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AMERICAN EAGLE OUTFITTERS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and AMERICAN EAGLE OUTFITTERS INC.’s Form 8-K, filed 2025-07-01 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 8Reported items
  • 349Asset managers
  • 1,722Fund votes
  • 2025-06-25Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore AMERICAN EAGLE OUTFITTERS INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by AMERICAN EAGLE OUTFITTERS INC.

These tallies are AMERICAN EAGLE OUTFITTERS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-07-01 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

AMERICAN EAGLE OUTFITTERS INC. — official shareholder meeting results, meeting held 2025-06-25
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Deborah A. Henretta 133,254,20816,018,391109,568 --10,896,992 Majority: yes
Elect Director: Cary D. McMillan 123,784,88225,525,82271,463 --10,896,992 Majority: yes
Proposal 2: Votes regarding the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2026 were as follows: 156,682,0173,476,545120,597 ---- Majority: yes
Proposal 3: Votes regarding the approval, on an advisory basis, of the fiscal 2024 compensation of the Company's named executive officers were as follows: 143,329,3905,855,515197,254 --10,897,000 Majority: yes

Source: AMERICAN EAGLE OUTFITTERS INC., Form 8-K, filed with the SEC on 2025-07-01 — read the filing on EDGAR.

How asset managers voted at the AMERICAN EAGLE OUTFITTERS INC. 2024-2025 meeting

Each item below shows how the 349 asset managers that disclosed a AMERICAN EAGLE OUTFITTERS INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of AMERICAN EAGLE OUTFITTERS INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Hold an advisory vote on the compensation of our named executive officers.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2025-06-25.

Combines 7 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 143,329,390AGAINST: 5,855,515

AMERICAN EAGLE OUTFITTERS INC.’s own tally for this item (“Proposal 3: Votes regarding the approval, on an advisory basis, of the fiscal 2024 compensation of the Company's named executive officers were as follows:”): 143,329,390 for, 5,855,515 against, per its Form 8-K filed 2025-07-01 (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. Of all 173,267,000 outstanding shares: 83% for, 3% against (86% of the company cast a for/against vote).

The 343 asset managers below cast 98% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the total votes cast at the meeting.

FOR 97%
FOR: 97.4%AGAINST: 2.5%ABSTAIN: 0.0%NOT VOTED: 0.1%
Largest asset managers voting on “Hold an advisory vote on the compensation of our named executive officers.” at AMERICAN EAGLE OUTFITTERS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard28,390,28330,190 10For
BlackRock24,149,2791,168 00For
American Century11,996,8270 00For
Fidelity11,034,3480 00For
Victory Capital6,725,30031,599 00For
COOKE & BIELER LP6,416,2900 00For
State Street6,265,07161,096 00For
Charles Schwab5,376,9610 00For
Wellington4,934,7830 00For
Junto Capital Management LP4,679,7110 00For
GEODE CAPITAL MANAGEMENT, LLC4,082,4050 00For
Bridge Builder Trust2,220,00035,525 00For
VAUGHAN NELSON INVESTMENT MANAGEMENT, L.P.1,869,2660 00For
Nuveen1,780,8400 00For
TIAA1,738,6490 00For
PRINCIPAL GLOBAL INVESTORS1,635,2070 00For
SEI1,609,24210,745 00For
Fisher Asset Management, LLC1,504,6170 00For
Northern Trust1,412,0190 00For
Jackson National1,399,2300 00For
AQR1,028,9570 00For
JPMorgan961,7230 00For
MELLON INVESTMENTS Corp948,6690 00For
WisdomTree874,0560 00For
Dimensional787,6940 00For

Showing the 25 largest of 343 asset managers. See all 343 in the interactive database.

2. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2026.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2025-06-25.

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 156,682,017AGAINST: 3,476,545

AMERICAN EAGLE OUTFITTERS INC.’s own tally for this item (“Proposal 2: Votes regarding the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2026 were as follows:”): 156,682,017 for, 3,476,545 against, per its Form 8-K filed 2025-07-01 (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. Of all 173,267,000 outstanding shares: 90% for, 2% against (92% of the company cast a for/against vote).

