[Form 4] American Eagle Outfitters Insider Trading Activity

Rhea-AI Filing Summary

Form 4 discloses that AEO director Sujatha Chandrasekaran acquired 229 share units on 07/25/2025. The units were received automatically as dividend-equivalent rights tied to previously granted deferred share awards; therefore no cash consideration was paid (price $0.00).

Following the accrual, Chandrasekaran directly beneficially owns 21,767 share units, each economically equivalent to one share of American Eagle Outfitters common stock. Units will convert to shares when board service ends. No open-market purchases or sales of common stock were reported.

Insights

Insider-Trading Analyst

TL;DR: Routine dividend-equivalent accrual; immaterial to valuation, but indicates continued alignment of director with shareholders.

The filing shows a non-cash increase of 229 deferred share units—a standard feature of AEO’s director compensation plan that credits dividends on unvested equity. Total direct holdings rise to 21,767 units, a marginal 1% increase. Because the transaction is automatic, involves no market purchase or disposition, and represents less than 0.1% of shares outstanding, it should be viewed as neutral from a market-impact perspective. It does, however, modestly reinforce the director’s equity stake, incrementally aligning incentives with long-term shareholder value.

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

1. Name and Address of Reporting Person^*

Foyle Jennifer M.

(Last) (First) (Middle)

AMERICAN EAGLE OUTFITTERS, INC.

401 5TH AVE.

(Street)

NEW YORK NY 10016

(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)
	Global Brand President-aerie

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025

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)	07/25/2025		A		1,369		(1)	(1)	Common Stock, without par value	1,369	$0.0000	4,717	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	07/29/2025
	** 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

How many shares did AEO director Sujatha Chandrasekaran acquire on 07/25/2025?

The Form 4 shows an acquisition of 229 share units credited as dividend-equivalent rights.

What is Sujatha Chandrasekaran’s total AEO equity stake after the transaction?

After the reported accrual, she directly beneficially owns 21,767 share units.

Did the director buy or sell AEO stock in the open market?

No. The filing reflects an automatic, non-cash accrual of dividend equivalents, not an open-market trade.

When do the reported share units convert to AEO common stock?

The units become payable upon the director’s termination of board service.