Form 4: Urban Outfitters Co-President Sells Shares Under 10b5-1 Plan

Urban Outfitters Co-President and CCO Margaret Hayne sold a total of 28,299 common shares over several transactions in late December 2025, pursuant to a pre-arranged 10b5-1 trading plan.

Summary

• Margaret Hayne, Co-President, Chief Creative Officer (CCO), and Director of Urban Outfitters Inc. (URBN), reported sales of common shares.
• A total of 28,299 common shares were sold across multiple transactions on December 23, 24, and 26, 2025.
• The sales were executed at weighted average prices ranging from $76.526 to $80.533 per share.
• All reported transactions were made pursuant to a Rule 10b5-1 trading plan adopted by Margaret Hayne on July 10, 2025.
• Following these transactions, Margaret Hayne's indirect beneficial ownership by Trust (3) stands at 2,234,729 shares.
• Other beneficial ownership includes 1,176,273 direct shares, 11,300 shares indirectly by Profit Sharing Fund (401(k)) Plan, 2,597,268 shares indirectly by other trusts, 17,793,265 shares indirectly by spouse, 23,481 shares indirectly by spouse through Profit Sharing Fund (401(k)) Plan, 185,573 shares indirectly by spouse as Trustee, and 35,140 shares indirectly by Hayne Foundation.

Sentiment

Score: 5

Explanation: The filing reports routine insider stock sales executed under a pre-arranged 10b5-1 trading plan, which typically indicates a planned liquidity event rather than a change in sentiment about the company's prospects.

Positives

• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan adopted on July 10, 2025, indicating a planned liquidity event rather than a reaction to new, non-public information.

Negatives

• The sale of 28,299 common shares by a key executive, even under a 10b5-1 plan, could be perceived by some investors as a reduction in insider confidence, potentially signaling a lack of significant upside in the near term.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Management Comments

• The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 7/10/2025.

Industry Context

This insider transaction report is specific to Urban Outfitters Inc. and its executive, Margaret Hayne. It does not provide broader industry trends or competitive analysis.

Related Party Transactions

• Margaret Hayne, Co-President & CCO, sold 28,299 common shares of Urban Outfitters Inc. stock to the open market between December 23 and December 26, 2025, under a Rule 10b5-1 trading plan.

Stakeholder Impact

• Shareholders may interpret the insider selling as a reduction in a key executive's direct stake, though the pre-arranged 10b5-1 plan mitigates concerns about immediate negative implications.

Key Dates

Recommendation

The reported insider sales by a Co-President are executed under a pre-arranged 10b5-1 trading plan, which suggests a planned liquidity event rather than a reaction to new material information. While insider selling can sometimes be a negative signal, the existence of a 10b5-1 plan mitigates this concern, making it a neutral event for immediate investment decisions. Investors should consider broader company fundamentals and market conditions.

Keywords

Urban Outfitters, URBN, Insider Trading, Form 4, Stock Sale, Margaret Hayne, Co-President, CCO, Director, 10b5-1 plan