Fairfax entities boost Under Armour (NYSE: UA) stake with share buys

Rhea-AI Filing Summary

Subsidiaries of Fairfax Financial Holdings Limited reported multiple open-market purchases of Under Armour Class A and Class C common shares. On January 22, they bought 411,057 Class C shares at a weighted average price of $6.1492 per share. On January 23, they purchased 928,397 Class C shares at a weighted average of $6.1453. On January 26, they added 730,238 Class C shares at a weighted average of $6.1822 and 265,658 Class A shares at a weighted average of $6.2968.

After these transactions, the reporting entities indirectly held 20,134,314 Class C shares and 42,224,581 Class A shares of Under Armour. The filing notes that these securities are held by wholly owned subsidiaries of Fairfax Financial Holdings Limited, and each reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

WATSA V PREM ET AL

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Under Armour, Inc. [ UAA ]

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

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/22/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class C Common Shares	01/22/2026		P		411,057	A	$6.1492(1)	18,475,679	I	See Footnote(2)
Class C Common Shares	01/23/2026		P		928,397	A	$6.1453(3)	19,404,076	I	See Footnote(2)
Class C Common Shares	01/26/2026		P		730,238	A	$6.1822(4)	20,134,314	I	See Footnote(2)
Class A Common Shares	01/26/2026		P		265,658	A	$6.2968(5)	42,224,581	I	See Footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

WATSA V PREM ET AL

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

FAIRFAX FINANCIAL HOLDINGS LTD/ CAN

(Last) (First) (Middle)

95 WELLINGTON STREET WEST

SUITE 800

(Street)

TORONTO A6 M5J 2N7

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Represents the weighted average price of the Class C Common Shares purchased on January 22, 2026, ranging from a low of $6.145 to a high of $6.150 per share. The Reporting Persons undertake, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer to provide full information regarding the number of shares purchased at each separate price.

2. These securities are held by wholly-owned subsidiaries of Fairfax Financial Holdings Limited. Mr. Watsa is the Chief Executive Officer and controlling person of Fairfax Financial Holdings Limited through certain holding companies he controls, including The Second 810 Holdco Ltd, The Second 1109 Holdco Ltd, and The Sixty Two Investment Company Limited. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose.

3. Represents the weighted average price of the Class C Common Shares purchased on January 23, 2026, ranging from a low of $6.130 to a high of $6.150 per share. The Reporting Persons undertake, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer to provide full information regarding the number of shares purchased at each separate price.

4. Represents the weighted average price of the Class C Common Shares purchased on January 26, 2026, ranging from a low of $6.125 to a high of $6.200 per share. The Reporting Persons undertake, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer to provide full information regarding the number of shares purchased at each separate price.

5. Represents the weighted average price of the Class A Common Shares purchased on January 26, 2026, ranging from a low of $6.285 to a high of $6.300 per share. The Reporting Persons undertake, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer to provide full information regarding the number of shares purchased at each separate price.

	/s/ V. Prem Watsa	01/26/2026
	/s/ Peter Clarke, President and Chief Operating Officer, on behalf of Fairfax Financial Holdings Limited	01/26/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Fairfax-related entities report in Under Armour (UA)?

Wholly owned subsidiaries of Fairfax Financial Holdings Limited reported open-market purchases of Under Armour Class A and Class C common shares across several days in January 2026.

How many Under Armour Class C shares were bought by Fairfax subsidiaries?

They purchased 411,057 Class C shares on January 22, 928,397 Class C shares on January 23, and 730,238 Class C shares on January 26 in open-market transactions.

How many Under Armour Class A shares were acquired in this Form 4?

On January 26, 2026, Fairfax subsidiaries acquired 265,658 Under Armour Class A common shares at a weighted average price of $6.2968 per share.

What were the weighted average purchase prices for the Under Armour Class C shares?

The weighted average prices for Class C purchases were $6.1492 on January 22, $6.1453 on January 23, and $6.1822 on January 26, 2026.

What are Fairfax-related entities’ total indirect holdings in Under Armour after these trades?

Following the reported transactions, the entities indirectly held 20,134,314 Under Armour Class C shares and 42,224,581 Class A shares.

Does Prem Watsa personally own the Under Armour shares reported in this Form 4?

The filing states the securities are held by wholly owned subsidiaries of Fairfax Financial Holdings Limited, and each reporting person, including Mr. Watsa, disclaims beneficial ownership except to the extent of any pecuniary interest.

How are the reported Under Armour share prices described in the filing?

Each transaction price is given as a weighted average, with footnotes noting daily price ranges and offering to provide detailed trade breakdowns upon request.