Under Armour(UAA) - 2026 Q1 - Quarterly Report

PART I - FINANCIAL INFORMATION Item 1. Financial Statements This section presents Under Armour's unaudited condensed consolidated financial statements, including balance sheets, income, comprehensive income, equity, and cash flows, with detailed notes for recent periods Condensed Consolidated Balance Sheets | Metric | June 30, 2025 (in thousands) | March 31, 2025 (in thousands) | | :----- | :--------------------------- | :---------------------------- | | Total Assets | $4,865,191 | $4,300,871 | | Total Liabilities | $2,990,762 | $2,410,593 | | Total Stockholders' Equity | $1,874,429 | $1,890,278 | | Cash and Cash Equivalents | $910,985 | $501,361 | | Inventories | $1,141,829 | $945,836 | | Current Maturities of Long-Term Debt | $599,757 | $0 | Condensed Consolidated Statements of Operations | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change (%) | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | | Net Revenues | $1,134,068 | $1,183,665 | -4.2% | | Gross Profit | $546,496 | $562,675 | -2.9% | | Income (Loss) from Operations | $3,323 | $(299,728) | +101.1% | | Net Income (Loss) | $(2,612) | $(305,426) | +99.1% | | Basic Net Income (Loss) per Share | $(0.01) | $(0.70) | +98.6% | | Diluted Net Income (Loss) per Share | $(0.01) | $(0.70) | +98.6% | Condensed Consolidated Statements of Comprehensive Income (Loss) | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | | :----- | :---------------------------------------------- | :---------------------------------------------- | | Net Income (Loss) | $(2,612) | $(305,426) | | Foreign Currency Translation Adjustment | $29,536 | $(16,563) | | Unrealized Gain (Loss) on Cash Flow Hedges, net of tax | $(48,911) | $17,616 | | Total Other Comprehensive Income (Loss) | $(18,523) | $289 | | Comprehensive Income (Loss) | $(21,135) | $(305,137) | Condensed Consolidated Statements of Stockholders' Equity | Metric | Balance as of March 31, 2025 (in thousands) | Balance as of June 30, 2025 (in thousands) | | :----- | :------------------------------------------ | :----------------------------------------- | | Total Stockholders' Equity | $1,890,278 | $1,874,429 | | Retained Earnings | $746,277 | $736,180 | | Accumulated Other Comprehensive Income (Loss) | $(93,938) | $(112,461) | Condensed Consolidated Statements of Cash Flows | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | | Net Cash Provided by (Used in) Operating Activities | $48,852 | $152,975 | $(104,123) | | Net Cash Provided by (Used in) Investing Activities | $(35,362) | $4,319 | $(39,681) | | Net Cash Provided by (Used in) Financing Activities | $387,303 | $(128,220) | $515,523 | | Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | $410,107 | $26,244 | $383,863 | | Cash, Cash Equivalents and Restricted Cash, End of Period | $925,158 | $903,161 | $21,997 | Notes to the Condensed Consolidated Financial Statements Detailed disclosures for condensed consolidated financial statements, covering business operations, accounting policies, and key financial components Note 1. Description of Business and Basis of Presentation - Under Armour, Inc. develops, markets, and distributes branded athletic performance apparel, footwear, and accessories globally, aiming to inspire athletes with innovative performance and design solutions[26] Note 2. Recent Accounting Pronouncements - The company is evaluating ASU 2024-03 (Disaggregation of Income Statement Expenses), effective for annual periods after December 15, 2026, and ASU 2023-09 (Improvements to Income Tax Disclosures), effective for fiscal years after December 15, 2024, which is expected to expand disclosures but not materially impact financial statements[34][35] Note 3. Property and Equipment | Metric | June 30, 2025 (in thousands) | March 31, 2025 (in thousands) | | :----- | :--------------------------- | :---------------------------- | | Property and Equipment, net | $613,174 | $645,147 | | Accumulated Depreciation | $(1,071,207) | $(1,123,776) | - Depreciation expense for property and equipment was $28.6 million for the three months ended June 30, 2025, a decrease from $32.5 million in the prior year period[36] Note 4. Leases | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | | :----- | :---------------------------------------------- | :---------------------------------------------- | | Operating