STOCK TITAN

Urban Outfitters (URBN) executive-linked trust sells shares via 10b5-1 plan

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

Rhea-AI Filing Summary

Urban Outfitters (URBN) executive Margaret Hayne reported pre-planned share sales executed by a family trust associated with her. On 01/15/2026, the trust sold 9,333 common shares at a weighted average price of $70.072, and on 01/16/2026 it sold another 9,333 common shares at a weighted average price of $70.202, both coded as open-market sales. The filing states these transactions were made under a Rule 10b5-1 trading plan adopted on 07/10/2025.

Following the reported transactions, one trust related to her reported holding 2,104,067 Urban Outfitters common shares. Hayne also reports 1,176,273 common shares held directly, plus additional indirect holdings through a 401(k) profit sharing fund, multiple trusts, her spouse, her spouse as trustee, and the Hayne Foundation. The filing notes that she disclaims beneficial ownership of certain indirect holdings except to the extent of any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Hayne Margaret
Role Co-President & CCO
Sold 18,666 shs ($1.31M)
Type Security Shares Price Value
Sale Common Shares 9,333 $70.202 $655K
Sale Common Shares 9,333 $70.072 $654K
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 — 2,104,067 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 $70.00 to $70.33. 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 $70.00 to $70.73. 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)
01/15/2026
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 01/15/2026 S 9,333 D(1) $70.072(2) 2,113,400 I(3) By Trust
Common Shares 01/16/2026 S 9,333 D(1) $70.202(4) 2,104,067 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(5) By Trust
Common Shares 17,643,927 I(6) By Spouse
Common Shares 23,480 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 $70.00 to $70.33. 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 $70.00 to $70.73. 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. These shares are owned by three trusts, of which members of Margaret Hayne's immediate family are among the beneficiaries.
6. 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 01/20/2026
** 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 person in this Urban Outfitters (URBN) Form 4?

The reporting person is Margaret Hayne, a Director and Co-President & CCO of Urban Outfitters, Inc. She filed the Form 4 as a single reporting person.

What insider transactions in URBN stock were reported by Margaret Hayne?

A trust associated with Margaret Hayne reported two open-market sales of Urban Outfitters common shares: 9,333 shares on 01/15/2026 at a weighted average price of $70.072, and 9,333 shares on 01/16/2026 at a weighted average price of $70.202.

Were the URBN share sales by entities linked to Margaret Hayne under a Rule 10b5-1 plan?

Yes. The filing states that the reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 07/10/2025.

How many Urban Outfitters shares does the reporting trust hold after the Form 4 transactions?

After the reported sales, one trust associated with Margaret Hayne reported holding 2,104,067 Urban Outfitters common shares indirectly.

What are Margaret Haynes direct and indirect URBN share holdings after these transactions?

Margaret Hayne reports 1,176,273 Urban Outfitters common shares held directly. She also reports additional indirect holdings, including 11,300 shares through a profit sharing (401(k)) plan, 2,597,268 shares by trusts, 17,643,927 shares by her spouse, 23,480 shares by her spouse through a 401(k) plan, 185,573 shares by her spouse as trustee, and 35,140 shares by the Hayne Foundation.

Does Margaret Hayne claim full beneficial ownership of all reported URBN indirect holdings?

No. The filing explains that certain shares owned by trusts and by her spouse are held indirectly, and it states that Margaret Hayne disclaims beneficial ownership of these shares except to the extent of any pecuniary interest.

What do the weighted average prices in the URBN Form 4 represent?

The prices of $70.072 and $70.202 are weighted average prices. The filing notes that the actual prices received ranged from $70.00 to $70.33 for one sale and from $70.00 to $70.73 for the other, and that full price breakdowns are available upon request.