Urban Outfitters (URBN) director exercises 20,000 options, withholds shares

Rhea-AI Filing Summary

Urban Outfitters director Harry S. Cherken Jr. reported equity transactions involving company stock. On 01/16/2026, a director stock option to purchase 20,000 Common Shares at an exercise price of $23.74 per share was exercised, resulting in the acquisition of 20,000 Common Shares held directly. On the same date, 6,781 Common Shares were disposed of in a transaction coded "F" at $70.02 per share, typically used for tax withholding, leaving 497,215 Common Shares owned directly. Following the option exercise, the director held 0 of the related derivative securities and also reported 4,400 Common Shares held indirectly by a trust.

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

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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^*

CHERKEN HARRY S JR

(Last) (First) (Middle)

5000 SOUTH BROAD STREET

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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	01/16/2026		M		20,000	A	$23.74	503,996	D
Common Shares	01/16/2026		F		6,781	D	$70.02	497,215	D
Common Shares								4,400	I	By Trust

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
Director Stock Option - right to buy	$23.74	01/16/2026		M			20,000	06/01/2020	06/03/2026	Common Shares	20,000	$0	0	D

Explanation of Responses:

	/s/ Harry S. Cherken, Jr.	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

What insider activity did URBN director Harry S. Cherken Jr. report?

He reported exercising a director stock option for 20,000 Common Shares at $23.74 per share and a related disposal of 6,781 Common Shares coded "F" on 01/16/2026.

How many Urban Outfitters (URBN) shares does the director own after these transactions?

After the reported transactions, he beneficially owns 497,215 Common Shares directly and 4,400 Common Shares indirectly through a trust.

What happened to the director stock options reported in this URBN Form 4?

A Director Stock Option - right to buy for 20,000 shares with a $23.74 exercise price, expiring on 06/03/2026, was exercised in full, leaving 0 derivative securities of that grant outstanding.

What does the transaction code "F" mean in the URBN Form 4 filing?

The code "F" is used for a payment of exercise price or tax liability by delivering or withholding securities; here it applies to the 6,781 Common Shares at $70.02 per share.

Are any of the Urban Outfitters shares held indirectly by the reporting person?

Yes. In addition to directly held shares, the Form 4 shows 4,400 Common Shares held indirectly with the nature of ownership described as "By Trust".