URBAN OUTFITTERS INC·4

Feb 17, 4:37 PM ET

HAYNE RICHARD A 4

4 · URBAN OUTFITTERS INC · Filed Feb 17, 2026

Research Summary

AI-generated summary of this filing

Updated

Urban Outfitters (URBN) 10% Owner Richard Hayne Sells Shares

What Happened
Richard A. Hayne, a greater-than-10% owner of Urban Outfitters, sold a total of 31,233 common shares in open-market transactions on February 12–13, 2026. The sales generated approximately $2,203,304 in proceeds. Reported blocks include: 5,718 and 5,003 shares at a weighted $70.58 (Feb 12), 274 and 238 shares at a weighted $71.25 (Feb 12), and 10,667 and 9,333 shares at a weighted $70.51 (Feb 13). Footnotes indicate the actual sale prices ranged from roughly $70.00 to $71.43 across the trades.

Key Details

  • Transaction dates: February 12–13, 2026. Report filed on February 17, 2026. (Feb 12 trades appear to have been filed one business day late; Feb 13 trades were filed within the two-business-day window.)
  • Shares sold: 31,233 total; proceeds ≈ $2,203,304.
  • Reported weighted prices: ~$70.51–$71.25; price ranges by footnote: ~$70.00–$71.43.
  • Plan: Sales were effected pursuant to a pre-established Rule 105b-1 trading plan adopted July 10, 2025 (pre-set trading plan — reduces the implication of active timing).
  • Ownership after transaction: not specified in the provided filing details.
  • Ownership disclosures: several footnotes state these shares are owned indirectly (by trusts or jointly with spouse) and Hayne disclaims beneficial ownership except to the extent of any pecuniary interest.

Context
These were open-market sales by a 10% owner executed under a pre-established trading plan — a common way insiders systematically sell shares. Sales do not by themselves indicate company prospects; purchases generally carry stronger signals. Because some shares are held indirectly in trusts and Hayne disclaims beneficial ownership for certain holdings, these transactions reflect dispositions by or on behalf of entities tied to him rather than necessarily personal opportunistic trading.

Insider Transaction Report

Form 4
Period: 2026-02-12
HAYNE RICHARD A
DirectorCEO & Chairman of the Board10% Owner
Transactions
  • Sale

    Common Shares

    [F2][F1]
    2026-02-12$70.58/sh5,718$403,55417,494,824 total
  • Sale

    Common Shares

    [F2][F1][F3]
    2026-02-12$70.58/sh5,003$353,0921,973,614 total(indirect: By Trust)
  • Sale

    Common Shares

    [F4][F1]
    2026-02-12$71.25/sh274$19,52117,494,550 total
  • Sale

    Common Shares

    [F4][F1][F3]
    2026-02-12$71.25/sh238$16,9571,973,376 total(indirect: By Trust)
  • Sale

    Common Shares

    [F5][F1]
    2026-02-13$70.51/sh10,667$752,12017,483,883 total
  • Sale

    Common Shares

    [F5][F1][F3]
    2026-02-13$70.51/sh9,333$658,0601,964,043 total(indirect: By Trust)
Holdings
  • Common Shares

    [F3]
    (indirect: By 401(k))
    23,480
  • Common Shares

    [F6]
    (indirect: By Trust)
    185,573
  • Common Shares

    [F3]
    (indirect: By Foundation)
    35,140
  • Common Shares

    [F7]
    (indirect: By Spouse)
    1,176,273
  • Common Shares

    [F3]
    (indirect: By Spouse)
    11,300
  • Common Shares

    [F3][F8]
    (indirect: By Trust)
    2,597,268
Footnotes (8)
  • [F1]The reported transaction was effected pursuant to a Rule 105b-1 trading plan adopted by the reporting person on 7/10/2025.
  • [F2]The price in Column 4 is a weighted average price. The price actually received ranged from $70.14 to $71.13. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
  • [F3]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.
  • [F4]The price in Column 4 is a weighted average price. The price actually received ranged from $71.165 to $71.43. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
  • [F5]The price in Column 4 is a weighted average price. The price actually received ranged from $70.00 to $70.87. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.
  • [F6]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.
  • [F7]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.
  • [F8]These shares are owned by three trusts, of which members of Margaret Hayne's immediate family are among the beneficiaries.
Signature
/s/ Richard A. Hayne|2026-02-17

Documents

1 file
  • 4
    ownership.xmlPrimary

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