Form 8-K

URBAN OUTFITTERS, INC.

Date: May 21, 2010

/s/ Glen T. Senk

Glen T. Senk

Chief Executive Officer

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I1+tiQHJF3m936qn4Sasca71gA26Qn+jPPijIF/2ib6AWZyjPp9JvOsrWy4O85kL yLOo5wpmU79QI49ozU/idg== 0001193125-10-126044.txt : 20100521 0001193125-10-126044.hdr.sgml : 20100521 20100521125954 ACCESSION NUMBER: 0001193125-10-126044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100518 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20100521 DATE AS OF CHANGE: 20100521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: URBAN OUTFITTERS INC CENTRAL INDEX KEY: 0000912615 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 232003332 STATE OF INCORPORATION: PA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22754 FILM NUMBER: 10850317 BUSINESS ADDRESS: STREET 1: 5000 SOUTH BROAD STREET CITY: PHILADELPHIA STATE: PA ZIP: 19112 BUSINESS PHONE: 2154545500 MAIL ADDRESS: STREET 1: 5000 SOUTH BROAD STREET CITY: PHILADELPHIA STATE: PA ZIP: 19112 8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 18, 2010

URBAN OUTFITTERS, INC.

(Exact Name of Registrant as Specified in its Charter)

Pennsylvania

000-22754

23-2003332

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


5000 South Broad St, Philadelphia PA		19112-1495
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (215) 454-5500

N/A

(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 (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4))

Item 5.07.

Submission of Matters to a Vote of Security Holders.

On May 18, 2010, Urban Outfitters, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the shareholders (i) elected both of the Company’s nominees for Class I Director to serve a term initially expiring at the Annual Meeting of Shareholders in 2013, (ii) re-approved the Urban Outfitters Executive Incentive Plan, and (iii) voted against the shareholder proposal that would have required a new report on policies for vendor conduct. The results of the voting were as follows:

1. Proposal No. 1: Election of Directors.


Directors	For	Withheld
Scott A. Belair	94,318,983	56,281,381
Robert H. Strouse	92,013,346	58,587,018

2. Proposal No. 2: Re-approval of the Urban Outfitters Executive Incentive Plan.


For	Against	Abstain	Broker Non-Vote
122,769,467	27,526,909	258,828	45,277

3. Proposal No. 3: Shareholder proposal requiring a new report on policies for vendor conduct.


For	Against	Abstain	Broker Non-Vote
30,421,461	97,235,216	22,940,803	3,001

SIGNATURE

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 hereunto duly authorized.

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