Under Armour, Inc. — Director's Dealing 2016

Apr 26, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Under Armour, Inc. (UAC)
CIK: 0001336917
Period of Report: 2016-04-25

Reporting Person: Thurston Robin (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-25	Class C Common Stock	S	17140	$44.376	Disposed	37491.8419	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class C Common Stock	13575	Indirect

Footnotes

F1: Under Armour, Inc. declared a stock dividend pursuant to which all holders of Class A Common Stock on March 28, 2016, the record date for the dividend, received on April 7, 2016, one share of Class C Common Stock for each share of Class A Common Stock held by them as of the record date (the "Class C Dividend"). The holdings in column 5 include shares of Class C Common Stock received by the trust of the Reporting Person pursuant to the Class C Dividend.

F2: The holdings in column 5 include shares of Class C Common Stock received by the Reporting Person pursuant to the Class C Dividend, including outstanding shares held by the Reporting Person, shares underlying time-based restricted stock units 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.

F3: Includes shares purchased through Under Armour, Inc. Employee Stock Purchase Plan.

F4: This transaction was executed in multiple trades at prices ranging from $44.17 to $44.70. 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.