Lease Costs | $41,035 | $37,793 | | Variable Lease Costs | $18,289 | $21,501 | | Sublease Income | $3,400 | $1,000 | - As of June 30, 2025, the weighted average remaining lease term was 7.04 years with a weighted average discount rate of 4.81%[40] Note 5. Goodwill | Segment | Balance as of March 31, 2025 (in thousands) | Effect of Currency Translation Adjustment (in thousands) | Balance as of June 30, 2025 (in thousands) | | :------ | :------------------------------------------ | :------------------------------------------------------- | :----------------------------------------- | | North America | $309,487 | $0 | $309,487 | | EMEA | $103,055 | $7,400 | $110,455 | | Asia-Pacific | $75,090 | $1,163 | $76,253 | | Total | $487,632 | $8,563 | $496,195 | Note 6. Supply Chain Finance Program - Outstanding payment obligations under the supply chain finance program increased to $245.7 million as of June 30, 2025, from $143.8 million as of March 31, 2025[47] Note 7. Credit Facility and Other Long Term Debt | Debt Instrument | As of June 30, 2025 (in thousands) | As of March 31, 2025 (in thousands) | | :-------------- | :--------------------------------- | :---------------------------------- | | 3.25% Senior Notes due 2026 | $600,000 | $600,000 | | 7.25% Senior Notes due 2030 | $400,000 | $0 | | Total Principal Payments Due | $1,000,000 | $600,000 | | Non-current Portion of Long-Term Debt | $389,457 | $595,125 | | Current Portion of Long-Term Debt | $599,757 | $0 | - The company issued $400.0 million of 7.25% Senior Notes due July 15, 2030, and intends to use the proceeds, along with other funds, to redeem or retire the $600.0 million 3.25% Senior Notes due 2026 during the second quarter of Fiscal 2026[57][58][59] - The revolving credit facility was amended in June 2025, providing $1.1 billion in commitments that has a term ending on June 16, 2030, with no amounts outstanding as of June 30, 2025[49] Note 8. Commitments and Contingencies - A proposed settlement for the Consolidated Kenney Derivative Action and Consolidated Paul Derivative Action was reached, including corporate governance measures for three years and an $8.9 million payment to the company, funded by insurance proceeds[73] - The company is in litigation with certain insurance carriers regarding coverage for a previously settled Consolidated Securities Action, with $90 million of insurance proceeds recognized as of June 30, 2025, remaining subject to the appeal[85] Note 9. Stockholders' Equity - Kevin Plank, the founder, President, and CEO, maintains majority voting control through Class B Convertible Common Stock (10 votes per share), while Class A has one vote per share and Class C has no voting rights (except in limited circumstances)[87][88] - The Board authorized a $500 million share repurchase program for Class C Common Stock through May 31, 2027. As of the reporting date, $90 million (12.8 million shares) has been repurchased, with $410 million remaining. No repurchases occurred in Q1 Fiscal 2026[90][91][92] Note 10. Revenues | Revenue Category | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change (%) | | :--------------- | :---------------------------------------------- | :---------------------------------------------- | :--------- | | Apparel | $746,592 | $757,792 | -1.5% | | Footwear | $265,855 | $310,389 | -14.3% | | Accessories | $100,078 | $92,545 | +8.1% | | Net Sales | $1,112,525 | $1,160,726 | -4.2% | | License Revenues | $24,362 | $21,671 | +12.4% | | Total Net Revenues | $1,134,068 | $1,183,665 | -4.2% | | Distribution Channel | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change (%) | | :------------------- | :---------------------------------------------- | :---------------------------------------------- | :--------- | | Wholesale | $649,050 | $680,513 | -4.6% | | Direct-to-Consumer | $463,475 | $480,213 | -3.5% | Note 11. Restructuring and Related Charges - The 2025 restructuring plan is expected to incur $140 million to $160 million in pre-tax charges, with $90 million cash-related and $70 million non-cash, substantially complete by end of Fiscal 2026[98] | Restructuring Costs | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Estimated Charges Remaining (in