American Eagle Outfitters, Inc. 2025-2026 Proxy Voting Records

Description as filed by funds: Election of Class I Director: Jay L. Schottenstein

American Eagle Outfitters, Inc.’s own tally for this item (“Elect Director: Jay L. Schottenstein”): 121,484,517 for, 18,267,830 against, per its Form 8-K filed June 29, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 : Votes regarding the election of Jay L. Schottenstein as a Class I director were as follows: Based on the votes set forth above, Jay L. Schottenstein was duly elected to serve as a Class I director until the Company's 2029 Annual Meeting of Stockholders.”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 65,615,350 for, 3,762,703 against, 5,966 abstained, 112,356 not voted.

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

Description as filed by funds: Approve an amendment and restatement of the Company's 2023 Stock Award and Incentive Plan to increase the number of authorized shares thereunder.

American Eagle Outfitters, Inc.’s own tally for this item (“4. To approve an amendment and restatement of the 2023 Plan to increase the number of authorized shares thereunder ("Proposal 4")”): 134,900,287 for, 4,853,755 against — passed, per its Form 8-K filed June 29, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the amendment and restatement of the 2023 Plan was approved.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of American Eagle Outfitters, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (2 managers, 8,662 for, 112,356 not voted).

The 100 asset managers below reported 69,025,711 for, 225,248 against, 5,966 abstained.

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

Description as filed by funds: Approve, on a non-binding, advisory basis, the Fiscal 2025 compensation of the Company's named executive officers ("Say-on-Pay" vote).

American Eagle Outfitters, Inc.’s own tally for this item (“3. To approve, on an advisory basis, the fiscal 2025 compensation of the Company's named executive officers ("Proposal 3"); and”): 135,053,347 for, 4,601,755 against — passed, per its Form 8-K filed June 29, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the fiscal 2025 compensation of the Company's named executive officers was approved on an advisory, non-binding basis.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 98 managers: 69,411,739 for, 16,284 against, 5,967 abstained, 112,404 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 317 managers: 62,068,702 for, 3,444,184 against, 2,932 abstained, 175 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2027.

American Eagle Outfitters, Inc.’s own tally for this item (“2. To ratify the selection of Ernst & Young LLP ("EY") as the Company's independent registered public accounting firm for the fiscal year ending January 30, 2027 ("Proposal 2")”): 143,082,504 for, 8,647,896 against — passed, per its Form 8-K filed June 29, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the selection of EY as the Company's independent registered public accounting firm for the fiscal year ending January 30, 2027 was duly ratified.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 69,072,959 for, 183,907 against, 5,966 abstained, 112,356 not voted.

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.