Urban Outfitters (URBN) director exercises 2,100 RSUs into common shares

Rhea-AI Filing Summary

URBAN OUTFITTERS INC director Edward N. Antoian reported equity compensation-related transactions. He received a grant of 2,100 Director Restricted Stock Units (RSUs), with each RSU representing a contingent right to receive one common share. He also exercised 2,100 previously outstanding RSUs into 2,100 common shares at a stated price of $0.00 per share. Following these transactions, he holds 64,178 common shares directly. Footnotes state that RSUs vest on the earlier of June 3, 2026 or the date preceding the 2026 annual shareholder meeting, and on the earlier of June 3, 2027 or the date preceding the 2027 annual shareholder meeting, in each case if he remains a director through the relevant date.

Insider Trade Summary

2,100 shares exercised/converted

Mixed 3 txns

Insider ANTOIAN EDWARD N

Role null

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

Holdings After Transaction: Director Restricted Stock Units — 2,100 shares (Direct, null); Common Shares — 64,178 shares (Direct, null)

Footnotes (1)

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one of the issuer's common shares. 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. 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: 2,100 Director RSUs RSUs exercised: 2,100 RSUs Common shares acquired via exercise: 2,100 common shares +3 more

6 metrics

RSU grant 2,100 Director RSUs Grant reported on 2026-06-03

RSUs exercised 2,100 RSUs Exercised into common shares on 2026-06-02

Common shares acquired via exercise 2,100 common shares Result of RSU exercise on 2026-06-02 at $0.00

Post-transaction common holdings 64,178 common shares Direct ownership after reported transactions

RSU vesting date 2026 June 3, 2026 Or day before 2026 annual meeting, if still director

RSU vesting date 2027 June 3, 2027 Or day before 2027 annual meeting, if still director

Key Terms

Restricted Stock Unit ("RSU"), contingent right, exercise or conversion of derivative security, director of the issuer

4 terms

Restricted Stock Unit ("RSU") financial

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

contingent right financial

"represents a contingent right to receive one of the issuer's common shares."

exercise or conversion of derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

director of the issuer financial

"provided that the reporting person is a director of the issuer through such date."

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Form 4 Insider Transactions: What Each Field Means →

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^*

ANTOIAN EDWARD N

(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)	64,178	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/ Edward N. Antoian	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)

FAQ

What did URBN director Edward N. Antoian report in this Form 4?

Edward N. Antoian reported a grant of 2,100 Director Restricted Stock Units and the exercise of 2,100 RSUs into 2,100 common shares. These are equity compensation and derivative exercise transactions, not open-market purchases or sales, and increase his directly held common share position.

How many Urban Outfitters (URBN) RSUs were granted to the director?

The director was granted 2,100 Director Restricted Stock Units. Each RSU represents a contingent right to receive one common share, subject to vesting conditions tied to future dates and continued service as a director on the Urban Outfitters board.

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

After these transactions, the director holds 64,178 common shares directly. This reflects the exercise of 2,100 Director Restricted Stock Units into an equal number of common shares, as reported, and does not involve any open-market buying or selling activity.

What are the vesting conditions for the Urban Outfitters (URBN) RSUs?

Footnotes state the RSUs vest on the earlier of June 3, 2026 or the date before the 2026 annual shareholder meeting, and on the earlier of June 3, 2027 or the date before the 2027 meeting, provided the reporting person remains a director through the relevant date.

Were there any Urban Outfitters (URBN) open-market stock purchases or sales in this Form 4?

No open-market purchases or sales were reported. The filing shows a grant of 2,100 Restricted Stock Units and the exercise or conversion of 2,100 RSUs into common shares, which are equity award and derivative exercise events rather than market trades.

What does each Urban Outfitters (URBN) Restricted Stock Unit represent?

Each Restricted Stock Unit represents a contingent right to receive one Urban Outfitters common share. The units convert into shares only when specified vesting conditions are met, including future dates and the director’s continued board service through those dates.