American Eagle (NYSE: AEO) grants CFO RSUs and stock options

Rhea-AI Filing Summary

American Eagle Outfitters executive vice president and CFO Michael A. Mathias reported new equity awards. He received 24,213 restricted stock units, each representing one share of common stock, vesting in three equal annual installments beginning on the first anniversary of the grant date.

He was also granted 91,185 stock options to buy common shares at an exercise price of $16.52 per share, expiring on March 25, 2033. These options vest one‑third per year starting on the first anniversary of the grant.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Mathias Michael A.

(Last) (First) (Middle)

77 HOT METAL STREET

(Street)

PITTSBURGH PENNSYLVANIA 15203

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN EAGLE OUTFITTERS INC [ AEO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	03/25/2026		A		24,213		(2)	03/25/2029	Common Stock, without par value	24,213	$0.0000	24,213	D
Stock Option - Right to Buy	$16.52	03/25/2026		A		91,185		(3)	03/25/2033	Common Stock, without par value	91,185	$0.0000	91,185	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of American Eagle Outfitters common stock.

2. The restricted stock units vest in three equal annual installments beginning on the first anniversary of the date of grant.

3. Option vests 1/3 per year beginning on the first anniversary of the date of grant.

	Robert J. Tannous, Attorney-in-Fact	03/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did AEO CFO Michael Mathias report on this Form 4?

Michael A. Mathias reported two equity awards: 24,213 restricted stock units and 91,185 stock options. Both awards are compensation-related grants, not open-market purchases or sales of American Eagle Outfitters common stock.

How many restricted stock units did AEO grant to its CFO Michael Mathias?

American Eagle granted Michael Mathias 24,213 restricted stock units. Each unit represents a contingent right to receive one share of common stock, vesting over time if service-based conditions are met.

What are the terms of the stock options granted to AEO CFO Michael Mathias?

Michael Mathias received 91,185 stock options with an exercise price of $16.52 per share and an expiration date of March 25, 2033. The options vest in three equal annual installments, one‑third per year.

How do the AEO restricted stock units granted to the CFO vest over time?

The 24,213 restricted stock units vest in three equal annual installments. Vesting begins on the first anniversary of the grant date, meaning one‑third vests each year over a three‑year period, subject to continued service.

Are the AEO CFO’s Form 4 transactions open-market buys or sells of stock?

No. The reported transactions are compensation grants of restricted stock units and stock options. They are not open-market purchases or sales and do not reflect discretionary trading in American Eagle Outfitters shares.

What does each AEO restricted stock unit granted to the CFO represent?

Each restricted stock unit represents a contingent right to receive one share of American Eagle Outfitters common stock. The units convert into shares only as they vest according to the disclosed schedule.