SCHOTTENSTEIN JAY L 4

What Happened
Jay L. Schottenstein, Executive Chairman & CEO of American Eagle Outfitters (AEO), was granted 395,623 shares on February 5, 2026 (reported on Form 4 filed Feb 9, 2026). To satisfy tax withholding related to that award, 151,081 shares were disposed/withheld at a reported value of $23.09 per share, totaling approximately $3,488,460. The grant itself shows an acquisition price of $0.00 (an equity award).

Key Details

• Transaction dates: February 5, 2026 (award and withholding); Form 4 filed February 9, 2026.
• Award: 395,623 shares granted (code A) at $0.00 per share.
• Tax withholding/payment: 151,081 shares withheld/disposed (code F) at $23.09 each; value ≈ $3,488,460.
• Shares owned after the transaction: not disclosed in the provided filing.
• Footnote: F1 — shares are owned by family trusts for which Mr. Schottenstein or his spouse serve as trustee.
• Filing timeliness: filing date is Feb 9, 2026; the report does not indicate a late filing status in the provided data.

Context
This was an equity award (grant) followed by share withholding to cover taxes — a common procedure when executives receive restricted stock or other share-based compensation. The withheld shares are used to satisfy tax obligations rather than representing an open-market sale, and the footnote indicates some shares are held in family trusts rather than solely in Mr. Schottenstein’s personal brokerage account.