Michael R. Rempell - Mar 30, 2023 Form 4 Insider Report for AMERICAN EAGLE OUTFITTERS INC (AEO)

Role
EVP, Chief Operations Officer
Signature
Robert J. Tannous, Attorney-in-Fact
Stock symbol
AEO
Transactions as of
Mar 30, 2023
Transactions value $
-$155,946
Form type
4
Date filed
4/3/2023, 05:12 PM
Previous filing
Mar 28, 2023
Next filing
Apr 10, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AEO Common Stock, without par value Options Exercise $0 +11.8K +6.84% $0.00 184K Mar 30, 2023 Direct F1
transaction AEO Common Stock, without par value Tax liability -$79.2K -6.01K -3.27% $13.17 178K Mar 30, 2023 Direct F1
transaction AEO Common Stock, without par value Sale -$76.8K -5.76K -3.24% $13.33 172K Mar 31, 2023 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AEO Dividend Equivalent Rights Options Exercise $0 -170 -16.39% $0.00 867 Mar 30, 2023 Common Stock, without par value 170 Direct F3
transaction AEO Restricted Stock Unit Options Exercise $0 -11.6K -33.33% $0.00 23.2K Mar 30, 2023 Common Stock, without par value 11.6K Direct F4, F5
transaction AEO Restricted Stock Unit Award $0 +49.4K $0.00 49.4K Mar 30, 2023 Common Stock, without par value 49.4K Direct F4, F5
transaction AEO Stock Option - Right to Buy Award $0 +184K $0.00 184K Mar 30, 2023 Common Stock, without par value 184K $13.17 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Total includes shares acquired pursuant to the American Eagle Outfitters, Inc. Employee Stock Purchase Plan.
F2 Sales were made pursuant to a Rule 10b5-1 trading plan adopted by Mr. Rempell on December 9, 2022.
F3 The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs) which vest proportionately with the RSUs to which they relate. Each dividend equivalent right is the economic equivalent of one share of American Eagle Outfitters common stock.
F4 Each restricted stock unit represents a contingent right to receive one share of American Eagle Outfitters common stock.
F5 The restricted stock units vest in three equal annual installments beginning on the first anniversary of the date of grant.
F6 Option vests 1/3 per year beginning on the first anniversary of the date of grant.