SCHOTTENSTEIN JAY L 4
4 · AMERICAN EAGLE OUTFITTERS INC · Filed Apr 6, 2026
Research Summary
AI-generated summary of this filing
American Eagle (AEO) CEO Jay Schottenstein Exercises Options, Sells 31,610 Shares
What Happened
Jay L. Schottenstein, Executive Chairman & CEO of American Eagle Outfitters (AEO), had multiple derivative/RSU transactions on April 2, 2026. The filing shows a conversion/exercise of 79,361 derivative units (reported as $0 per share) and several related derivative settlement entries (3,307; 50,066; 25,988 shares). Separately, 31,610 shares were surrendered to satisfy tax liability at $16.84 per share, totaling $532,312.
Key Details
- Transaction date: April 2, 2026; Form 4 filed April 6, 2026 (filed within SEC timing rules).
- Reported transactions:
- Exercise/conversion (code M): +79,361 shares @ $0.00 (acquired)
- Payment of tax liability/withholding (code F): -31,610 shares @ $16.84 = $532,312 (disposed)
- Additional exercise/conversion (code M) disposals: -3,307; -50,066; -25,988 shares @ $0.00 (these three disposals total 79,361)
- Shares owned after transaction: Not specified in the provided excerpt of the filing.
- Relevant footnotes:
- F1: Some shares are held in family trusts where Mr. Schottenstein or spouse serve as trustee.
- F2–F4: Transactions relate to restricted stock units (RSUs) and associated dividend equivalent rights; RSUs vest in three equal annual installments.
- Transaction codes: M = exercise/conversion of derivative; F = shares withheld/used to pay tax liability (net settlement/withholding, not an open-market sale).
Context
This appears to be the vesting/conversion and settlement of RSUs and related dividend-equivalent rights, with a portion of shares withheld to cover tax obligations (common "net settlement" or withholding). Withholdings to cover taxes are routine and do not necessarily indicate a directional view on the stock.
Insider Transaction Report
- Exercise/Conversion
Common Stock, without par value
2026-04-02+79,361→ 2,304,581 total - Tax Payment
Common Stock, without par value
2026-04-02$16.84/sh−31,610$532,312→ 2,272,971 total - Exercise/Conversion
Dividend Equivalent Rights
[F2]2026-04-02−3,307→ 5,047 total→ Common Stock, without par value (3,307 underlying) - Exercise/Conversion
Restricted Stock Unit
[F3][F4]2026-04-02−50,066→ 100,132 totalExp: 2028-04-02→ Common Stock, without par value (50,066 underlying) - Exercise/Conversion
Restricted Stock Unit
[F3][F4]2026-04-02−25,988→ 25,989 totalExp: 2027-04-04→ Common Stock, without par value (25,988 underlying)
- 2,611,235(indirect: By LLC)
Common Stock, without par value
- 2,971,202(indirect: By SEI, Inc.)
Common Stock, without par value
- 6,386,995(indirect: By Trust)
Common Stock, without par value
[F1]
Footnotes (4)
- [F1]Shares owned by trusts as to which Mr. Schottenstein or his spouse serve as trustee of various family trusts.
- [F2]The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs) which vest proportionately with the RSUs to which they relate. Each dividend equivalent right is the economic equivalent of one share of American Eagle Outfitters common stock.
- [F3]Each restricted stock unit represents a contingent right to receive one share of American Eagle Outfitters common stock.
- [F4]The restricted stock units vest in three equal annual installments beginning on the first anniversary of the date of grant.