美鹰傲飞 2024年度报告

FORM10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedFebruary 1,2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 Commission file number:1-33338 AMERICAN EAGLE OUTFITTERS, INC. (Exact name of registrant as specified in its charter) Delaware(State or other jurisdiction ofincorporation or organization) Registrant’s telephone number, including area code:(412)432-3300 Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YES☒NO☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Sections 15(d) of the Act.YES☐NO☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to the filing requirements for at the past 90 days.YES☒NO☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit such files).YES☒NO☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☐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 Large accelerated filer☒Non-accelerated filer☐ with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness ofits internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).YES☐NO☒The aggregate market value of voting and non-voting common equity held by non-affiliates of the registrant as of August 3, 2024 was$3,895,085,181.Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date: 172,514,102Common Shares were outstanding at March 19, 2025.DOCUMENTS INCORPORATED BY REFERENCE Portions of the Company’s definitive proxy statement for the 2025 Annual Meeting of Stockholders are incorporated by reference into Part III herein of this Annual Report on Form 10-K. The registrant expects to file such definitive proxy statement with the Securities and ExchangeCommission within 120 days of its fiscal year ended February 1, 2025. AMERICAN EAGLE OUTFITTERS, INC.TABLE OF CONTENTS PART I Item 1. Business4Item 1A. Risk Factors12Item 1B. Unresolved Staff Comments24Item 1C. Cybersecurity24Item 2. Properties26Item 3. Legal Proceedings26Item 4. Mine Safety Disclosures27 Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities28Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations31Item 7A. Quantitative and Qualitative Disclosures About Market Risk44Item 8. Financial Statements and Supplementary Data45Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure78Item 9A. Controls and Procedures78Item 9B. Other Information81Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections81 PART III Item 10. Directors, Executive Officers and Corporate Governance82Item 11. Executive Compensation82Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters82Item 13. Certain Relationships and Related Transactions, and Director Independence82Item 14. Principal