CEO Jay L. Schottenstein (NYSE: AEO) trusts sell 500K+ share blocks

Rhea-AI Filing Summary

American Eagle Outfitters’ Exec Chairman and CEO Jay L. Schottenstein, through family trusts, reported a series of stock sales in January. On January 20, 2026, trusts sold 500,000 shares of common stock at a weighted average price of $25.27. On January 21, 2026, the trusts sold 527,343 shares at a weighted average price of $25.83, and on January 22, 2026, they sold 21,236 shares at a weighted average price of $26.226.

The filing shows these shares are held indirectly "By Trusts", where Mr. Schottenstein or his spouse serve as trustee of various family trusts. After the reported sales, the trusts held 6,386,995 shares. Separately, Mr. Schottenstein reported 1,953,140 shares held directly, and additional indirect holdings of 2,611,235 shares through Schottenstein SEI, LLC and 2,971,202 shares through SEI, Inc.

Insights

Insider transactions analyst

CEO-linked family trusts executed multi-day AEO stock sales while sizable holdings remain.

Jay L. Schottenstein, Executive Chairman and CEO of American Eagle Outfitters, reported indirect sales via family trusts of 500,000 shares on January 20, 2026, 527,343 shares on January 21, 2026, and 21,236 shares on January 22, 2026. Each trade was coded "S" for an open-market or private sale, with weighted average prices between $25.27 and $26.226.

The transactions are attributed to trusts where Mr. Schottenstein or his spouse serve as trustee, meaning they are linked to his estate and governance role but reported as indirect ownership. After these trades, the trusts still held 6,386,995 shares, alongside 1,953,140 shares held directly and additional indirect stakes through Schottenstein SEI, LLC and SEI, Inc.

The filing does not state any purpose for the sales, such as diversification or liquidity needs. Future company filings may provide broader context on insider ownership levels over time and any additional transactions by related entities.

Insider Trade Summary

Net Seller: 1,048,579 shares ($26,813,205)

Net Sell 6 txns

Insider SCHOTTENSTEIN JAY L

Role Exec Chairman & CEO

Sold 1,048,579 shs ($26.81M)

Type	Security	Shares	Price	Value
Sale	Common Stock, without par value	21,236	$26.226	$557K
Sale	Common Stock, without par value	527,343	$25.83	$13.62M
Sale	Common Stock, without par value	500,000	$25.27	$12.63M
holding	Common Stock, without par value	--	--	--
holding	Common Stock, without par value	--	--	--
holding	Common Stock, without par value	--	--	--

Holdings After Transaction: Common Stock, without par value — 6,386,995 shares (Indirect, By Trusts); Common Stock, without par value — 1,953,140 shares (Direct)

Footnotes (1)

1. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $25.15 to $25.65. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price. Shares owned by trusts as to which Mr. Schottenstein or his spouse serve as trustee of various family trusts. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $25.63 to $26.14. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $26.20 to $26.25. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

SCHOTTENSTEIN JAY L

(Last) (First) (Middle)

4300 E. FIFTH AVE.

(Street)

COLUMBUS OH 43219

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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

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

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

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
Common Stock, without par value	01/20/2026		S		500,000	D	$25.27(1)	6,935,574	I	By Trusts(2)
Common Stock, without par value	01/21/2026		S		527,343	D	$25.83(3)	6,408,231	I	By Trusts(2)
Common Stock, without par value	01/22/2026		S		21,236	D	$26.226(4)	6,386,995	I	By Trusts(2)
Common Stock, without par value								1,953,140	D
Common Stock, without par value								2,611,235	I	By Schottenstein SEI, LLC
Common Stock, without par value								2,971,202	I	By SEI, Inc.

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

Explanation of Responses:

1. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $25.15 to $25.65. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

2. Shares owned by trusts as to which Mr. Schottenstein or his spouse serve as trustee of various family trusts.

3. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $25.63 to $26.14. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

4. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $26.20 to $26.25. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

	Robert J. Tannous, Attorney-in-Fact	01/22/2026
	** 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.

FAQ

What insider stock sales did AEO Exec Chairman & CEO Jay L. Schottenstein report?

The filing reports that family trusts associated with Jay L. Schottenstein sold 500,000 shares of American Eagle Outfitters common stock on January 20, 2026, 527,343 shares on January 21, 2026, and 21,236 shares on January 22, 2026, all coded as open-market or private sales.

At what prices were the AEO shares sold in the January 2026 insider transactions?

The sales by the trusts used weighted average prices: $25.27 per share on January 20, $25.83 per share on January 21, and $26.226 per share on January 22. Footnotes state that each average reflects multiple trades within disclosed price ranges.

Who actually holds the AEO shares involved in these Form 4 transactions?

The reported sales involve shares held indirectly "By Trusts" for which Mr. Schottenstein or his spouse serve as trustee of various family trusts. The Form 4 also lists additional indirect holdings through Schottenstein SEI, LLC and SEI, Inc., and a separate block held directly.

How many AEO shares did the family trusts hold after the reported sales?

After the January 22, 2026 transaction, the family trusts reported 6,386,995 shares of American Eagle Outfitters common stock remaining in indirect ownership.

What other American Eagle Outfitters holdings are reported for Jay L. Schottenstein?

Beyond the family trusts, the Form 4 shows 1,953,140 shares of AEO common stock held directly, 2,611,235 shares held indirectly through Schottenstein SEI, LLC, and 2,971,202 shares held indirectly through SEI, Inc.

Does the Form 4 explain why these AEO insider sales were made?

The Form 4 describes the amounts, dates, and price ranges of the sales and clarifies that prices are weighted averages, but it does not state a specific purpose or motivation for the transactions.