Gabrielli John M. Form 3 ABERCROMBIE & FITCH / John M. Gabrielli ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Gabrielli John M.

(Last) (First) (Middle)

6301 FITCH PATH

(Street)

NEW ALBANY OH 43054

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/12/2019

3. Issuer Name and Ticker or Trading Symbol
ABERCROMBIE & FITCH CO /DE/ [ ANF ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Chief HR Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	34,836	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	03/21/2021	Class A Common Stock	10,937	(2)	D
Restricted Stock Unit	(3)	03/26/2022	Class A Common Stock	11,839	(2)	D
Restricted Stock Unit	(4)	03/27/2022	Class A Common Stock	19,872	(2)	D
Restricted Stock Unit	03/15/2020	03/15/2020	Class A Common Stock	2,184	(2)	D
Stock Appreciation Right	03/15/2019	03/24/2025	Class A Common Stock	18,018	22.46	D
Stock Appreciation Right	03/15/2018	03/24/2024	Class A Common Stock	4,600	38.66	D
Stock Appreciation Right	03/23/2014	03/23/2020	Class A Common Stock	4,400	44.86	D
Stock Appreciation Right	03/15/2017	03/26/2023	Class A Common Stock	1,500	45.69	D
Stock Appreciation Right	03/20/2016	03/20/2022	Class A Common Stock	2,100	52.89	D
Stock Appreciation Right	03/22/2015	03/22/2021	Class A Common Stock	2,100	54.87	D

Explanation of Responses:

1. Restricted stock units vest 50% per year on March 21, 2020 and March 21, 2021.

2. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock.

3. Restricted stock units vest one-third per year beginning on the first anniversary of the date of grant.

4. Restricted stock unit vests one-third per year beginning on March 27, 2020.

Remarks:

EXHIBIT INDEX Exhibit 24 - Power of Attorney

	Robert J. Tannous, Attorney-in-Fact	06/19/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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