Statement of Changes in Beneficial Ownership (4)
October 12 2022 - 04:54PM
Edgar (US Regulatory)
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FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
| 1. Name
and Address of Reporting Person * Foyle Jennifer M. |
2. Issuer Name and Ticker or Trading
Symbol AMERICAN EAGLE OUTFITTERS INC [ AEO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Global Brand President-aerie |
|
(Last)
(First)
(Middle)
AMERICAN EAGLE OUTFITTERS, INC., 401 5TH AVE. |
3. Date of Earliest Transaction (MM/DD/YYYY)
10/8/2022
|
|
(Street)
NEW YORK, NY 10016
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 Stock, without par
value |
10/8/2022 |
|
M |
|
22798.0000 |
A |
$0.0000 |
153153.0000 |
D |
|
|
Common Stock, without par
value |
10/8/2022 |
|
F |
|
12608.0000 |
D |
$10.5000 |
140545.0000 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
|
Dividend Equivalent Rights |
(1) |
10/8/2022 |
|
M |
|
|
1237.0000 |
(1) |
(1) |
Common Stock, without par
value |
1237.0000 |
$0.0000 |
6875.0000 |
D |
|
|
Restricted Stock Unit |
(2) |
10/8/2022 |
|
M |
|
|
21561.0000 |
(3) |
10/8/2023 |
Common Stock, without par
value |
21561.0000 |
$0.0000 |
21561.0000 |
D |
|
| Explanation of
Responses: |
| (1) |
The dividend equivalent
rights accrued on previously awarded restricted stock units (RSUs)
which vest proportionately with the RSUs to which they relate. Each
dividend equivalent right is the economic equivalent of one share
of American Eagle Outfitters common stock. |
| (2) |
Each restricted stock unit
represents a contingent right to receive one share of American
Eagle Outfitters common stock. |
| (3) |
The restricted stock units
vest in three equal annual installments beginning on the first
anniversary of the date of grant. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Foyle Jennifer M.
AMERICAN EAGLE OUTFITTERS, INC.
401 5TH AVE.
NEW YORK, NY 10016 |
|
|
Global Brand President-aerie |
|
Signatures
|
|
Robert J. Tannous,
Attorney-in-Fact |
|
10/11/2022 |
| **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 control number. |
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