thousands) | | :------------------ | :---------------------------------------------- | :---------------------------------------------- | :----------------------------------------- | | Total costs recorded in restructuring charges | $12,828 | $25,086 | $30,203 | | Total costs recorded in SG&A | $8,259 | $8,657 | $19,548 | | Total restructuring and related charges | $21,087 | $33,743 | $49,751 | Note 12. Stock-Based Compensation - Total stock-based compensation expense for employees and non-employee directors was $10.7 million for Q1 Fiscal 2026, down from $14.4 million in Q1 Fiscal 2025. Unrecognized expense is $89.1 million over 2.45 years[103] - Awards to marketing and other partners resulted in $1.8 million in stock-based compensation expense for Q1 Fiscal 2026, with $63.0 million unrecognized expense over 9.14 years[109] | Stock Options Activity | Number of Stock Options | Weighted Average Exercise Price | | :--------------------- | :---------------------- | :------------------------------ | | Outstanding at March 31, 2025 | 1,356 | $16.68 | | Granted | 150 | $6.20 | | Outstanding at June 30, 2025 | 1,506 | $15.63 | Note 13. Fair Value Measurements | Financial Instrument | June 30, 2025 (Level 2, in thousands) | March 31, 2025 (Level 2, in thousands) | | :------------------- | :------------------------------------ | :------------------------------------- | | Derivative foreign currency contracts | $(63,482) | $192 | | Deferred Compensation Plan obligations | $(17,775) | $(16,830) | | TOLI policies held by Rabbi Trust | $9,610 | $8,726 | - The estimated fair value of long-term debt as of June 30, 2025, was $998.1 million, compared to $583.9 million as of March 31, 2025, classified as Level 2[120] Note 14. Risk Management and Derivatives - The aggregate notional value of outstanding cash flow hedges was $1,365.5 million as of June 30, 2025, up from $1,113.6 million as of March 31, 2025, with maturities ranging from one to twenty-four months[129] - The total notional value of outstanding undesignated derivative instruments was $514.5 million as of June 30, 2025, compared to $450.7 million as of March 31, 2025[133] Note 15. Provision for Income Taxes - The effective income tax rate increased significantly to 49.0% for the three months ended June 30, 2025, from (1.7)% for the same period in 2024, primarily due to changes in actual and forecasted annual pre-tax earnings[136] - The company is assessing the impact of the recently enacted OBBBA (One Big Beautiful Bill Act) on U.S. taxation of foreign earnings, bonus depreciation, and research expensing[137] Note 16. Earnings Per Share | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :----- | :------------------------------- | :------------------------------- | | Basic Net Income (Loss) per Share | $(0.01) | $(0.70) | | Diluted Net Income (Loss) per Share | $(0.01) | $(0.70) | | Weighted Average Common Shares Outstanding (Basic) | 427,116 | 435,693 | Note 17. Segment Data - The company's operating segments are North America, EMEA, Asia-Pacific, and Latin America, with operating income (loss) used by the CODM for resource allocation[142][143][144] | Segment | Net Revenues (Q2 2025, in thousands) | Net Revenues (Q2 2024, in thousands) | Operating Income (Loss) (Q2 2025, in thousands) | Operating Income (Loss) (Q2 2024, in thousands) | | :------ | :----------------------------------- | :----------------------------------- | :---------------------------------------------- | :---------------------------------------------- | | North America | $670,319 | $709,260 | $121,437 | $147,889 | | EMEA | $248,607 | $226,892 | $39,643 | $20,456 | | Asia-Pacific | $163,386 | $181,836 | $14,703 | $9,935 | | Latin America | $54,575 | $64,409 | $6,606 | $15,171 | | Corporate Other | $(2,819) | $1,268 | $(179,066) | $(493,179) | | Total | $1,134,068 | $1,183,665 | $3,323 | $(299,728) | Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management's analysis of financial condition, operations, and liquidity for Q1 Fiscal 2026, discussing key metrics, strategies, and macroeconomic factors FORWARD LOOKING STATEMENTS - Forward-looking statements cover topics such as share repurchase programs, future financial condition, growth strategies, restructuring efforts, promotional activities, freight, product cost pressures, foreign