Keefer James H JR 4

What Happened

• James H. Keefer Jr., Senior Vice President, Controller & CAO of American Eagle Outfitters (AEO), reported the conversion/exercise of derivative awards on 2026-03-30. The filing shows 4,138 shares acquired via exercise/conversion of derivatives (reported as $0 exercise price). To cover tax withholding, 1,179 shares were surrendered/withheld at $16.09 per share for a total tax payment of $18,970. The filing also lists dispositions of 341 and 3,797 shares reported as derivative dispositions at $0, which, together with the acquisition, reflect settlement/conversion activity rather than open-market sales.

Key Details

• Transaction date: 2026-03-30.
• Reported activity: 4,138 shares acquired via exercise/conversion of derivatives (code M); 1,179 shares withheld for tax (code F) at $16.09/share = $18,970; additional derivative dispositions of 341 and 3,797 shares reported at $0.
• Shares owned after the transaction: not specified in the filing.
• Footnotes: F1 = dividend equivalent rights that vest with RSUs (each equals one share); F2 = each RSU converts to one share; F3 = RSUs vest in three equal annual installments starting one year after grant.
• Filing timeliness: marked late (L) — the filing was submitted after the standard SEC deadline.

Context

• This appears to be vesting/settlement of restricted stock units (and associated dividend equivalents), not an open-market purchase or decision to sell shares for cash. The 1,179-share disposition reflects tax withholding rather than a voluntary sale; derivative dispositions reported at $0 typically indicate conversion/settlement of awards. Such award vesting is common and does not necessarily signal a change in insider market sentiment.