American Eagle Outfitters (AEO) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 25, 2025, for shareholders of record as of May 1, 2025.

• Meeting will be held virtually, with proxy materials available online and by request.

Voting matters and shareholder proposals

• Shareholders will vote on the election of two directors: Deborah A. Henretta and Cary D. McMillan.

• Proposal to ratify Ernst & Young LLP as independent auditor for fiscal year ending January 31, 2026.

• Advisory vote on executive compensation for named executive officers.

Board of directors and corporate governance

• Board recommends voting in favor of all proposals, including director elections and auditor ratification.