The 94 asset managers below cast 99.8% of the shares they voted on this item FOR (80,163,786 for, 120,735 against).

FOR 99.6%
FOR: 80,163,786 (99.6%)AGAINST: 120,735 (0.2%)ABSTAIN: 21,624 (0.0%)NOT VOTED: 139,321 (0.2%)
Largest asset managers voting on “RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR” at AMERICAN EAGLE OUTFITTERS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard27,768,68111,525 00For
BlackRock19,177,0670 00For
Fidelity7,306,3710 00For
American Century5,919,2430 00For
Charles Schwab2,602,2810 00For
Bridge Builder Trust2,255,5250 00For
Victory Capital1,809,6160 00For
TIAA1,738,6490 00For
State Street1,488,48368 00For
Jackson National1,399,2300 00For
WisdomTree874,0560 00For
Principal683,8910 00For
SEI677,9180 00For
Virtus536,1930 00For
FRANKLIN STRATEGIC SERIES533,1460 00For
Equitable497,6510 00For
Columbia Threadneedle375,3230 00For
JPMorgan328,5240 00For
First Trust311,5140 00For
QUANTITATIVE MASTER SERIES LLC302,1910 00For
Natixis216,0050 00For
Thrivent196,8960 00For
BNY Mellon192,7270 00For
Transamerica188,7500 00For
CLEARWATER INVESTMENT TRUST187,4540 00For

Showing the 25 largest of 94 asset managers. See all 94 in the interactive database.

3. Election of Directors: Deborah A. Henretta

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-25.

Combines 4 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%
FOR: 133,254,208AGAINST: 16,018,391

AMERICAN EAGLE OUTFITTERS INC.’s own tally for this item (“Elect Director: Deborah A. Henretta”): 133,254,208 for, 16,018,391 against, per its Form 8-K filed 2025-07-01 (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. Of all 173,267,000 outstanding shares: 77% for, 9% against (86% of the company cast a for/against vote).

The 92 asset managers below cast 92% of the shares they voted on this item FOR (73,607,881 for, 6,610,390 against).

FOR 92%8%
FOR: 73,607,881 (91.6%)AGAINST: 6,610,390 (8.2%)ABSTAIN: 21,624 (0.0%)NOT VOTED: 139,321 (0.2%)
Largest asset managers voting on “Election of Directors: Deborah A. Henretta” at AMERICAN EAGLE OUTFITTERS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard23,802,6603,977,546 00For
BlackRock19,177,0670 00For
Fidelity7,306,3710 00For
American Century5,919,2430 00For
Charles Schwab2,602,2810 00For
Bridge Builder Trust2,255,5250 00For
Victory Capital1,809,6160 00For
TIAA01,738,649 00Against
State Street1,488,5510 00For
Jackson National1,399,2300 00For
WisdomTree874,0560 00For
Principal683,8910 00For
SEI677,9180 00For
Virtus536,1930 00For
FRANKLIN STRATEGIC SERIES533,1460 00For
Equitable285,210212,441 00For
Columbia Threadneedle0375,323 00Against
JPMorgan328,5240 00For
First Trust311,5140 00For
QUANTITATIVE MASTER SERIES LLC302,1910 00For
Natixis216,0050 00For
Thrivent196,8960 00For
BNY Mellon192,7270 00For
Transamerica188,7500 00For
CLEARWATER INVESTMENT TRUST187,4540 00For

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

4. Election of Directors: Cary D. McMillan

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-25.

Combines 5 wordings of this item as funds reported it.

83% Majority: yes · of votes cast

FOR 83%AGAINST 17%
FOR: 123,784,882AGAINST: 25,525,822

AMERICAN EAGLE OUTFITTERS INC.’s own tally for this item (“Elect Director: Cary D. McMillan”): 123,784,882 for, 25,525,822 against, per its Form 8-K filed 2025-07-01 (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. Of all 173,267,000 outstanding shares: 71% for, 15% against (86% of the company cast a for/against vote).

