AEO 8-K
American Eagle Outfitters Inc (AEO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On September 9, 2026, American Eagle Outfitters, Inc. (the “Company”) issued a press release announcing, among other things, the Company’s financial results for the second quarter ended August 1, 2026. A copy of this press release is attached hereto as Exhibit 99.1.
The information in this Item 2.02, including the accompanying Exhibits, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
This Current Report on Form 8-K (including the Exhibits hereto) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause actual results to differ materially from those described in the forward-looking statements can be found in our Annual Report on Form 10-K for the year ended January 31, 2026, and in any subsequently-filed quarterly reports on Form 10-Q, which have been filed with the Securities and Exchange Commission and are available on our website and on the Securities and Exchange Commission’s website (www.sec.gov). The Company does not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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AMERICAN EAGLE OUTFITTERS, INC. |
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(Registrant) |
Date: |
September 9, 2026 |
By: |
/s/ Ravi Thanawala |
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Ravi Thanawala |
Exhibit 99.1
AEO Inc. Reports Second Quarter Fiscal 2026 Results
September 9, 2026 – PITTSBURGH – (BUSINESS WIRE) – American Eagle Outfitters, Inc. (NYSE: AEO) today announced financial results for the second quarter ended August 1, 2026.
“The second quarter reflects the value of our AEO Inc. portfolio, led by the broad-based momentum of Aerie and OFFLINE, alongside encouraging progress at American Eagle. We continue to expand Aerie's reach and deepen brand awareness, leveraging authentic connections to attract new customers and fuel engagement. AE saw sequential improvement from the first quarter, including the fourth consecutive quarter of growth in men’s, and we remain focused on opportunities to drive greater consistency in the women’s business,” commented Jay Schottenstein, Executive Chairman of the Board and Chief Executive Officer - AEO Inc.
“Looking ahead to the second half, we are committed to building on the continued momentum in Aerie and OFFLINE, accelerating improvement at American Eagle, and unlocking greater consistency and profitability across the business,” he concluded.
Second Quarter 2026 Results:
Inventory
Consolidated inventory at cost was up 14%, with units up 9%. The increase in cost includes the impact of incremental tariffs this year. Unit inventory plans will continue to be rebalanced between brands and categories for the remainder of the year.
Tariff Refunds
During the second quarter, the company received International Emergency Economic Powers Act (IEEPA) tariff refunds of $196 million, including interest. These tariff refunds benefitted the company’s second quarter 2026 results. Accordingly, the company accrued incremental incentive compensation of $35 million in the quarter, which impacted both gross profit and SG&A expenses. The net operating income benefit of tariff refunds was $161 million for the second quarter 2026. The company has received substantially all of the tariff refunds for which it submitted refund claims. Additionally, during the second quarter, the company recorded interest expense of $45 million related to an agreement with a third-party buyer for the sale of certain tariff refund claims entered into during the prior fiscal year.
Shareholder Returns
During the second quarter, the company returned $21 million to shareholders via a quarterly cash dividend of $0.125 per share, paid to shareholders of record as of July 10, 2026.
Capital Expenditures
Capital expenditures totaled $66 million in the second quarter. The company expects 2026 capital expenditures to be in the range of $250 to $260 million.
Outlook
All guidance is based on estimates and includes the impact of IEEPA tariff refunds.
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Third Quarter 2026 Outlook |
Fiscal Year 2026 Outlook |
Comparable Sales |
+Mid-to-High Single Digits |
+Mid Single Digits |
Gross Margin |
Flat YoY |
Up YoY |
SG&A |
+High-Single Digits |
+Low-Double Digits |
Depreciation and Amortization |
$55 M |
Approximately $215 M |
Operating Income |
$110 M to $115 M |
$540 M to $550 M |
Weighted Average Share Count |
Low 170 millions |
Low 170 millions |
Webcast and Supplemental Financial Information
Management will host a conference call today at 4:30 p.m. Eastern Time. To access the live webcast and audio replay, please click here. Additionally, a financial results presentation is posted in the Investor Relations section on AEO’s website, www.aeo-inc.com.
About American Eagle Outfitters, Inc.
American Eagle Outfitters, Inc. (NYSE: AEO) is a leading global specialty retailer with a portfolio of beloved apparel brands including American Eagle, Aerie, OFFL/NE by Aerie, Todd Snyder and Unsubscribed. Rooted in optimism, inclusivity and authenticity, AEO’s brands empower every customer to celebrate their unique personal style by offering casual, comfortable, timeless outfitting and high-quality products that are made to last.
