Hayne Margaret 4

What Happened

• Margaret Hayne, Co‑President & Chief Creative Officer and a director of Urban Outfitters (URBN), had performance- and time‑based restricted stock units convert/vest on March 5, 2026. The filing shows conversion/exercise entries for 10,200-share tranches (multiple entries) and related tax-withholding share dispositions.
• The filing records 7,080 shares surrendered to cover tax liabilities (3,153 shares at $65.62 = $206,900 and 3,927 shares at $65.62 = $257,690), totaling $464,590. Based on the conversion entries (totaling 20,400 underlying shares reflected), that implies roughly 13,320 net shares were issued to Hayne after withholding.

Key Details

• Transaction date: March 5, 2026; Form 4 filed: March 9, 2026 (filed 4 days after the transaction).
• Transaction types: M = exercise/conversion of derivative awards (PSUs/RSUs); F = shares withheld to satisfy tax withholding.
• Withheld for taxes: 7,080 shares at $65.62 per share for $464,590 total.
• Underlying awards: filing footnotes indicate these were Performance‑Based RSUs (PSUs) and Restricted Stock Units (RSUs) with one‑third vesting on March 5, 2026, per the grant schedule.
• Shares owned after the transaction: not specified in the excerpt of the filing.
• Timeliness: filing date is March 9 for a March 5 transaction. Form 4s are generally due within two business days, so this filing appears to have been submitted later than that requirement.

Context

• This was a vesting/conversion of equity awards (PSUs/RSUs), not an open‑market purchase or deliberate sale. The disposal entries are tax‑withholding (cashless settlement) — a routine administrative step that does not necessarily signal buying or selling intent.
• PSUs are performance‑contingent and RSUs are time‑based; footnotes confirm vesting depends on continued employment and (for PSUs) performance metrics for fiscal years 2025–2027.