Baldwin Marisa 4

What Happened

• Marisa Baldwin, EVP & Chief Human Resources Officer of American Eagle Outfitters (AEO), had restricted stock units/dividend-equivalent rights convert on 2026-04-02. The filing shows an exercise/conversion of 8,228 derivative units (code M) into shares.
• The filing also records a tax-withholding disposition (code F) of 4,201 shares at $16.84 per share, generating $70,745 in proceeds to cover taxes. In addition, three zero-price derivative dispositions (342, 5,191 and 2,695 shares) are listed the same day (these are related to RSU/derivative settlement).

Key Details

• Transaction date: 2026-04-02; Form 4 filed: 2026-04-06 (filed after the trade date; outside the typical 2-business-day window).
• Reported entries:
  • 8,228 shares — Exercise/conversion of derivative (M) — acquired at $0.00.
  • 4,201 shares — Payment of exercise price or tax liability (F) — disposed at $16.84, proceeds $70,745.
  • 342 / 5,191 / 2,695 shares — Exercise/conversion (M) — disposed at $0.00 (derivative settlements).
• Shares owned after the transactions: Not disclosed in the filing.
• Footnotes explain these involve RSUs and dividend-equivalent rights: F1 = dividend equivalents that vest with RSUs; F2 = each RSU equals one share upon settlement; F3 = RSUs vest in three equal annual installments starting one year after grant.

Context

• This appears to be a routine compensatory vesting/settlement of RSUs and associated tax withholding rather than an open-market investment decision. Code M indicates conversion/exercise of derivative/RSU awards; code F indicates shares were used to satisfy tax obligations.
• The only cash proceeds reported were from the tax-withholding disposition (4,201 shares for $70,745). The zero-price dispositions reflect settlements/surrenders tied to the RSU/dividend-equivalent mechanics described in the footnotes.