AEO Inc. operates stores in the United States, Canada and Mexico, with merchandise available in more than 30 countries through a global network of license partners. Additionally, the company operates a robust e-commerce business across its brands. For more information, visit aeo-inc.com.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This release and related statements by management contain “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995), which represent management’s views, expectations, beliefs, assumptions and estimates concerning future events, including, without limitation, expected results for the third quarter and full-year fiscal 2026. All statements other than statements of historical facts contained in this release and related statements by management are forward-looking statements. Words such as "anticipate," "believe," "contemplate," "continue," "could," "estimate," "expect," "intend," "may", "outlook", "plan," "potential," "project," "should," "target," "will," or "would" or the negative of these terms or other similar expressions may identify forward-looking statements, although not all forward-looking statements contain these identifying words. All forward-looking statements made by the company are inherently uncertain because they are based on assumptions and expectations concerning future events and are subject to change based on many important factors, some of which may be beyond the company’s control. You are cautioned to not unduly rely upon these statements. Any forward-looking statement speaks only as of the date on which such statement is made, and except as may be required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events or otherwise. Because these forward-looking statements involve known and unknown risks and uncertainties, the following important factors, in addition to the risks disclosed in Item 1A., Risk Factors, of our Annual Report on Form 10-K for the fiscal year ended January 31, 2026 and in any other filings that we have made or may in the future make with the Securities and Exchange Commission, in some cases have affected, and in the future could
affect, the company's financial performance and could cause actual results to differ materially from those expressed or implied in any of the forward-looking statements included in this release or otherwise made by management: the risk that the company’s operating, financial and capital plans may not be achieved; our inability to anticipate fluctuations in customer demand and respond to changing consumer preferences and fashion trends and to manage our inventory commensurately; the seasonality of our business; our inability to achieve planned store financial performance and gain market share in the face of declining shopping center traffic or attract customers to our stores; our inability to react to raw material cost, labor and energy cost increases; our inability to respond to changes in e-commerce and leverage omni-channel capabilities; our inability to execute on our key business priorities; our inability to expand internationally; difficulty with our international merchandise sourcing strategies; the impact that foreign trade issues, including import tariffs and other trade restrictions imposed by the U.S., China or other countries have had, and may continue to have, on our product costs, as well as continued uncertainty with respect to tariffs and other trade restrictions, the possibility that product costs may be affected by other foreign trade issues, such as the availability of further tariff refunds, currency exchange rate fluctuations, increasing prices for raw materials, supply chain issues, the potential for a trade war, political instability or other reasons; challenges with information technology systems, including safeguarding against security breaches; changes to U.S. or other countries' trade policies and tariff and import/export regulations, and global economic, public health, social, political and financial conditions, and the resulting impact on consumer confidence and consumer spending, as well as other changes in consumer discretionary spending habits, which could have a material adverse effect on our business, results of operations and liquidity. In addition, we operate in a highly competitive and rapidly changing environment; therefore, new risk factors can arise, and it is not possible for management to predict all such risk factors, nor to assess the impact of all such risk factors on our business or the extent to which any individual risk factor, or combination of risk factors, may cause results to differ materially from those contained in any forward-looking statement.
The use of the “company,” “AEO,” “we,” "us," and “our” in this release refers to American Eagle Outfitters, Inc.
CONTACT
Corporate Communications & Investor Relations
412-432-3300
[email protected]
AMERICAN EAGLE OUTFITTERS, INC. |
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CONSOLIDATED BALANCE SHEETS |
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(Unaudited) |
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(In thousands) |
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August 1, 2026 |
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August 2, 2025 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
147,954 |
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$ |
126,780 |
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Merchandise inventory |
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817,910 |
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718,337 |
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Accounts receivable, net |
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245,231 |
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237,355 |
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Prepaid expenses |
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103,331 |
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167,295 |
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Other current assets |
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22,257 |
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21,335 |
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Total current assets |
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1,336,683 |
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1,271,102 |
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Operating lease right-of-use assets |
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1,646,845 |
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1,604,457 |
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Property and equipment, at cost, net of accumulated depreciation |
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814,979 |
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773,872 |
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Goodwill, net |
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225,181 |
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225,231 |
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Non-current deferred income taxes |
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93,664 |
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48,322 |
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Intangible assets, net |
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35,974 |
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40,674 |
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Other assets |
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125,495 |
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97,374 |
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Total assets |
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$ |
4,278,821 |
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$ |
4,061,032 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
253,663 |
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$ |
247,578 |
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Current portion of operating lease liabilities |
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309,108 |
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321,334 |
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Accrued compensation and payroll taxes |
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94,629 |
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49,534 |
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Unredeemed gift cards and gift certificates |
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62,837 |
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57,376 |
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Accrued income and other taxes |
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29,084 |
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30,631 |
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Other current liabilities and accrued expenses |
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90,067 |
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76,932 |
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Total current liabilities |
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839,388 |
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783,385 |
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Non-current liabilities: |
