Form 4: Under Armour Director Receives Annual Stock Grant

Under Armour Director Dawn N. Fitzpatrick was granted 30,674.85 shares of Class C Common Stock as part of the company's 2025 Non-Employee Director Compensation Plan.

Summary

• Dawn N. Fitzpatrick, a Director of Under Armour, Inc., received an annual grant of 30,674.85 shares of Class C Common Stock.
• The transaction occurred on September 3, 2025, with a price of $0 per share, indicating a stock grant rather than a purchase.
• This grant was made pursuant to the Under Armour, Inc. Fiscal Year 2025 Non-Employee Director Compensation Plan.
• Following this transaction, Ms. Fitzpatrick beneficially owns a total of 164,370.65 shares of Class C Common Stock.
• No Class A Common Stock (UAA) is beneficially owned by Ms. Fitzpatrick.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. This is a routine, expected transaction for director compensation, indicating standard corporate governance practices. It's not a significant market-moving event but reflects ongoing alignment of director interests with shareholders.

Positives

• The grant aligns the director's interests with those of shareholders, as compensation is tied to company performance.
• It demonstrates a standard practice of compensating non-employee directors with equity, which is a common corporate governance practice.

Future Outlook

The filing does not contain specific forward-looking statements or guidance beyond the reported transaction.

Industry Context

Equity compensation for non-employee directors is a standard practice across most publicly traded companies, particularly in the apparel and footwear industry, to align director incentives with long-term shareholder value.

Comparison to Industry Standards

• The practice of granting restricted stock units (RSUs) as part of non-employee director compensation is a widely adopted standard in corporate governance, seen in companies like Nike, Adidas, and Lululemon.
• The $0 transaction price is typical for RSU grants, as they represent a compensation component rather than a direct purchase.
• The specific number of shares granted would typically be benchmarked against peer companies' director compensation plans, considering company size, market capitalization, and director responsibilities, though specific peer data is not provided in this filing.

Corporate Governance

Related Party Transactions

• The stock grant is a transaction between the company and a director, which is a related party, but it is a standard compensation practice disclosed as such.

Stakeholder Impact

• Shareholders: The grant aligns director incentives with shareholder interests, potentially fostering better long-term decision-making.
• Directors: Provides equity compensation for services rendered, which is a standard component of their remuneration.

Key Dates

Recommendation

This Form 4 filing details a routine, expected equity grant to a non-employee director as part of their compensation plan. It does not contain any new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. It simply reflects standard corporate governance and compensation practices. Therefore, a 'hold' recommendation is appropriate, maintaining existing positions based on broader company fundamentals rather than this specific filing.

Keywords

Under Armour, UA, Director Compensation, Stock Grant, Restricted Stock Units, SEC Form 4, Insider Transaction, Equity Compensation, Corporate Governance