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Urban Outfitters (URBN) trust sale totals 18,666 shares in plan trades

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Urban Outfitters Inc. reported insider share sales linked to Co-President & CCO Margaret Hayne through a trust. On January 5–6, 2026, a trust associated with her completed open-market sales of a total of 18,666 Urban Outfitters common shares at weighted average prices ranging from about $75.61 to $81.18 per share, with individual weighted averages from $76.333 to $81.124. The filing states these transactions were carried out under a Rule 105b-1 trading plan adopted on July 10, 2025, and that the shares in the trust are owned indirectly by Margaret Hayne and indirectly by her spouse, with Hayne disclaiming beneficial ownership except to the extent of any pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Trust linked to Urban Outfitters executive sells shares under a preset plan.

The filing shows that a trust associated with Urban Outfitters Inc. Co‑President & CCO Margaret Hayne sold several blocks of common shares on January 5–6, 2026. The transactions, all coded "S" for open-market sales, covered 18,666 shares at weighted average prices between roughly $75.61 and $81.18 per share, with specific reported averages from $76.333 to $81.124.

The document states that these sales were effected under a Rule 105b-1 trading plan adopted on July 10, 2025, indicating they were pre-arranged. It also explains that the sold shares are held in a trust, owned indirectly by Margaret Hayne and indirectly by her spouse, and that she disclaims beneficial ownership except for any pecuniary interest. The filing also lists substantial additional holdings across direct accounts, trusts, and her spouse’s accounts, which are baseline ownership figures.

From an investor perspective, this is routine insider activity disclosed for compliance purposes, rather than a corporate event. The use of a trading plan and the detailed price ranges suggest structured diversification or liquidity moves by entities associated with the executive, while leaving overall insider ownership still significant based on the listed trust and spousal holdings.

Insider Hayne Margaret
Role Co-President & CCO
Sold 18,666 shs ($1.46M)
Type Security Shares Price Value
Sale Common Shares 233 $76.378 $18K
Sale Common Shares 1,027 $77.323 $79K
Sale Common Shares 1,867 $78.575 $147K
Sale Common Shares 2,345 $79.504 $186K
Sale Common Shares 3,422 $80.485 $275K
Sale Common Shares 439 $81.124 $36K
Sale Common Shares 4,468 $76.333 $341K
Sale Common Shares 4,865 $76.795 $374K
holding Common Shares -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Common Shares — 2,187,831 shares (Indirect, By Trust); Common Shares — 1,176,273 shares (Direct)
Footnotes (1)
  1. The reported transaction was effected pursuant to a Rule 105b-1 trading plan adopted by the reporting person on 7/10/2025. The price in Column 4 is a weighted average price. The price actually received ranged from $75.61 to $76.60. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. These shares are owned indirectly by Margaret Hayne and indirectly by her spouse, Richard A. Hayne. Margaret Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein. The price in Column 4 is a weighted average price. The price actually received ranged from $76.61 to $77.19. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The price actually received ranged from $75.925 to $76.55. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The price actually received ranged from $77.00 to $77.94. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The price actually received ranged from $78.03 to $79.02. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The price actually received ranged from $79.04 to $80.01. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The price actually received ranged from $80.05 to $81.04. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. The price in Column 4 is a weighted average price. The price actually received ranged from $81.05 to $81.18. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range. These shares are owned by three trusts, of which members of Margaret Hayne's immediate family are among the beneficiaries. These shares are owned indirectly by Margaret Hayne and directly by her spouse, Richard A Hayne. Margaret Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
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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).
X
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*
Hayne Margaret