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Non-current operating lease liabilities |
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1,556,639 |
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1,473,119 |
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Long-term debt, net |
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55,000 |
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203,000 |
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Other non-current liabilities |
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65,479 |
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56,918 |
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Total non-current liabilities |
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1,677,118 |
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1,733,037 |
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Stockholders’ equity: |
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Preferred stock |
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— |
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— |
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Common stock |
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2,496 |
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2,496 |
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Contributed capital |
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360,833 |
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369,478 |
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Accumulated other comprehensive loss |
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(16,357 |
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(34,646 |
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Retained earnings |
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2,678,371 |
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2,416,980 |
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Treasury stock |
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(1,261,525 |
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(1,213,046 |
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Total AEO stockholders' equity |
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1,763,818 |
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1,541,262 |
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Non-controlling interests |
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(1,503 |
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3,348 |
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Total stockholders’ equity |
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$ |
1,762,315 |
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$ |
1,544,610 |
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Total liabilities and stockholders’ equity |
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$ |
4,278,821 |
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$ |
4,061,032 |
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Current Ratio |
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1.59 |
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1.62 |
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AMERICAN EAGLE OUTFITTERS, INC. |
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CONSOLIDATED STATEMENTS OF OPERATIONS |
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(Unaudited; Dollars and shares in thousands, except per share amounts) |
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13 weeks ended |
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August 1, 2026 |
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August 2, 2025 |
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(In thousands) |
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(Percentage of revenue) |
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(In thousands) |
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(Percentage of revenue) |
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Total net revenue |
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$ |
1,380,375 |
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100.0 |
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% |
$ |
1,283,675 |
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100.0 |
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% |
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Cost of sales, including certain buying, occupancy and warehouse expenses |
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708,311 |
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51.3 |
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783,713 |
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61.1 |
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Gross profit |
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672,064 |
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48.7 |
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499,962 |
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38.9 |
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Selling, general and administrative expenses |
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408,354 |
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29.6 |
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342,211 |
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26.7 |
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Depreciation and amortization expense |
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52,305 |
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3.8 |
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54,666 |
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4.2 |
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Operating income |
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$ |
211,405 |
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15.3 |
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$ |
103,085 |
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8.0 |
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Interest expense, net |
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47,125 |
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3.4 |
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1,919 |
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0.1 |
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Other (income) loss, net |
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(13,771 |
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(1.0 |
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648 |
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0.1 |
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Income before income taxes |
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$ |
178,051 |
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12.9 |
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$ |
100,518 |
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7.8 |
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Provision for income taxes |
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44,366 |
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3.2 |
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23,705 |
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1.8 |
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Net income |
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$ |
133,685 |
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9.7 |
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$ |
76,813 |
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6.0 |
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Net loss attributable to non-controlling interests |
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399 |
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0.0 |
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820 |
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0.0 |
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Net income attributable to AEO |
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$ |
134,084 |
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9.7 |
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% |
$ |
77,633 |
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6.0 |
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% |
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Basic net income per common share attributable to AEO |
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$ |
0.80 |
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$ |
0.45 |
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Diluted net income per common share attributable to AEO |
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$ |
0.79 |
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$ |
0.45 |
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Weighted average common shares outstanding - basic |
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167,059 |
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170,756 |
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Weighted average common shares outstanding - diluted |
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170,180 |
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171,659 |
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AMERICAN EAGLE OUTFITTERS, INC. |
