Under Armour, Inc. — Director's Dealing 2016

Aug 25, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Under Armour, Inc. (UAC)
CIK: 0001336917
Period of Report: 2016-08-24

Reporting Person: Maurath Karl-Heinz (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-24	Class C Common Stock	S	55019	$38.9923	Disposed	26058	Direct

Footnotes

F1: Under Armour, Inc. declared a stock dividend pursuant to which holders of Class A Common Stock received on April 7, 2016, one share of Class C Common Stock for each share of Class A Common Stock held by them. On June 29, 2016, Under Armour, Inc. paid a dividend in the form of shares of Class C Common Stock to holders of Class C Common Stock pursuant to the settlement of the shareholder litigation related to the creation of the Class C Common Stock. The holdings in column 5 include any shares of Class C Common Stock received by the Reporting Person pursuant to these dividends, including outstanding shares held by the Reporting Person and shares underlying performance-based restricted units previously granted to the Reporting Person which have been earned based on the Company performance but have not yet vested.

F2: This transaction was executed in multiple trades at prices ranging from $38.74 to $39.25. 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.