Under Armour (NYSE: UA) director discloses Class C stock unit award

Rhea-AI Filing Summary

Under Armour, Inc. director David W. Gibbs reported an equity award in the company’s Class C common stock on 01/02/2026. He acquired 5,670.61 shares of Class C common stock at a price of $0, recorded as deferred stock units under the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan. Following this transaction, he beneficially owns 167,921.74 shares of Class C common stock directly and an additional 50,000 shares of Class C common stock indirectly through the SJG Irrevocable Trust. The report also states that no Class A common stock (UAA) is beneficially owned.

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

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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^*

Gibbs David W

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

4. 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 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(1)	01/02/2026		A		5,670.61	A	$0	167,921.74	D
Class C Common Stock								50,000	I	SJG Irrevocable Trust

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. Director fees deferred as deferred stock units pursuant to the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan.

Remarks:

No Class A Common Stock (UAA) is beneficially owned.

	/s/ Mehri F. Shadman, Attorney-in-Fact for David W. Gibbs	01/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Under Armour (UA) report in this filing?

Under Armour reported that director David W. Gibbs acquired 5,670.61 shares of the company’s Class C common stock on 01/02/2026 at a price of $0, in the form of deferred stock units.

How many Under Armour (UA) shares does the reporting director own after this transaction?

After the reported transaction, David W. Gibbs beneficially owns 167,921.74 shares of Under Armour Class C common stock directly and 50,000 shares of Class C common stock indirectly through the SJG Irrevocable Trust.

What type of Under Armour stock was involved in the director’s award?

The transaction involved Class C common stock of Under Armour, recorded as deferred stock units under the company’s Fiscal Year 2025 Non-Employee Director Compensation Plan.

Was the Under Armour director’s stock grant part of a compensation plan?

Yes. The filing explains that the 5,670.61 Class C shares were director fees deferred as deferred stock units pursuant to the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan.

Does the reporting person own any Under Armour (UAA) Class A common stock?

No. The remarks section states that no Class A common stock (UAA) is beneficially owned by the reporting person.

What is the relationship of the reporting person to Under Armour (UA)?

The reporting person, David W. Gibbs, is identified as a director of Under Armour, Inc. and is filing individually as one reporting person.

How is some of the Under Armour stock held indirectly for the director?

The filing lists 50,000 shares of Under Armour Class C common stock as being held indirectly through the SJG Irrevocable Trust, indicating indirect beneficial ownership.