currency impacts, global economic conditions, and litigation[150] - Key risk factors include changes in economic/market conditions, global events (e.g., military conflicts, trade policy), increased competition, raw material costs, execution of long-term strategies, customer financial health, product development, inventory management, loss of key partners, global expansion, brand image, significant transactions, talent retention, regulatory compliance, data security, public health emergencies, and litigation[151][155] OVERVIEW - Under Armour is focused on driving premium brand-right growth and improved profitability through increased sales in apparel, footwear, and accessories, growth in direct-to-consumer, and expansion of wholesale distribution[154] - Challenging market conditions persisted in Q1 Fiscal 2026, particularly in North America and Asia-Pacific, due to lower consumer demand across both wholesale and direct-to-consumer channels[155] - The 2025 restructuring plan, expected to be substantially complete by end of Fiscal 2026, aims to strengthen financial and operational efficiencies with estimated pre-tax charges of $140 million to $160 million[157] - Macroeconomic factors, including global trade policy changes, inflationary pressures, and foreign currency fluctuations, are expected to negatively impact Fiscal 2026 results, with an anticipated $100 million impact on cost of goods sold from incremental tariffs[159][160] RESULTS OF OPERATIONS Analysis of Q1 Fiscal 2026 financial performance, detailing changes in net revenues, gross profit, operating expenses, and net income (loss) Revenues | Revenue Category | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | | :--------------- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | | Total Net Revenues | $1,134,068 | $1,183,665 | $(49,597) | -4.2% | | Net Sales | $1,112,525 | $1,160,726 | $(48,201) | -4.2% | | License Revenues | $24,362 | $21,671 | $2,691 | +12.4% | - Apparel net sales decreased 1.5% due to lower average selling prices and unfavorable channel mix, while footwear decreased 14.3% due to lower unit sales and prices. Accessories increased 8.1% due to higher unit sales[165] Gross Profit | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Gross Margin (%) 2025 | Gross Margin (%) 2024 | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :-------------------- | :-------------------- | | Gross Profit | $546,496 | $562,675 | $(16,179) | 48.2% | 47.5% | - Gross margin increased by 70 basis points to 48.2%, primarily driven by favorable foreign exchange (55 bps), product mix (30 bps), and pricing benefits (30 bps), partially offset by unfavorable channel mix (30 bps) and supply chain (15 bps)[169] Selling, General and Administrative Expenses | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | SG&A as % of Net Revenues 2025 | SG&A as % of Net Revenues 2024 | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | :----------------------------- | :----------------------------- | | Selling, General and Administrative Expenses | $530,345 | $837,317 | $(306,972) | -36.7% | 46.8% | 70.7% | - The decrease in SG&A was primarily due to a $296.4 million (41.4%) reduction in "other costs" (mainly lower litigation reserve expense in the prior year) and a $10.6 million (8.7%) decrease in marketing and advertising costs[171] Restructuring Charges | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | | Restructuring Charges | $12,828 | $25,086 | $(12,258) | -48.9% | Interest Income (Expense), net | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | | Interest Income (Expense), net | $(4,051) | $2,344 | $(6,395) | -272.8% | Other Income (Expense), net | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | | Other Income (Expense), net | $(4,695) | $(2,730) | $(1,965) | -72.0% | Income Tax Expense (Benefit) | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | Effective Tax Rate 2025 | Effective Tax Rate 2024 | | :----- | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | :---------------------- | :---------------------- | | Income Tax Expense (Benefit) | $(2,658) | $5,149 | $(7,807) | -151.6% | 49.0% | -1.7% | SEGMENT RESULTS OF OPERATIONS Analysis of net revenues and operating income (loss) across geographic segments and Corporate Other, highlighting regional performance