN, 20123 ITALY
(Address of principal executive office)

Set forth below is the text of a press release issued on October 26, 2015

Growth in sales and profitability continues into the third quarter of 2015, record free cash flow generation3

Group’s adjusted3,5 net sales up by 15.4% to Euro 2.2 billion

Adjusted3,5 net income of Euro 209 million (+21%)
Free cash flow3 generation up by 25% to Euro 396 million

·                 Group’s adjusted3,5 net sales +15.4% (+5.5% at constant exchange rates2) to Euro 2.2 billion

–          Wholesale division’s net sales +10.1% (+6.8% at constant exchange rates2) to Euro 826 million

–          Retail division’s adjusted3,5 net sales +18.8% (+4.7% at constant exchange rates2) to Euro 1.4 billion

·                 Adjusted3,5 operating income +18.6%, adjusted3,5 operating margin up by 50 bps to 16%

·                 Adjusted3,5 net income of Euro 209 million and adjusted3,5 net margin of 9.5%

·                 Record free cash flow3 generation: Euro 396 million

·                 Capex up by 20% to support long-term growth

Milan, October 26 2015 – The Board of Directors of Luxottica Group S.p.A. (MTA: LUX; NYSE: LUX), a leader in the design, manufacture and distribution of fashion, luxury and sports eyewear, met today to review the consolidated net sales and preliminary results for the third quarter and the nine months ended September 30, 2015 in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (IFRS).

Third quarter of 20151

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First nine months of 20151

During the third quarter of 2015, Luxottica maintained its growth trajectory in key markets, in line with the trends experienced in the first half of the year. Solid demand for the latest sun collections in North America and Europe, Sunglass Hut and LensCrafters’ buoyant performance and the continued expansion in new markets were the biggest contributors in the quarter. The Group continues to use speed and flexibility to achieve its strategic objectives and to benefit and drive the structural growth of the global eyewear market.

In a rapidly changing and more challenging macroeconomic environment, Luxottica posted adjusted3,5 net sales year-to-date of approximately Euro 7 billion, representing a 19.7% increase on a year-over-year basis. The pursuit of efficiencies and cost management helped Luxottica improve adjusted3,5 operating margin by 110 basis points, while adjusted3,5 net income grew by 29.7% to Euro 734 million. Strong free cash flow3 generation to approximately Euro 700 million during the past nine months, Euro 396 million generated solely in the third quarter, allows Luxottica to accelerate its investment plan and support future growth.

“It is really gratifying to see the Group continue to grow in retail, wholesale and in key markets. There is vast opportunity across the board for our business”, commented Adil Khan and Massimo Vian, Chief Executive Officers of Luxottica.

“Our eyewear collections, which continue to be among the most loved and sought-after by consumers around the world, together with the customer service we provide, drove Wholesale’s positive performance during the quarter. Similarly, our Retail business performed well with Sunglass Hut continuing to shine in the Americas, Europe and Australia, while strong performance from LensCrafters in North America helped to counter the weakness experienced in Australia and Hong Kong”.

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“Results achieved so far allow us to confidently confirm our 2015 outlook.  We expect the positive trend of organic growth to carry into 2016, with earnings continuing to grow faster than sales. Looking forward, we believe the opportunities offered by the industry, coupled with our investment plan, allow us to confirm our objective of doubling sales over the next ten years”.

Group performance for the third quarter and the first nine months of 20151

In the third quarter of 2015, the Group delivered adjusted3,5 net sales growth of 15.4% (+5.5% at constant exchange rates2) to Euro 2.2 billion. Both segments contributed to this increase, with sales up by 10.1% in the Wholesale division and by 18.8% in the Retail division on an adjusted basis3,5.

During the first nine months of the year, the Group’s adjusted3,5 net sales rose by 19.7% (+6.4% at constant exchange rates2) to approximately Euro 7 billion. Net sales increased by 13.8% for the Wholesale division and by 24.1%, on an adjusted basis3,5, for the Retail division.

Group adjusted3,5 operating income increased by 18.6% to Euro 351 million in the third quarter, with an adjusted3,5 operating margin of 16%, up by 50 bps from the third quarter of 2014. The adjusted3,5 operating margin expanded by 50 bps to 21.7% for the Wholesale division and by 50 bps to 16.2% for the Retail division.

During the first nine months of 2015, Group adjusted3,5 operating income rose by 27.8% to Euro 1.2 billion, with a 110 bps increase in adjusted3,5 operating margin reaching 17.7%. The adjusted3,5 operating margin grew by 120 bps to 25.9% in the Wholesale division and by 100 bps to 15.7% in the Retail division.

Adjusted3,5 net income for the third quarter of 2015 amounted to Euro 209 million, an increase of 20.6% from the third quarter of 2014, resulting in adjusted3,5 EPS (earnings per share) of Euro 0.44 (US$ 0.48 at the exchange rate of €/US$ of 1.1117).

In the first nine months of 2015, adjusted3,5 net income was Euro 734 million, a 29.7% increase from the first nine months of last year and resulting in adjusted3,5 EPS (earnings per share) of Euro 1.53 (US$ 1.71 at the exchange rate of €/US$ 1.1144).

