[Form 4] AMERICAN EAGLE OUTFITTERS INC Insider Trading Activity

Rhea-AI Filing Summary

American Eagle Outfitters senior vice president, controller and chief accounting officer James H. Keefer Jr. acquired 107 dividend equivalent rights on January 23, 2026. These rights are tied to previously awarded restricted stock units and will vest in step with those RSUs. Each dividend equivalent right represents the economic value of one share of American Eagle Outfitters common stock. Following this grant, Keefer directly holds 999 dividend equivalent rights related to American Eagle common stock.

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^*

Keefer James H JR

(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)
	SVP, Controller & CAO

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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

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)	01/23/2026		A		107		(1)	(1)	Common Stock, without par value	107	$0.0000	999	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	01/26/2026
	** 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 report for James H. Keefer Jr.?

American Eagle Outfitters reported that James H. Keefer Jr., its SVP, Controller & CAO, acquired 107 dividend equivalent rights on January 23, 2026.

What are the dividend equivalent rights reported in this AEO Form 4?

The filing states that the dividend equivalent rights accrued on previously awarded RSUs and vest proportionately with those RSUs, with each right economically equivalent to one share of American Eagle Outfitters common stock.

How many dividend equivalent rights does the AEO executive hold after this transaction?

After the reported transaction, James H. Keefer Jr. beneficially owns 999 dividend equivalent rights, held as a direct ownership position.

Was this AEO insider transaction a purchase or an award?

The Form 4 uses transaction code A, indicating an acquisition of derivative securities in the form of dividend equivalent rights, at a reported price of $0.0000 per right.

How do these AEO dividend equivalent rights relate to restricted stock units?

According to the footnote, the rights accrued on previously awarded RSUs and will vest proportionately with the underlying RSUs to which they relate.

Does the AEO Form 4 indicate direct or indirect ownership for this transaction?

The transaction is reported as direct ownership (D), with no separate entity or indirect nature of ownership disclosed.