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UAA Insider Filing Update: Bergman Granted 118,141 RSUs, Corrects Error

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

Rhea-AI Filing Summary

Under Armour, Inc. (UAA) – Amended Form 4 Overview

CFO David Bergman filed a Form 4/A correcting a prior filing dated 19-May-2025. The amendment clarifies the exact share count awarded under a 2024 performance-based restricted stock unit (RSU) grant tied to FY-2025 results.

  • Equity award: 118,141 Class C common shares were credited on 05-May-2025 at no cost (transaction code A).
  • Tax withholding: 31,810 Class C shares were withheld on 15-May-2025 for taxes (code F).
  • Post-transaction ownership: Bergman directly holds 574,721 Class C shares and 26,835 Class A shares.
  • Vesting schedule: The RSUs vest in three equal tranches on 03-Jun-2025, 15-May-2026 and 15-May-2027.
  • Reason for amendment: The original Form 4 overstated the number of RSUs granted; this filing provides the correct share amount.

No open-market purchases or sales were reported; the activity reflects standard executive compensation and related tax withholding. There is no direct impact on Under Armour’s financial position, but it updates investors on insider equity alignment.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine RSU grant correction; no material impact on UAA valuation.

The amended Form 4 simply rectifies an incorrect share count in the May 19 filing and confirms the CFO’s updated holdings. The grant (118,141 shares) and subsequent tax-withholding (31,810 shares) are typical elements of executive compensation and do not involve cash outflow or open-market activity. Post-adjustment, Bergman’s direct Class C ownership stands at 574,721 shares, signalling continued alignment but offering little incremental insight into corporate outlook or earnings trajectory. From a governance perspective, timely correction is positive, yet the transaction is not financially material to Under Armour’s share supply or to minority shareholders.

Insider Bergman David
Role Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Class C Common Stock 31,810 $0.00 --
Grant/Award Class C Common Stock 118,141 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class C Common Stock — 574,721 shares (Direct); Class A Common Stock — 26,835 shares (Direct)
Footnotes (1)
  1. In 2024, the reporting person was granted performance based restricted stock units tied to performance of the Company in its fiscal year 2025. Based on the performance of the Company, the award will now vest in three equal annual installments on June 3, 2025, May 15, 2026 and May 15, 2027. This Form 4 corrects the Form 4 filed on May 19, 2025, which incorrectly reported the number of shares awarded pursuant to the performance based restricted stock units granted to the reporting person in 2024.
Form 4 Insider Transactions: What Each Field Means →
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
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*
Bergman David
(Last) (First) (Middle)
101 PERFORMANCE DRIVE
(Street)
BALTIMORE MD 21230
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Under Armour, Inc. [ UA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
05/19/2025 		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 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 Stock 05/05/2025(1) A 118,141(2) A $0 606,531 D
Class C Common Stock 05/15/2025 F 31,810 D $0 574,721 D
Class A Common Stock 26,835 D
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
Explanation of Responses:
1. In 2024, the reporting person was granted performance based restricted stock units tied to performance of the Company in its fiscal year 2025. Based on the performance of the Company, the award will now vest in three equal annual installments on June 3, 2025, May 15, 2026 and May 15, 2027.
2. This Form 4 corrects the Form 4 filed on May 19, 2025, which incorrectly reported the number of shares awarded pursuant to the performance based restricted stock units granted to the reporting person in 2024.
Remarks:
/s/ Mehri F. Shadman, Attorney-in-Fact for David Bergman 06/20/2025
** 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 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Under Armour (UAA) report on Form 4/A?

CFO David Bergman received 118,141 Class C RSUs on 05-May-2025 and had 31,810 shares withheld for taxes on 15-May-2025.

How many Under Armour Class C shares does David Bergman now own?

He directly holds 574,721 Class C shares after the reported transactions.

Why was the Form 4 amended for UAA’s CFO?

The original 19-May-2025 filing misstated the RSU share count; this amendment provides the correct number.

When will the performance-based RSUs granted in 2024 vest?

In three equal installments on 03-Jun-2025, 15-May-2026 and 15-May-2027.