[Form 4] URBAN OUTFITTERS INC Insider Trading Activity

Rhea-AI Filing Summary

Urban Outfitters (URBN) insider activity: Margaret Hayne, Co‑President & CCO and director, reported two open‑market sales. She sold 9,333 common shares on 10/10/2025 at a weighted average price of $70.46, and 9,333 shares on 10/13/2025 at a weighted average price of $70.11.

The transactions were made under a Rule 105b-1 trading plan adopted on 7/10/2025. The filing notes various direct and indirect holdings, including shares held by trusts, a 401(k) plan, her spouse, and a foundation, with customary beneficial ownership disclaimers.

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).

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)
10/10/2025

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
Common Shares	10/10/2025		S		9,333	D(1)	$70.46(2)	2,440,055	I(4)	By Trust
Common Shares	10/13/2025		S		9,333	D(1)	$70.11(3)	2,430,722	I(4)	By Trust
Common Shares								1,176,273	D
Common Shares								11,300	I(4)	By Profit Sharing Fund (401(k)) Plan
Common Shares								2,597,268	I(5)	By Trust
Common Shares								18,017,272	I(6)	By Spouse
Common Shares								23,481	I(7)	By Spouse through Profit Sharing Fund (401(k)) Plan
Common Shares								35,140	I(7)	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 $70.01 to $70.83. 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. The price in Column 4 is a weighted average price. The price actually received ranged from $70.00 to $70.50. 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.

4. 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.

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

7. 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

	/s/ Margaret Hayne	10/14/2025
	** 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 URBN's Margaret Hayne report on Form 4?

She reported two sales of 9,333 URBN common shares each, executed on 10/10/2025 and 10/13/2025.

At what prices were the URBN shares sold?

Weighted average prices were $70.46 on 10/10/2025 and $70.11 on 10/13/2025.

What transaction code appears on the Form 4 for URBN?

The transactions are coded S, indicating open‑market or private sale of non‑derivative securities.

Was there a prearranged trading plan for these URBN sales?

Yes. The sales were effected pursuant to a Rule 105b-1 trading plan adopted on 7/10/2025.

What roles does Margaret Hayne hold at URBN?

She is listed as a Director and Officer with the title Co‑President & CCO.

Are the reported prices exact or averages?

They are weighted average prices; the filing provides ranges and offers to supply detailed breakdowns upon request.

How are URBN shares held by the reporting person post‑sale?

Holdings include direct and various indirect forms (trusts, 401(k), spouse, foundation) with stated beneficial ownership disclaimers.