Under Armour, Inc. — Director's Dealing 2016

Apr 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Under Armour, Inc. (UAC)
CIK: 0001336917
Period of Report: 2015-04-26

Reporting Person: Plank Kevin A (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-26	Class C Common Stock	S	200000	$44.15	Disposed	29522170	Direct
2016-04-21	Class C Common Stock	G	150000	—	Disposed	29372170	Direct
2016-04-26	Class C Common Stock	S	6250	$44.15	Disposed	733400	Indirect
2016-04-26	Class C Common Stock	S	6250	$44.15	Disposed	1057500	Indirect
2016-04-26	Class C Common Stock	S	12500	$44.15	Disposed	3123476	Indirect
2016-04-27	Class C Common Stock	S	166238	$42.39	Disposed	29205932	Direct
2016-04-27	Class C Common Stock	S	5195	$42.39	Disposed	728205	Indirect
2016-04-27	Class C Common Stock	S	5195	$42.39	Disposed	1052305	Indirect
2016-04-27	Class C Common Stock	S	10390	$42.39	Disposed	3113086	Indirect
2016-04-27	Class C Common Stock	S	33762	$42.996	Disposed	29172170	Direct
2016-04-27	Class C Common Stock	S	1055	$42.996	Disposed	727150	Indirect
2016-04-27	Class C Common Stock	S	1055	$42.996	Disposed	1051250	Indirect
2016-04-27	Class C Common Stock	S	2110	$42.996	Disposed	3110976	Indirect
2016-04-28	Class C Common Stock	S	151554	$42.453	Disposed	29020616	Direct
2016-04-28	Class C Common Stock	S	4736	$42.453	Disposed	722414	Indirect
2016-04-28	Class C Common Stock	S	4736	$42.453	Disposed	1046514	Indirect
2016-04-28	Class C Common Stock	S	9472	$42.453	Disposed	3101504	Indirect
2016-04-28	Class C Common Stock	S	48446	$42.923	Disposed	28972170	Direct
2016-04-28	Class C Common Stock	S	1514	$42.923	Disposed	720900	Indirect
2016-04-28	Class C Common Stock	S	1514	$42.923	Disposed	1045000	Indirect
2016-04-28	Class C Common Stock	S	3028	$42.923	Disposed	3098476	Indirect

Footnotes

F1: Under Armour, Inc. declared a stock dividend pursuant to which all holders of Class A Common Stock and Class B 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 and Class B 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 Reporting Person pursuant to the Class C Dividend, 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: Shares sold pursuant to a 10b5-1 trading plan.

F3: This transaction was executed in multiple trades at prices ranging from $43.89 to $44.83. 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.

F4: The holdings in column 5 include shares of Class C Common Stock received by the Reporting Person pursuant to the Class C Dividend.

F5: Shares gifted in connection with a 10b5-1 trading plan.

F6: This transaction was executed in multiple trades at prices ranging from $41.75 to $42.74. 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.

F7: This transaction was executed in multiple trades at prices ranging from $42.75 to $43.63. 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.

F8: This transaction was executed in multiple trades at prices ranging from $41.84 to $42.83. 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.

F9: This transaction was executed in multiple trades at prices ranging from $42.84 to $43.04. 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.