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Under Armour (UA) director Coltharp receives 5,575 Class C shares as deferred fees

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Under Armour director Douglas E. Coltharp reported a compensation-related grant of Class C common stock. He acquired 5,575.120 Class C shares at a stated price of $0.0000 per share as director fees deferred into stock units under the Under Armour Fiscal Year 2025 Non-Employee Director Compensation Plan.

After this award, his direct holdings of Class C common stock rose to 323,265.590 shares. The filing also lists additional indirect holdings in various trusts and UTMA accounts, but does not show any open-market purchases or sales.

Positive

  • None.

Negative

  • None.
Insider COLTHARP DOUGLAS E
Role null
Type Security Shares Price Value
Grant/Award Class C Common Stock 5,575.12 $0.00 --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class C Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class C Common Stock — 323,265.59 shares (Direct, null); Class C Common Stock — 75,532 shares (Indirect, The Catherine Inzer Coltharp 2021 Trust); Class A Common Stock — 54,820.24 shares (Direct, null); Class A Common Stock — 75,000 shares (Indirect, The Catherine Inzer Coltharp 2021 Trust)
Footnotes (1)
  1. [object Object]
Director grant 5,575.120 shares Class C common stock award at $0.0000 per share
Price per granted share $0.0000/share Deferred director fees converted into stock units
Direct Class C holdings 323,265.590 shares Direct Class C common stock after grant
Direct Class A holdings 54,820.240 shares Direct Class A common stock holding entry
Trust Class A holdings 75,000.000 shares Class A in The Catherine Inzer Coltharp 2021 Trust
Trust Class C holdings 75,532.000 shares Class C in The Catherine Inzer Coltharp 2021 Trust
deferred stock units financial
"Director fees deferred as deferred stock units pursuant to the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan."
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Fiscal Year 2025 Non-Employee Director Compensation Plan financial
"pursuant to the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan."
UTMA for Child financial
"nature_of_ownership": "UTMA for Child (2)""
Irrevocable Trust financial
"Douglas Edward Coltharp Irrevocable Trust UAD 10/28/2020"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
Grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
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FAQ

What did Under Armour (UA) director Douglas Coltharp report in this Form 4?

Douglas Coltharp reported receiving a grant of Class C common stock as deferred director fees. The award converted his Fiscal Year 2025 board compensation into 5,575.120 shares of Class C stock, rather than cash, under Under Armour’s non-employee director compensation plan.

How many Under Armour (UA) shares did Douglas Coltharp acquire in this filing?

He acquired 5,575.120 shares of Under Armour Class C common stock. These shares represent director fees deferred into stock units at a stated price of $0.0000 per share, reflecting compensation, not an open-market purchase with personal cash outlay.

What are Douglas Coltharp’s direct Class C holdings in Under Armour (UA) after this grant?

Following the grant, Coltharp directly holds 323,265.590 shares of Under Armour Class C common stock. This total includes the newly awarded 5,575.120 shares received as deferred director fees under the company’s Fiscal Year 2025 Non-Employee Director Compensation Plan.

Is the Under Armour (UA) Form 4 for Douglas Coltharp an open-market trade?

No, the filing reflects a compensation grant, not an open-market trade. The 5,575.120 Class C shares were issued at $0.0000 per share as deferred director fees under Under Armour’s non-employee director compensation plan, rather than purchased or sold on the market.

Does Douglas Coltharp have indirect holdings of Under Armour (UA) shares?

Yes, the filing lists several indirect positions in Class A and Class C shares. These include holdings in UTMA accounts for children and in trusts such as the Douglas Edward Coltharp Irrevocable Trust and The Catherine Inzer Coltharp 2021 Trust, alongside his direct Class C stake.

What plan governs Douglas Coltharp’s deferred stock units in Under Armour (UA)?

The deferred stock units arise from the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan. Under this plan, director fees can be deferred into stock units, resulting in share awards like the 5,575.120 Class C shares reported in this Form 4 filing.
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
COLTHARP DOUGLAS E

(Last)(First)(Middle)
101 PERFORMANCE DRIVE

(Street)
BALTIMORE MARYLAND 21230

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Under Armour, Inc. [ UA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class C Common Stock(1)07/01/2026A5,575.12A$0323,265.59D
Class C Common Stock75,532IThe Catherine Inzer Coltharp 2021 Trust
Class C Common Stock22,741IDouglas Edward Coltharp Irrevocable Trust UAD 10/28/2020
Class C Common Stock503IUTMA for Child
Class C Common Stock503IUTMA for Child (2)
Class A Common Stock54,820.24D
Class A Common Stock75,000IThe Catherine Inzer Coltharp 2021 Trust
Class A Common Stock22,914IDouglas Edward Coltharp Irrevocable Trust UAD 10/28/2020
Class A Common Stock500IUTMA for Child
Class A Common Stock500IUTMA for Child (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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Director fees deferred as deferred stock units pursuant to the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan.
Remarks:
/s/ Mehri F. Shadman, Attorney-in-Fact for Douglas E. Coltharp07/06/2026
** Signature of Reporting PersonDate
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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)