SEC Form 4 · accession 0001246360-15-003623
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 20, 2015
Accepted (ET)
Nov 23, 2015 · 6:49 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 20, 2015 | C | 200,000 | $0.00 | A | 390,123 | D | |
| Class A Common Stock | Nov 20, 2015 | C | 12,500 | $0.00 | A | 12,500 | I | By Plank Family Trust |
| Class A Common Stock | Nov 20, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | By KD Plank LLC |
| Class A Common Stock | Nov 20, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | KD Plank #2 LLC |
| Class A Common StockF4 | Nov 20, 2015 | S | 131,003 | $91.24 | D | 259,120 | D | |
| Class A Common StockF4 | Nov 20, 2015 | S | 8,188 | $91.24 | D | 4,312 | I | By Plank Family Trust |
| Class A Common StockF4 | Nov 20, 2015 | S | 4,094 | $91.24 | D | 2,156 | I | By KD Plank LLC |
| Class A Common StockF4 | Nov 20, 2015 | S | 4,094 | $91.24 | D | 2,156 | I | KD Plank #2 LLC |
| Class A Common StockF5 | Nov 20, 2015 | S | 68,917 | $92.04 | D | 190,203 | D | |
| Class A Common StockF5 | Nov 20, 2015 | S | 4,307 | $92.04 | D | 5 | I | By Plank Family Trust |
| Class A Common StockF5 | Nov 20, 2015 | S | 2,154 | $92.04 | D | 2 | I | By KD Plank LLC |
| Class A Common StockF5 | Nov 20, 2015 | S | 2,154 | $92.04 | D | 2 | I | KD Plank #2 LLC |
| Class A Common Stock | Nov 20, 2015 | S | 80 | $92.72 | D | 190,123 | D | |
| Class A Common Stock | Nov 20, 2015 | S | 5 | $92.72 | D | 0 | I | By Plank Family Trust |
| Class A Common Stock | Nov 20, 2015 | S | 2 | $92.72 | D | 0 | I | By KD Plank LLC |
| Class A Common Stock | Nov 20, 2015 | S | 2 | $92.72 | D | 0 | I | KD Plank #2 LLC |
| Class A Common Stock | Nov 23, 2015 | C | 200,000 | $0.00 | A | 390,123 | D | |
| Class A Common Stock | Nov 23, 2015 | C | 12,500 | $0.00 | A | 12,500 | I | By Plank Family Trust |
| Class A Common Stock | Nov 23, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | By KD Plank LLC |
| Class A Common Stock | Nov 23, 2015 | C | 6,250 | $0.00 | A | 6,250 | I | KD Plank #2 LLC |
| Class A Common StockF6 | Nov 23, 2015 | S | 199,920 | $92.46 | D | 190,203 | D | |
| Class A Common StockF6 | Nov 23, 2015 | S | 12,495 | $92.46 | D | 5 | I | By Plank Family Trust |
| Class A Common StockF6 | Nov 23, 2015 | S | 6,248 | $92.46 | D | 2 | I | By KD Plank LLC |
| Class A Common StockF6 | Nov 23, 2015 | S | 6,248 | $92.46 | D | 2 | I | KD Plank #2 LLC |
| Class A Common Stock | Nov 23, 2015 | S | 80 | $93.00 | D | 190,123 | D | |
| Class A Common Stock | Nov 23, 2015 | S | 5 | $93.00 | D | 0 | I | By Plank Family Trust |
| Class A Common Stock | Nov 23, 2015 | S | 2 | $93.00 | D | 0 | I | By KD Plank LLC |
| Class A Common Stock | Nov 23, 2015 | S | 2 | $93.00 | 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 StockF2 | — | Nov 20, 2015 | C | 200,000 | D | — | — | Class A Common Stock | 200,000 | 29,710,624 | D |
| Class B Common StockF2 | — | Nov 20, 2015 | C | 12,500 | D | — | — | Class A Common Stock | 12,500 | 3,148,476 | I |
| Class B Common StockF2 | — | Nov 20, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 745,900 | I |
| Class B Common StockF2 | — | Nov 20, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 1,070,000 | I |
| Class B Common StockF2 | — | Nov 23, 2015 | C | 200,000 | D | — | — | Class A Common Stock | 200,000 | 29,510,624 | D |
| Class B Common StockF2 | — | Nov 23, 2015 | C | 12,500 | D | — | — | Class A Common Stock | 12,500 | 3,135,976 | I |
| Class B Common StockF2 | — | Nov 23, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 739,650 | I |
| Class B Common StockF2 | — | Nov 23, 2015 | C | 6,250 | D | — | — | Class A Common Stock | 6,250 | 1,063,750 | I |
Explanation of responses
- F1Shares 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.
- F2Class 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.
- F3Shares sold pursuant to a 10b5-1 trading plan.
- F4This transaction was executed in multiple trades at prices ranging from $90.71 to $91.70. 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.
- F5This transaction was executed in multiple trades at prices ranging from $91.71 to $92.69. 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 $92.00 to $92.99. 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.