URBN director granted 2,100 RSUs, exercises award

URBAN OUTFITTERS INC director Mary Egan reported equity compensation and a routine option-like exercise.

Rhea-AI Filing Summary

URBAN OUTFITTERS INC director Mary Egan reported equity compensation and a routine option-like exercise. She received a grant of 2,100 Director Restricted Stock Units, each representing one common share. The RSUs vest on the earlier of June 3, 2027 or the date preceding the 2027 annual shareholder meeting, if she remains a director.

On a separate date, she exercised 2,100 previously granted Director Restricted Stock Units into 2,100 common shares at a stated price of $0.00 per share. Following these transactions, she directly holds 16,350 common shares of Urban Outfitters.

Insider Trade Summary

2,100 shares exercised/converted

Exercise 3 txns

Insider Egan Mary

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Director Restricted Stock Units	2,100	$0.00	$0.00
Exercise	Director Restricted Stock Units	2,100	$0.00	$0.00
Exercise	Common Shares	2,100	$0.00	$0.00

Holdings After Transaction: Director Restricted Stock Units — 2,100 contracts (Direct); Common Shares — 16,350 shares (Direct)

Footnotes (3)

1. F1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one of the issuer's common shares.
2. F2. The RSUs vest on the earlier of June 3, 2026 or the date preceding the day of the 2026 annual meeting of the issuer's shareholders, provided that the reporting person is a director of the issuer through such date.
3. F3. The RSUs vest on the earlier of June 3, 2027 or the date preceding the day of the 2027 annual meeting of the issuer's shareholders, provided that the reporting person is a director of the issuer through such date.

Key Figures

RSU grant size: 2,100 Director Restricted Stock Units RSU exercise into shares: 2,100 common shares Post-transaction holdings: 16,350 common shares +2 more

5 metrics

RSU grant size 2,100 Director Restricted Stock Units Grant reported for Mary Egan

RSU exercise into shares 2,100 common shares Conversion of previously granted RSUs

Post-transaction holdings 16,350 common shares Direct ownership after transactions

RSU vesting date June 3, 2027 Earlier of June 3, 2027 or date before 2027 annual meeting

Exercise price $0.00 per share Stated price for RSU exercise into common shares

Key Terms

Restricted Stock Unit, derivative security, annual meeting, director compensation

4 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one of the issuer's common shares."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

annual meeting financial

"the date preceding the day of the 2027 annual meeting of the issuer's shareholders"

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

director compensation financial

"Director Restricted Stock Units reported as equity compensation for a director"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Mary Egan report for URBN on this Form 4?

Mary Egan reported a grant of 2,100 Director Restricted Stock Units and an exercise of 2,100 RSUs into common shares. These are compensation-related awards and conversions, not open‑market stock purchases or sales.

How many Urban Outfitters (URBN) shares does Mary Egan hold after these transactions?

After the reported transactions, Mary Egan directly holds 16,350 common shares of Urban Outfitters. This reflects the addition of 2,100 shares received from exercising previously granted Director Restricted Stock Units as disclosed in the Form 4.

When do Mary Egan’s newly granted URBN Restricted Stock Units vest?

The newly granted Restricted Stock Units vest on the earlier of June 3, 2027 or the date preceding the 2027 annual shareholder meeting. Vesting is contingent on Mary Egan continuing to serve as a director through that date.

Did Mary Egan buy or sell URBN shares on the open market in this filing?

No, the Form 4 shows only grants and an exercise of equity awards, not open‑market trades. The transactions involve Director Restricted Stock Units converting into common shares as part of her director compensation.

What does each Director Restricted Stock Unit represent for URBN directors?

Each Director Restricted Stock Unit represents a contingent right to receive one Urban Outfitters common share. The units convert into shares upon vesting, subject to service conditions described in the Form 4 footnotes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/04/2026 - 04:29 PM EDT Learn about SEC filing dates

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).

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^*

Egan Mary

(Last) (First) (Middle)

5000 SOUTH BROAD STREET

(Street)

PHILADELPHIA PENNSYLVANIA 19112

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/02/2026		M		2,100	A	(1)	16,350	D

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 Restricted Stock Units	(1)	06/02/2026		M			2,100	(2)	(2)	Common Shares	2,100	$0	0	D
Director Restricted Stock Units	(1)	06/03/2026		A		2,100		(3)	(3)	Common Shares	2,100	$0	2,100	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one of the issuer's common shares.

2. The RSUs vest on the earlier of June 3, 2026 or the date preceding the day of the 2026 annual meeting of the issuer's shareholders, provided that the reporting person is a director of the issuer through such date.

3. The RSUs vest on the earlier of June 3, 2027 or the date preceding the day of the 2027 annual meeting of the issuer's shareholders, provided that the reporting person is a director of the issuer through such date.

	/s/ Mary C. Egan	06/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)