AEO (NYSE: AEO) CFO Mathias exercises stock units and withholds 6,913 shares for taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
AMERICAN EAGLE OUTFITTERS INC EVP and CFO Michael A. Mathias reported routine equity-compensation activity involving restricted stock units and related shares. On April 2, 2026, he exercised derivative awards, including 15,622 shares of common stock delivered from vested units and dividend equivalents.
To cover tax obligations, 6,913 common shares were disposed of at $16.84 per share as a tax-withholding transaction, not an open-market sale. Following these transactions, he directly holds 138,106 common shares, with an additional 1,100 shares held indirectly through a Spouse IRA. The filing notes that dividend equivalent rights and restricted stock units each represent the economic or contingent right to receive one share of common stock, vesting in three equal annual installments beginning on the first anniversary of grant.
Positive
- None.
Negative
- None.
Insider Trade Summary
15,622 shares exercised/converted
Mixed
6 txns
Insider
Mathias Michael A.
Role
EVP and CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Dividend Equivalent Rights | 651 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 9,855 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 5,116 | $0.00 | -- |
| Exercise | Common Stock, without par value | 15,622 | $0.00 | -- |
| Tax Withholding | Common Stock, without par value | 6,913 | $16.84 | $116K |
| holding | Common Stock, without par value | -- | -- | -- |
Holdings After Transaction:
Dividend Equivalent Rights — 994 shares (Direct);
Restricted Stock Unit — 19,710 shares (Direct);
Common Stock, without par value — 145,019 shares (Direct);
Common Stock, without par value — 1,100 shares (Indirect, Spouse IRA)
Footnotes (1)
- 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. Each restricted stock unit represents a contingent right to receive one share of American Eagle Outfitters common stock. The restricted stock units vest in three equal annual installments beginning on the first anniversary of the date of grant.
Key Figures
Shares from derivative exercise: 15,622 shares
Tax-withholding shares: 6,913 shares
Tax-withholding price: $16.84 per share
+5 more
8 metrics
Shares from derivative exercise
15,622 shares
Common stock delivered from derivative exercises on April 2, 2026
Tax-withholding shares
6,913 shares
Common shares withheld to satisfy tax obligations
Tax-withholding price
$16.84 per share
Value used for tax-withholding disposition of common stock
Direct common shares after transaction
138,106 shares
Direct holdings of common stock following Form 4 transactions
Indirect Spouse IRA holdings
1,100 shares
Common stock held indirectly through a Spouse IRA
Dividend equivalent rights exercised
651 rights
Dividend equivalent rights converted into common stock equivalents
RSU tranche exercised (2028 expiry)
9,855 units
Restricted stock units converted, expiring April 2, 2028
RSU tranche exercised (2027 expiry)
5,116 units
Restricted stock units converted, expiring April 4, 2027
Key Terms
Dividend Equivalent Rights, Restricted Stock Unit, tax-withholding disposition, contingent right, +2 more
6 terms
Dividend Equivalent Rights financial
"The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs)..."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share..."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share..."
Spouse IRA financial
"Common Stock, without par value ... nature_of_ownership: Spouse IRA"
Exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
FAQ
What did AEO EVP and CFO Michael A. Mathias report in this Form 4?
He reported routine equity-compensation activity, exercising derivative awards that delivered 15,622 common shares, along with dividend equivalent rights and restricted stock units that convert into American Eagle Outfitters common stock as they vest over time.
What are dividend equivalent rights in the AEO Form 4 filing?
Dividend equivalent rights are awards that accrue on previously granted restricted stock units (RSUs). Each right is the economic equivalent of one share of American Eagle Outfitters common stock and vests proportionately with the underlying RSUs, delivering stock upon vesting.
How do AEO restricted stock units vest for the CFO according to this filing?
Each restricted stock unit represents a contingent right to receive one share of American Eagle Outfitters common stock. The RSUs described here vest in three equal annual installments, beginning on the first anniversary of the grant date and continuing annually thereafter.
What does the tax-withholding disposition in the AEO Form 4 represent?
The tax-withholding disposition reflects 6,913 common shares withheld at $16.84 per share to pay tax liabilities related to vesting. This is not an open-market sale, but a standard mechanism where shares are delivered to satisfy required tax obligations.