American Eagle (AEO) insider adds 191 dividend equivalent rights

Rhea-AI Filing Summary

American Eagle Outfitters (AEO) — Form 4 insider update: An executive officer (EVP–CHRO) reported an administrative equity accrual tied to prior awards. On 10/29/2025, the officer acquired 191 dividend equivalent rights, each economically equivalent to one share of common stock, at a price of $0.0000.

These rights accrued on previously granted restricted stock units and will vest proportionately with the underlying RSUs. Following the transaction, the officer directly holds 1,073 derivative securities of this type. This filing reflects routine equity award mechanics rather than an open‑market trade.

Insights

Equity compensation analyst

Routine RSU-related accrual; no market transaction or cash impact.

The filing records 191 dividend equivalent rights that accrued on previously granted RSUs on 10/29/2025. Each right mirrors one share of common stock and vests on the same schedule as the related RSUs. The acquisition price is reported as $0.0000, consistent with non-cash accruals.

This is a standard feature of many equity plans, reflecting dividend credits rather than purchases or sales. After the accrual, the executive directly holds 1,073 such derivative rights. Actual share delivery depends on RSU vesting terms disclosed in the plan documents.

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
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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^*

Baldwin Marisa

(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 - CHRO

3. Date of Earliest Transaction (Month/Day/Year)
10/29/2025

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

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
Dividend Equivalent Rights	(1)	10/29/2025		A		191		(1)	(1)	Common Stock, without par value	191	$0.0000	1,073	D

Explanation of Responses:

1. 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.

	Robert J. Tannous, Attorney-in-Fact	10/31/2025
	** 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 did AEO report in this Form 4?

An executive officer acquired 191 dividend equivalent rights on 10/29/2025, each equal to one share of common stock.

Is this a market purchase or sale of AEO shares?

No. It reflects dividend equivalent rights accruing on previously awarded RSUs, not an open-market trade.

How many derivative securities does the officer hold after this transaction?

The officer directly holds 1,073 derivative securities of this type following the reported transaction.

What is a dividend equivalent right in this context?

Each right is the economic equivalent of one share of AEO common stock and vests with the related RSUs.

What price was reported for the acquired rights?

The filing lists a price of $0.0000, consistent with non-cash accruals tied to RSUs.

Who is the reporting person’s role at AEO?

The reporting person is an Officer, serving as EVP – CHRO.