Free cash flow3 generation was Euro 396 million for the three-month period ended September 30, 2015, the highest in the Group’s history in a single quarter. Net debt3 as of September 30, 2015 was Euro 1,050 million (Euro 1,447 million as of June 30, 2015), with a net debt/adjusted3,5 EBITDA ratio of 0.6x, having achieved the Group’s 2015 full-year target a full quarter in advance.

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Third quarter of 20151

Nine months of 20151

North America

North America has proven to be one of the key growth engines for the Group, with adjusted net sales3,5 increasing by 22.8% (+4.5% at constant exchange rates2) in the third quarter. Both the Wholesale and Retail divisions contributed to this solid performance with Wholesale growing by 7.0% at constant exchange rates2 in the third quarter, confirming the strong growth experienced by the division over the past year. At the same time, Retail posted excellent results with year-over-year comps4 growth of 4.5%, supported by the performance of Sunglass Hut, whose comps4 growth accelerated to 7.8% compared to the first half of 2015, and LensCrafters, posting comps4 up by 3.8% compared to the first half of 2015. The two brands benefitted from their superior levels of service, the capillarity of their store networks and their ability to anticipate the ever-changing needs and tastes of consumers.

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Europe

Europe has also proven, along with North America, to be another key engine of the Group’s net sales growth. Sales in Europe further strengthened during the quarter, growing 8.9% overall and double-digits in certain countries such as Italy, Spain, Germany and the UK. These results were enhanced by a strong summer season, the effectiveness of the capillary distribution network and the increased penetration of the STARS program, which improves the clients’ product assortment and levels of service. The Retail division, up 18.6%, benefitted from the excellent results achieved by Sunglass Hut in Continental Europe.

Asia-Pacific

Asia-Pacific sales were up 3.2% in the third quarter with double-digit growth in India and Korea and a solid contribution from Japan. The Chinese market showed a temporary slowdown due to the combined effect of the previously announced price harmonization program and the negative economic environment in Hong Kong. However, China is among the countries with the highest growth potential and currently represents only 3% of Luxottica’s aggregate net sales. October portfolio orders and the planned expansion of Sunglass Hut, with a network of twenty locations in Mainland China, leads Luxottica to be optimistic on its growth opportunities in the country, with a strong recovery in volumes anticipated in the coming months. During the third quarter, Sunglass Hut entered the Thai market with five stores and another ten openings are planned before year-end. Sunglass Hut also posted double-digit growth in comps4 in Australia as compared to the third quarter of 2014, where the re-alignment of OPSM’s optical strategy is in progress.

Latin America

During the third quarter of 2015, the Group confirmed its strong growth trend in Latin America, notwithstanding the devaluation of the Brazilian Real. Sales in the region increased by 13.6% at constant exchange rates2, mainly due to the success of the “made in Italy” collection in Brazil, continuous growth in Mexico and encouraging results in Chile and Colombia, where the Wholesale division opened two local subsidiaries earlier in the year. In Retail, GMO and Sunglass Hut recorded strong comps4 growth as compared with the third quarter of 2014.

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Results for the third quarter and nine months of 2015 will be discussed today during a conference call with the financial community starting at 1:30PM US EDT (5:30PM GMT, 6:30PM CET). The call will be available via live webcast and can be accessed at www.luxottica.com

The officer responsible for preparing the Company’s financial reports, Stefano Grassi, declares, pursuant to Article 154-bis, Section 2 of the Consolidated Law on Finance, that the accounting information contained in this press release is consistent with the data in the supporting documents, books of accounts and other accounting records.

Contacts

Alessandra Senici

Group Investor Relations and Corporate Communications Director

Tel.: +39 (02) 8633 4870

Email: InvestorRelations@luxottica.com

www.luxottica.com/en/company/investors

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Marco Catalani

Group Corporate Media Relations Senior Manager

Tel.: +39 (02) 8633 4470

Email: corporate.communication@luxottica.com

Notes on the press release

1 All comparisons, including percentage changes, are between the three-month and nine-month periods ended September 30, 2014 and September 30, 2015, respectively.

2 Figures at constant exchange rates have been calculated using the average exchange rates in effect for the corresponding period in the previous year. For further information, please refer to the attached tables.

3 EBITDA, EBITDA margin, adjusted EBITDA, adjusted EBITDA margin, adjusted net sales, adjusted operating income/profit, adjusted operating margin, free cash flow, net debt, net debt/adjusted EBITDA ratio, adjusted net income and adjusted EPS are not measures in accordance with IFRS.

4 “Comps” or “Comparable store sales” reflect the change in sales from one period to another that, for comparison purposes, includes in the calculation only stores open in the more recent period that also were open during the comparable prior period, and applies to both periods the average exchange rate for the prior period and the same geographic area.

