Urban Outfitters insiders report 60,000-share gift

The report also lists a direct post-transaction position and six indirect shareholdings involving trusts, the Hayne Foundation and retirement-plan accounts.

Available on EDGAR 11/03/2026 - 05:09 PM EST Accepted by SEC EDGAR 11/03/2026 - 05:08 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Urban Outfitters Inc. (URBN) reports a direct gift transfer of 60,000 common shares on November 2, 2026, with a direct position of 17,298,215 shares following the transaction. Richard A. Hayne, CEO & Chairman of the Board, and Margaret Hayne, Co-President & CCO, are listed as reporting persons. No Rule 10b5-1 plan is reported. Separate indirect holdings are listed through trusts, the Hayne Foundation, the spouse and a 401(k) plan; footnotes describe beneficial-ownership disclaimers for specified holdings.

Insider Trade Summary

60,000 shares gifted

Gift 1 txn

Insider HAYNE RICHARD A, Hayne Margaret

Role CEO & Chairman of the Board | Co-President & CCO

Type	Security	Shares	Price	Value
Gift	Common Shares	60,000	$0.00	$0.00
Holding	Common Shares F1	--	--	--
Holding	Common Shares F2	--	--	--
Holding	Common Shares F1	--	--	--
Holding	Common Shares F3	--	--	--
Holding	Common Shares F1	--	--	--
Holding	Common Shares F1, F4	--	--	--

Holdings After Transaction: Common Shares — 17,298,215 shares (Direct); Common Shares — 23,480 shares (Indirect, By Profit Sharing Fund (401(k) Plan)); Common Shares — 185,573 shares (Indirect, By Trust); Common Shares — 35,140 shares (Indirect, By Hayne Foundation); Common Shares — 1,208,173 shares (Indirect, By Spouse); Common Shares — 11,299 shares (Indirect, By Spouse through Profit Sharing Fund (401(k) Plan)); Common Shares — 4,531,127 shares (Indirect, By Spouse as Trustee)

Holdings Before and After: Common Shares, 17,358,215 to 17,298,215 shares (Direct)

Footnotes (4)

1. F1. These shares are owned indirectly by Richard A. Hayne and indirectly by his spouse, Margaret Hayne. Richard A. Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
2. F2. These shares are held by two trusts of which members of Richard A. Hayne's immediate family are among the beneficiaries. Mr. Hayne serves as trustee of each trust and disclaims beneficial ownership of the issuer's common shares held by the trusts, except to the extent of his pecuniary interest therein.
3. F3. These shares are owned indirectly by Richard A. Hayne and directly by his spouse, Margaret Hayne. Richard A. Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.
4. F4. These shares are owned by four trusts, of which members of Margaret Hayne's immediate family are among the beneficiaries.

Key Figures

Common shares gifted: 60,000 shares Direct common shares following transaction: 17,298,215 shares Common shares held by two trusts: 185,573 shares +1 more

4 metrics

Common shares gifted 60,000 shares Direct gift transfer on November 2, 2026

Direct common shares following transaction 17,298,215 shares Following the November 2, 2026 transaction

Common shares held by two trusts 185,573 shares Trusts with members of Richard A. Hayne’s immediate family among the beneficiaries

Common shares held by spouse as trustee 4,531,127 shares Listed as held by Margaret Hayne as trustee; footnotes describe four trusts with family members among the beneficiaries

Key Terms

Bona fide gift, beneficial ownership, pecuniary interest

3 terms

Bona fide gift financial

"Bona fide gift"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

beneficial ownership financial

"disclaims beneficial ownership of these shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

FAQ

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

How many URBN shares were gifted?

The reported gift transfer covered 60,000 common shares on November 2, 2026. The direct position following the transaction was 17,298,215 common shares, and no Rule 10b5-1 plan is reported.

What URBN shares were listed as held by trusts?

The report lists 185,573 common shares held by two trusts whose beneficiaries include members of Richard A. Hayne’s immediate family. Hayne serves as trustee of both and disclaims beneficial ownership except to the extent of his pecuniary interest.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

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^*

HAYNE RICHARD A

(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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & Chairman of the Board

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026

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

	Form filed by One Reporting Person
X	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	11/02/2026		G		60,000	D	$0	17,298,215	D
Common Shares								23,480	I(1)	By Profit Sharing Fund (401(k) Plan)
Common Shares								185,573	I(2)	By Trust
Common Shares								35,140	I(1)	By Hayne Foundation
Common Shares								1,208,173	I(3)	By Spouse
Common Shares								11,299	I(1)	By Spouse through Profit Sharing Fund (401(k) Plan)
Common Shares								4,531,127	I(1)(4)	By Spouse as Trustee

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

1. Name and Address of Reporting Person^*

HAYNE RICHARD A

(Last) (First) (Middle)

5000 SOUTH BROAD STREET

(Street)

PHILADELPHIA PENNSYLVANIA 19112

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & Chairman of the Board

1. Name and Address of Reporting Person^*

Hayne Margaret

(Last) (First) (Middle)

5000 SOUTH BROAD STREET

(Street)

PHILADELPHIA PENNSYLVANIA 19112

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-President & CCO

Explanation of Responses:

1. These shares are owned indirectly by Richard A. Hayne and indirectly by his spouse, Margaret Hayne. Richard A. Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

2. These shares are held by two trusts of which members of Richard A. Hayne's immediate family are among the beneficiaries. Mr. Hayne serves as trustee of each trust and disclaims beneficial ownership of the issuer's common shares held by the trusts, except to the extent of his pecuniary interest therein.

3. These shares are owned indirectly by Richard A. Hayne and directly by his spouse, Margaret Hayne. Richard A. Hayne disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

4. These shares are owned by four trusts, of which members of Margaret Hayne's immediate family are among the beneficiaries.

	/s/ Richard A. Hayne	11/03/2026
	/s/ Margaret Hayne	11/03/2026
	** 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)