(Last) (First) (Middle)
5000 SOUTH BROAD STREEET

(Street)
PHILADELPHIA PA 19112

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
URBAN OUTFITTERS INC [ URBN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Co-President & CCO
3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026
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 Shares 01/05/2026 S 4,468 D(1) $76.333(2) 2,192,929 I(3) By Trust
Common Shares 01/05/2026 S 4,865 D(1) $76.795(4) 2,188,064 I(3) By Trust
Common Shares 01/06/2026 S 233 D(1) $76.378(5) 2,187,831 I(3) By Trust
Common Shares 01/06/2026 S 1,027 D(1) $77.323(6) 2,186,804 I(3) By Trust
Common Shares 01/06/2026 S 1,867 D(1) $78.575(7) 2,184,937 I(3) By Trust
Common Shares 01/06/2026 S 2,345 D(1) $79.504(8) 2,182,592 I(3) By Trust
Common Shares 01/06/2026 S 3,422 D(1) $80.485(9) 2,179,170 I(3) By Trust
Common Shares 01/06/2026 S 439 D(1) $81.124(10) 2,178,731 I(3) By Trust
Common Shares 1,176,273 D
Common Shares 11,300 I(3) By Profit Sharing Fund (401(k)) Plan
Common Shares 2,597,268 I(11) By Trust
Common Shares 17,729,263 I(12) By Spouse
Common Shares 23,481 I(3) By Spouse through Profit Sharing Fund (401(k)) Plan
Common Shares 185,573 I(3) By Spouse as Trustee
Common Shares 35,140 I(3) By Hayne Foundation
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. The reported transaction was effected pursuant to a Rule 105b-1 trading plan adopted by the reporting person on 7/10/2025.
2. The price in Column 4 is a weighted average price. The price actually received ranged from $75.61 to $76.60. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
3. These shares are owned indirectly by Margaret Hayne and indirectly by her spouse, Richard A. Hayne. Margaret Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
4. The price in Column 4 is a weighted average price. The price actually received ranged from $76.61 to $77.19. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
5. The price in Column 4 is a weighted average price. The price actually received ranged from $75.925 to $76.55. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
6. The price in Column 4 is a weighted average price. The price actually received ranged from $77.00 to $77.94. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
7. The price in Column 4 is a weighted average price. The price actually received ranged from $78.03 to $79.02. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
8. The price in Column 4 is a weighted average price. The price actually received ranged from $79.04 to $80.01. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
9. The price in Column 4 is a weighted average price. The price actually received ranged from $80.05 to $81.04. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
10. The price in Column 4 is a weighted average price. The price actually received ranged from $81.05 to $81.18. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
11. These shares are owned by three trusts, of which members of Margaret Hayne's immediate family are among the beneficiaries.
12. These shares are owned indirectly by Margaret Hayne and directly by her spouse, Richard A Hayne. Margaret Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
/s/ Margaret Hayne 01/07/2026
** 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

Who is the reporting insider in Urban Outfitters (URBN)'s latest Form 4?

The reporting person is Margaret Hayne, who serves as a Director and Officer (Co‑President & CCO) of Urban Outfitters Inc.. The filing reports transactions in Urban Outfitters common shares linked to her through various direct and indirect holdings.

How many Urban Outfitters (URBN) shares were sold in this Form 4 and at what prices?

Across January 5–6, 2026, a trust associated with Margaret Hayne sold 18,666 Urban Outfitters common shares in multiple open‑market transactions. Reported weighted average sale prices include $76.333, $76.795, $76.378, $77.323, $78.575, $79.504, $80.485, and $81.124 per share, with footnotes giving detailed price ranges for each block.

Were the Urban Outfitters (URBN) insider sales made under a trading plan?

Yes. The explanation section states that the reported transactions were effected pursuant to a Rule 105b-1 trading plan adopted by the reporting person on July 10, 2025. This indicates the sales were pre‑scheduled rather than discretionary trades timed at will.

Who actually owns the Urban Outfitters (URBN) shares reported as sold in this Form 4?

The sold shares are reported as held indirectly "By Trust". A footnote explains that these shares are owned indirectly by Margaret Hayne and indirectly by her spouse, Richard A. Hayne. Margaret Hayne disclaims beneficial ownership of these trust shares, except to the extent of any pecuniary interest.

What do the weighted average price ranges mean in this Urban Outfitters (URBN) Form 4?

For each sale line, the filing reports a weighted average price and notes that actual prices fell within specified ranges, such as $75.61 to $76.60 or $81.05 to $81.18. The reporting person undertakes to provide full details on the number of shares sold at each individual price within those ranges upon request.