5 The adjusted data for the three-month and nine-month periods ended September 30, 2015 (i) do not take into account  a change in the presentation of a component of EyeMed net sales that was previously included on a gross basis and is currently included on a net basis due to a change in the terms of an insurance underwriting agreement (the “EyeMed Adjustment”), resulting in a reduction to net sales on a reported basis of approximately Euro 44 million in the third quarter and approximately Euro 130 million in the first nine months and (ii) exclude the costs relating to the Oakley integration project (including minor reorganization activities across the Group) which had a Euro 13.7 million impact on Group operating income and a Euro 9.3 million on Group net income in the third quarter and Euro 34.1 million impact on Group operating income and a Euro 28.9 million impact on Group net income in the first nine months. The adjusted data for the three-month and nine-month periods ended September 30, 2014 (i) do not take into account the EyeMed Adjustment resulting in a reduction to net sales on a reported basis of approximately Euro 22.7 million in the third quarter and in the first nine months respectively and (ii) excludes non-recurring expenses relating to the redundancy payment made to the former Group CEO Andrea Guerra of Euro 15 million (Euro 10.9 million impact on Group net income).

Luxottica Group S.p.A.

Luxottica Group is a leader in premium, luxury and sports eyewear with over 7,000 optical and sun retail stores in North America, Asia-Pacific, China, South Africa, Latin America and Europe, and a strong, well-balanced brand portfolio. Proprietary brands include Ray-Ban, the world’s most famous sun eyewear brand, Oakley, Vogue Eyewear, Persol, Oliver Peoples, Alain Mikli and Arnette, while licensed brands include Giorgio Armani, Brooks Brothers, Burberry, Bvlgari, Chanel, Coach, Dolce & Gabbana, DKNY, Polo Ralph Lauren, Michael Kors, Paul Smith Spectacles, Prada, Starck Eyes, Tiffany & Co., Tory Burch and Versace. In addition to a global wholesale network involving 130 different countries, the Group manages leading retail chains in major markets, including LensCrafters, Pearle Vision, Sears Optical and Target Optical, ILORI and Optical Shop of Aspen in North America, OPSM and Laubman & Pank in Asia-Pacific, LensCrafters in China, GMO in Latin America and Sunglass Hut worldwide. The Group’s products are designed and manufactured at its six manufacturing plants in Italy, three wholly owned plants in the People’s Republic of China, one small plant in India dedicated to the local market, one plant in Brazil and one plant in the United States devoted to the production of sports eyewear. In 2014, Luxottica Group posted net sales of over Euro 7.6 billion. Additional information on the Group is available at www.luxottica.com.

Safe Harbor Statement

Certain statements in this press release may constitute “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Such statements involve risks, uncertainties and other factors that could cause actual

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results to differ materially from those which are anticipated. Such risks and uncertainties include, but are not limited to, the ability to manage the effects of the current uncertain international economic outlook, the ability to successfully acquire and integrate new businesses, the ability to predict future economic conditions and changes to consumer preferences, the ability to successfully introduce and market new products, the ability to maintain an efficient distribution network, the ability to achieve and manage growth, the ability to negotiate and maintain favorable license agreements, the availability of correction alternatives to prescription eyeglasses, fluctuations in exchange rates, changes in local conditions, the ability to protect intellectual property, the ability to maintain relations with those hosting our stores, computer system problems, inventory-related risks, credit and insurance risks, changes to tax regimes as well as other political, economic and technological factors and other risks and uncertainties referred to in Luxottica Group’s filings with the U.S. Securities and Exchange Commission. These forward-looking statements are made as of the date hereof, and we do not assume any obligation to update them.

– APPENDIX FOLLOWS –

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LUXOTTICA GROUP

CONSOLIDATED FINANCIAL HIGHLIGHTS

FOR THE THREE-MONTH PERIODS ENDED

SEPTEMBER 30, 2015 AND SEPTEMBER 30, 2014

In accordance with IFRS

KEY FIGURES IN THOUSANDS OF EURO (1)

KEY FIGURES IN THOUSANDS OF U.S. DOLLARS (1) (3)

Luxottica Group 3Q15, Table 1 of 6

LUXOTTICA GROUP

CONSOLIDATED FINANCIAL HIGHLIGHTS

FOR THE NINE-MONTH PERIODS ENDED

SEPTEMBER 30, 2015 AND SEPTEMBER 30, 2014

In accordance with IFRS

KEY FIGURES IN THOUSANDS OF EURO (1)

KEY FIGURES IN THOUSANDS OF U.S. DOLLARS (1) (3)

Luxottica Group 3Q15, Table 2 of 6

LUXOTTICA GROUP

CONSOLIDATED INCOME STATEMENT

FOR THE THREE-MONTH PERIODS ENDED

SEPTEMBER 30, 2015 AND SEPTEMBER 30, 2014

In accordance with IFRS

Notes:

(1) Except earnings per share (ADS), which are expressed in Euro

(3) Luxottica Group 3Q15, Table 3 of 6

LUXOTTICA GROUP

CONSOLIDATED INCOME STATEMENT

FOR THE NINE-MONTH PERIODS ENDED

SEPTEMBER 30, 2015 AND SEPTEMBER 30, 2014

In accordance with IFRS