AEO (NYSE: AEO) CFO acquires 76,265 shares, disposes of 27,425

Rhea-AI Filing Summary

American Eagle Outfitters EVP and CFO Michael A. Mathias reported equity transactions in company stock. On February 5, 2026, he acquired 76,265 shares of common stock at a stated price of $0.0000 per share, increasing his directly held stake to 151,902 shares.

On the same date, he disposed of 27,425 shares of common stock at $23.09 per share under transaction code F, leaving 124,477 shares held directly. He also reports 1,100 shares held indirectly through a Spouse IRA.

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^*

Mathias Michael A.

(Last) (First) (Middle)

77 HOT METAL STREET

(Street)

PITTSBURGH PA 15203

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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	02/05/2026		A		76,265	A	$0.0000	151,902	D
Common Stock, without par value	02/05/2026		F		27,425	D	$23.09	124,477	D
Common Stock, without par value								1,100	I	Spouse IRA

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:

	Robert J. Tannous, Attorney-in-Fact	02/09/2026
	** 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 transaction did AEO EVP and CFO Michael A. Mathias report?

Michael A. Mathias reported acquiring 76,265 American Eagle Outfitters common shares at $0.0000 per share on February 5, 2026. He also reported a separate disposition of 27,425 shares at $23.09 per share the same day, affecting his directly held share balance.

How many AEO shares does Michael A. Mathias hold after the reported Form 4 transactions?

After the reported transactions, Michael A. Mathias directly holds 124,477 American Eagle Outfitters common shares. The filing also shows an additional 1,100 shares held indirectly through a Spouse IRA, reflecting both his direct and reported indirect beneficial ownership positions.

What was the price for the 76,265 AEO shares acquired by the CFO?

The 76,265 American Eagle Outfitters common shares acquired by Michael A. Mathias on February 5, 2026, are reported at a price of $0.0000 per share. This zero-dollar figure typically reflects non-cash equity awards, as indicated directly in the transaction table.

What does transaction code F mean in the AEO CFO’s Form 4 filing?

In the Form 4, transaction code F identifies the 27,425-share disposition as a specific type of transaction under SEC rules. The shares were disposed of at $23.09 per share, and the code distinguishes this event from the separate acquisition coded as A.

Does the AEO Form 4 show any indirect holdings for Michael A. Mathias?

Yes. The filing lists 1,100 American Eagle Outfitters common shares as indirectly owned through a Spouse IRA. These shares are reported with an indirect ownership designation, separate from the 124,477 shares Mathias holds directly after the February 5, 2026 transactions.

What role does Michael A. Mathias hold at American Eagle Outfitters (AEO)?

Michael A. Mathias is reported as an officer of American Eagle Outfitters with the title EVP and CFO. This means he serves as Executive Vice President and Chief Financial Officer while also being a reporting person for insider transactions under SEC Section 16 rules.