Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

On January 11, 2021, Trish Donnelly notified Urban Outfitters, Inc. (the "Company") of her decision to resign as Chief Executive Officer of the Urban Outfitters Group, effective January 31, 2021.

Item 8.01. Other Events

On January 12, 2021, effective on the same day, the Company announced the promotion of Sheila Harrington to Chief Executive Officer, Urban Outfitters Group. She will also continue as Chief Executive Officer, Free People Group.

On January 12, 2021, the Company issued a press release, which disclosed material non-public information regarding the Company's sales for the two-month holiday selling season and the eleven months ended December 31, 2020.

Reference is made to the press release issued by the Company on January 12, 2021 and filed as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits






Exhibit No. Description



99.1          Press Release, dated January 12, 2021 - Fiscal Year 2021 Holiday
            Sales and Management Changes
104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document)




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