Under Armour, Inc. — Director's Dealing 2013

Feb 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Under Armour, Inc. (UA)
CIK: 0001336917
Period of Report: 2013-02-15

Reporting Person: McCarthy Eugene R (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-15	Class A Common Stock	M	30000	$14.205	Acquired	47500	Direct
2013-02-15	Class A Common Stock	S	30000	$49.6136	Disposed	17500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-15	Employee Stock Option (Right to Buy)	$14.21	M	30000	Disposed	2020-03-08	Class A Common Stock (30000)	Direct

Footnotes

F1: On March 9, 2010, the reporting person was granted an option to purchase shares of Common Stock, with vesting based on the Company achieving a certain combined operating income for 2011 and 2012. The Company achieved this vesting condition. The award will now vest in two equal annual installments beginning February 15, 2013.

F2: This transaction was executed in multiple trades at prices ranging from $49.03 to $49.95. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.