SEC Form 4 · accession 0001246360-15-003595
Under Armour, Inc. · UA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin A Plank
Officer — Chairman and CEO · Director · 10% Owner
Period of report
Nov 9, 2015
Accepted (ET)
Nov 19, 2015 · 4:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001336917
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Nov 17, 2015 | C | 200,000 | $0.00 | A | 390,123 | D | |
| Class A Common Stock | Nov 17, 2015 | C | 12,500 | $0.00 | A | 12,500 | I | By Plank Family Trust |
| Class A Common Stock | Nov 17, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | By KD Plank LLC |
| Class A Common Stock | Nov 17, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | KD Plank #2 LLC |
| Class A Common StockF5 | Nov 17, 2015 | S | 170,124 | $85.42 | D | 219,999 | D | |
| Class A Common StockF5 | Nov 17, 2015 | S | 10,633 | $85.42 | D | 1,867 | I | By Plank Family Trust |
| Class A Common StockF5 | Nov 17, 2015 | S | 5,316 | $85.42 | D | 934 | I | By KD Plank LLC |
| Class A Common StockF5 | Nov 17, 2015 | S | 5,316 | $85.42 | D | 934 | I | KD Plank #2 LLC |
| Class A Common StockF6 | Nov 17, 2015 | S | 28,676 | $86.17 | D | 191,323 | D | |
| Class A Common StockF6 | Nov 17, 2015 | S | 1,792 | $86.17 | D | 75 | I | By Plank Family Trust |
| Class A Common StockF6 | Nov 17, 2015 | S | 896 | $86.17 | D | 38 | I | By KD Plank LLC |
| Class A Common StockF6 | Nov 17, 2015 | S | 896 | $86.17 | D | 38 | I | KD Plank #2 LLC |
| Class A Common StockF7 | Nov 17, 2015 | S | 1,200 | $87.31 | D | 190,123 | D | |
| Class A Common StockF7 | Nov 17, 2015 | S | 75 | $87.31 | D | 0 | I | By Plank Family Trust |
| Class A Common StockF7 | Nov 17, 2015 | S | 38 | $87.31 | D | 0 | I | By KD Plank LLC |
| Class A Common StockF7 | Nov 17, 2015 | S | 38 | $87.31 | D | 0 | I | KD Plank #2 LLC |
| Class A Common Stock | Nov 18, 2015 | C | 200,000 | $0.00 | A | 390,123 | D | |
| Class A Common Stock | Nov 18, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | By KD Plank LLC |
| Class A Common Stock | Nov 18, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | KD Plank #2 LLC |
| Class A Common StockF5 | Nov 18, 2015 | S | 89,002 | $85.39 | D | 301,121 | D | |
| Class A Common StockF5 | Nov 18, 2015 | S | 2,781 | $85.39 | D | 3,469 | I | By KD Plank LLC |
| Class A Common StockF5 | Nov 18, 2015 | S | 2,781 | $85.39 | D | 3,469 | I | KD Plank #2 LLC |
| Class A Common StockF8 | Nov 18, 2015 | S | 100,160 | $86.42 | D | 200,961 | D | |
| Class A Common StockF8 | Nov 18, 2015 | S | 3,130 | $86.42 | D | 339 | I | By KD Plank LLC |
| Class A Common StockF8 | Nov 18, 2015 | S | 3,130 | $86.42 | D | 339 | I | KD Plank #2 LLC |
| Class A Common StockF9 | Nov 18, 2015 | S | 10,838 | $87.09 | D | 190,123 | D | |
| Class A Common StockF9 | Nov 18, 2015 | S | 339 | $87.09 | D | 0 | I | By KD Plank LLC |
| Class A Common StockF9 | Nov 18, 2015 | S | 339 | $87.09 | D | 0 | I | KD Plank #2 LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1 | — | Nov 9, 2015 | G | 125,000 | D | — | — | Class A Common Stock | 125,000 | 30,510,624 | D |
| Class B Common StockF1 | — | Nov 17, 2015 | C | 200,000 | D | — | — | Class A Common Stock | 200,000 | 30,310,624 | D |
| Class B Common StockF1 | — | Nov 17, 2015 | C | 12,500 | D | — | — | Class A Common Stock | 12,500 | 3,185,976 | I |
| Class B Common StockF1 | — | Nov 17, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 764,650 | I |
| Class B Common StockF1 | — | Nov 17, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 1,088,750 | I |
| Class B Common StockF1 | — | Nov 18, 2015 | C | 200,000 | D | — | — | Class A Common Stock | 200,000 | 30,110,624 | D |
| Class B Common StockF1 | — | Nov 18, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 758,400 | I |
| Class B Common StockF1 | — | Nov 18, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 1,082,500 | I |
Explanation of responses
- F1Class B Common Stock is convertible at any time at the option of the reporting person into shares of Class A Common Stock on a one-for-one basis, and has no expiration date.
- F2Shares gifted in connection with a 10b5-1 trading plan.
- F3Shares of Class B Common Stock automatically convert to Shares of Class A Common Stock effective immediately upon the sale of the Class B shares by the reporting person.
- F4Shares sold pursuant to a 10b5-1 trading plan.
- F5This transaction was executed in multiple trades at prices ranging from $85.00 to $85.99. 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.
- F6This transaction was executed in multiple trades at prices ranging from $86.00 to $86.63. 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.
- F7This transaction was executed in multiple trades at prices ranging from $87.25 to $87.38. 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.
- F8This transaction was executed in multiple trades at prices ranging from $86.00 to $86.99. 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.
- F9This transaction was executed in multiple trades at prices ranging from $87.00 to $87.18. 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.
Remarks
This form should be read with the other form 4 filed at approximately the same time.