The 92 asset managers below cast 88% of the shares they voted on this item FOR (70,439,009 for, 9,779,262 against).

FOR 88%12%
FOR: 70,439,009 (87.6%)AGAINST: 9,779,262 (12.2%)ABSTAIN: 21,624 (0.0%)NOT VOTED: 139,321 (0.2%)
Largest asset managers voting on “Election of Directors: Cary D. McMillan” at AMERICAN EAGLE OUTFITTERS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard23,802,6363,977,570 00For
BlackRock19,177,0670 00For
Fidelity7,306,3710 00For
American Century5,919,2430 00For
Charles Schwab2,602,2810 00For
Bridge Builder Trust2,220,00035,525 00For
Victory Capital1,809,6160 00For
TIAA01,738,649 00Against
State Street4,3451,484,206 00Against
Jackson National923,028476,202 00For
WisdomTree0874,056 00Against
Principal683,8910 00For
SEI677,9180 00For
Virtus536,1930 00For
FRANKLIN STRATEGIC SERIES533,1460 00For
Equitable285,210212,441 00For
Columbia Threadneedle0375,323 00Against
JPMorgan328,5240 00For
First Trust311,5140 00For
QUANTITATIVE MASTER SERIES LLC302,1910 00For
Natixis216,0050 00For
Thrivent196,8960 00For
BNY Mellon0192,727 00Against
Transamerica188,7500 00For
CLEARWATER INVESTMENT TRUST179,9547,500 00For

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

5. Hold an advisory vote on the compensation of our named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-06-27 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 664 against).

AGAINST: 664 (100.0%)
Largest asset managers voting on “Hold an advisory vote on the compensation of our named executive officers.” at AMERICAN EAGLE OUTFITTERS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
COLDSTREAM CAPITAL MANAGEMENT INC0664 00Against
Echo45 Advisors LLC00 00--

Showing the 5 reported items with the widest manager coverage, of 8 in total. View every item.

Largest AMERICAN EAGLE OUTFITTERS INC. shareholders voting in 2024-2025

Ranked by the number of AMERICAN EAGLE OUTFITTERS INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 173,267,000 shares outstanding at the time of that meeting.

Top AMERICAN EAGLE OUTFITTERS INC. shareholders by shares voted, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 16.40%
2BlackRock 13.94%
3American Century 6.92%
4Fidelity 6.37%
5Victory Capital 3.90%
6COOKE & BIELER LP 3.70%
7State Street 3.65%
8Charles Schwab 3.10%
9Wellington 2.85%
10Junto Capital Management LP 2.70%

Reported AMERICAN EAGLE OUTFITTERS INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

AMERICAN EAGLE OUTFITTERS INC. beneficial owners on record for the 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 15.92% 13F
Vanguard Group 12.11% 13F
Jay L. Schottenstein 7.67% 13D
Dimensional Fund Advisors 6.10% 13F
State Street 4.12% 13F
Wellington Management 3.59% 13F
FMR LLC 2.52% 13G
Geode Capital 2.37% 13F
Point72 1.68% 13F
Charles Schwab 1.62% 13F

Percentages above are of 173,267,000 shares outstanding, as reported by AMERICAN EAGLE OUTFITTERS INC. on its Form 10-Q dated 2025-05-03 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from AMERICAN EAGLE OUTFITTERS INC.’s 10-Q dated 2025-05-03. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At AMERICAN EAGLE OUTFITTERS INC.'s shareholder meeting held 2025-06-25, in the 2024-2025 proxy season, 349 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,722 separate fund positions. Their filings are grouped here into 8 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Hold an advisory vote on the compensation of our named executive officers. — FOR was 96% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: AMERICAN EAGLE OUTFITTERS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-07-01.

AMERICAN EAGLE OUTFITTERS INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.