Page 1

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Form 10 - K ( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 30 , 2021 or 0 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-12107 Abercrombie & Fitch Co. ( Exact name of registrant as specified in its charter ) Delaware ( State or other jurisdiction of incorporation or organization ) 6301 Fitch Path Ohio New Albany ( Address of principal executive offices ) Registrant's telephone number , including area code : ( 614 ) 283-6500 Title of each class Class A Common Stock , $ 0.01 Par Value Securities registered pursuant to Section 12 ( b ) of the Act : Trading symbol ( s ) ANF X ** 31-1469076 ( I.R.S. Employer Identification No. ) 43054 ( Zip Code ) Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the Registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . x Yes Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes 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 Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the Registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . x Yes No x No Name of each exchange on which registered New York Stock Exchange No Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T during the preceding 12 months ( or for such shorter period that the Registrant was required to submit such files ) . X Yes No Indicate by check mark whether the Registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , 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 : Large accelerated filer Non - accelerated filer 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 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 of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C.7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . X Indicate by check mark whether the Registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes x No Aggregate market value of the Registrant's Class A Common Stock ( the only outstanding common equity of the Registrant ) held by non - affiliates of the Registrant ( for this purpose , executive officers and directors of the Registrant are considered affiliates ) as of July 31 , 2020 : $ 587,999,740 . Number of shares outstanding of the Registrant's common stock as of March 24 , 2021 : 62,112,126 shares of Class A Common Stock . DOCUMENTS INCORPORATED BY REFERENCE : Portions of the Registrant's definitive proxy statement for the Annual Meeting of Stockholders , to be held on June 9 , 2021 , are incorporated by reference into Part III of this Annual Report on Form 10 - K . Portions of the Registrant's Annual Report on Form 10 - K for the fiscal year ended February 1 , 2020 , filed with the SEC on March 31 , 2020 , are incorporated by reference into Part II of this Annual Report on Form 10 - K , as permitted by Instruction 1 to Item 303 ( a ) of Regulation S - K .