HAYNE RICHARD A 4

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.