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CONSOLIDATED STATEMENTS OF OPERATIONS |
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(Unaudited; Dollars and shares in thousands, except per share amounts) |
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26 weeks ended |
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August 1, 2026 |
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August 2, 2025 |
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(In thousands) |
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(Percentage of revenue) |
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(In thousands) |
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(Percentage of revenue) |
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Total net revenue |
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$ |
2,575,660 |
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100.0 |
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% |
$ |
2,373,275 |
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100.0 |
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% |
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Cost of sales, including certain buying, occupancy and warehouse expenses |
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1,447,425 |
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56.2 |
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1,550,892 |
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65.3 |
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Gross profit |
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1,128,235 |
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43.8 |
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|
822,383 |
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34.7 |
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Selling, general and administrative expenses |
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784,846 |
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30.5 |
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680,998 |
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28.7 |
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Impairment and restructuring charges |
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— |
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0.0 |
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17,119 |
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0.7 |
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Depreciation and amortization expense |
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|
103,760 |
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4.0 |
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|
106,363 |
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4.5 |
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Operating income |
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$ |
239,629 |
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9.3 |
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$ |
17,903 |
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0.8 |
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Interest expense, net |
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54,978 |
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2.1 |
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1,700 |
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0.1 |
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Other (income) loss, net |
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(20,993 |
) |
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(0.8 |
) |
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|
816 |
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(0.0 |
) |
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Income before income taxes |
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$ |
205,644 |
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8.0 |
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$ |
15,387 |
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0.7 |
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Provision for income taxes |
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49,024 |
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1.9 |
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|
3,992 |
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0.2 |
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Net income |
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$ |
156,620 |
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|
|
6.1 |
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$ |
11,395 |
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|
0.5 |
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Net loss attributable to non-controlling interests |
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|
987 |
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0.0 |
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|
1,339 |
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0.0 |
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Net income attributable to AEO |
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$ |
157,607 |
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|
6.1 |
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% |
$ |
12,734 |
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0.5 |
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% |
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Basic net income per common share attributable to AEO |
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$ |
0.94 |
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$ |
0.07 |
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Diluted net income per common share attributable to AEO |
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$ |
0.92 |
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$ |
0.07 |
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Weighted average common shares outstanding - basic |
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167,447 |
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175,156 |
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Weighted average common shares outstanding - diluted |
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171,277 |
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|
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|
176,482 |
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AMERICAN EAGLE OUTFITTERS, INC. |
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NET REVENUE BY SEGMENT |
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(Unaudited; Dollars in thousands) |
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13 weeks ended |
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26 weeks ended |
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August 1, 2026 |
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August 2, 2025 |
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August 1, 2026 |
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|
August 2, 2025 |
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Net Revenue: |
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||||
American Eagle |
$ |
805,883 |
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|
$ |
800,406 |
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$ |
1,484,359 |
|
|
$ |
1,494,271 |
|
Aerie |
|
535,822 |
|
|
|
429,084 |
|
|
|
1,016,648 |
|
|
|
788,872 |
|
Other |
|
38,670 |
|
|
|
61,523 |
|
|
|
74,653 |
|
|
|
105,494 |
|
Intersegment Elimination |
|
— |
|
|
|
(7,338 |
) |
|
|
— |
|
|
|
(15,362 |
) |
Total Net Revenue |
$ |
1,380,375 |
|
|
$ |
1,283,675 |
|
|
$ |
2,575,660 |
|
|
$ |
2,373,275 |
|
AMERICAN EAGLE OUTFITTERS, INC. |
|
||||||
STORE INFORMATION |
|
||||||
(Unaudited) |
|
||||||
|
13 weeks ended |
|
|
26 weeks ended |
|
||
|
August 1, 2026 |
|
|
August 1, 2026 |
|
||
Consolidated stores at beginning of period |
|
1,170 |
|
|
|
1,168 |
|
Consolidated stores opened during the period |
|
|
|
|
|
||
AE Brand (1) |
|
— |
|
|
|
3 |
|
Aerie (incl. OFFL/NE) (2) |
|
2 |
|
|
|
5 |
|
Consolidated stores closed during the period |
|
|
|
|
|
||
AE Brand (1) |
|
(2 |
) |
|
|
(6 |
) |
Aerie (incl. OFFL/NE) (2) |
|
(2 |
) |
|
|
(2 |
) |
Unsubscribed |
|
(1 |
) |
|
|
(1 |
) |
Total consolidated stores at end of period |
|
1,167 |
|
|
|
1,167 |
|
|
|
|
|
|
|
||
Stores by Brand |
|
|
|
|
|
||
AE Brand (1) |
|
802 |
|
|
|
|
|
Aerie (incl. OFFL/NE) (2) |
|
335 |
|
|
|
|
|
Todd Snyder |
|
23 |
|
|
|
|
|
Unsubscribed |
|
7 |
|
|
|
|
|
Total consolidated stores at end of period |
|
1,167 |
|
|
|
|
|
|
|
|
|
|
|
||
Total gross square footage at end of period (in '000) |
|
7,260 |
|
|
|
|
|
|
|
|
|
|
|
||
International license locations at end of period (3) |
|
376 |
|
|
|
|
|
|
|
|
|
|
|
||
(1) AE Brand includes AE stand alone locations, AE/Aerie side-by side locations, AE/OFFL/NE side-by-side locations, and AE/Aerie/OFFL/NE side-by-side locations. |
|
||||||
(2) Aerie (incl. OFFL/NE) includes Aerie stand alone locations, OFFL/NE stand alone locations, and Aerie/OFFL/NE side-by-side locations. |
|
|
|
|
|||
(3) International license locations (retail stores and concessions) are not included in the consolidated store data or the total gross square footage calculation. |
|
|
|
|
|||