drivers Net Revenues | Segment | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | | :------ | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | | North America | $670,319 | $709,260 | $(38,941) | -5.5% | | EMEA | $248,607 | $226,892 | $21,715 | +9.6% | | Asia-Pacific | $163,386 | $181,836 | $(18,450) | -10.1% | | Latin America | $54,575 | $64,409 | $(9,834) | -15.3% | | Corporate Other | $(2,819) | $1,268 | $(4,087) | -322.3% | | Total Net Revenues | $1,134,068 | $1,183,665 | $(49,597) | -4.2% | - North America revenues decreased 5.5% due to declines in wholesale and direct-to-consumer. EMEA revenues increased 9.6% driven by wholesale and owned/operated retail stores, positively impacted by foreign exchange. Asia-Pacific revenues decreased 10.1% due to wholesale and e-commerce declines. Latin America revenues decreased 15.3% primarily due to negative foreign exchange impacts[184] Operating Income (Loss) | Segment | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | Change (%) | | :------ | :---------------------------------------------- | :---------------------------------------------- | :--------- | :--------- | | North America | $121,437 | $147,889 | $(26,452) | -17.9% | | EMEA | $39,643 | $20,456 | $19,187 | +93.8% | | Asia-Pacific | $14,703 | $9,935 | $4,768 | +48.0% | | Latin America | $6,606 | $15,171 | $(8,565) | -56.5% | | Corporate Other | $(179,066) | $(493,179) | $314,113 | +63.7% | | Total Operating Income (Loss) | $3,323 | $(299,728) | $303,051 | +101.1% | - Corporate Other operating loss decreased by $314.1 million (63.7%) primarily due to lower net litigation expense in the prior year. EMEA operating income increased 93.8% due to lower marketing and facility expenses and higher gross profit. North America operating income decreased 17.9% due to lower gross profit and higher marketing/distribution costs[187] LIQUIDITY AND CAPITAL RESOURCES Discussion of cash requirements, funding sources, and capital structure, including cash, share repurchases, cash flow, credit facility, and senior notes - As of June 30, 2025, the company had $911 million in cash and cash equivalents and believes its current liquidity sources are adequate for at least the next twelve months[188] - The company plans to use proceeds from the $400 million Senior Notes due 2030, credit facility borrowings, and cash on hand to retire the $600 million Senior Notes due 2026 in Q2 Fiscal 2026[188] Share Repurchase Program - The Board authorized a $500 million share repurchase program for Class C Common Stock through May 31, 2027. No shares were repurchased in Q1 Fiscal 2026, leaving $410 million remaining[191][192] Cash Flows | Cash Flow Activity | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change ($) | | :----------------- | :---------------------------------------------- | :---------------------------------------------- | :--------- | | Operating Activities | $48,852 | $152,975 | $(104,123) | | Investing Activities | $(35,362) | $4,319 | $(39,681) | | Financing Activities | $387,303 | $(128,220) | $515,523 | - Operating cash flows decreased by $104.1 million, primarily due to a $366.4 million decrease from changes in working capital, partially offset by a $262.2 million increase in net income before non-cash items[194] - Financing cash flows increased by $515.5 million, primarily due to the issuance of $400 million Senior Notes due 2030[196] Capital Resources - The amended credit agreement provides $1.1 billion in revolving credit commitments until June 16, 2030, with no amounts outstanding as of June 30, 2025. The company was in compliance with all covenants[199][204] - The company issued $400.0 million of 7.25% Senior Notes due 2030, intending to use the proceeds to redeem or retire the $600.0 million 3.25% Senior Notes due 2026 in Q2 Fiscal 2026[207][208][209] CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS - Financial statements rely on complex judgments, probabilities, and assumptions that are inherently uncertain, and actual results could differ significantly from these estimates[212] Item 3. Quantitative and Qualitative Disclosures About Market Risk No significant changes to market risk since March 31, 2025, with further discussion available in the Annual Report on Form 10-K - No significant changes to market risk have occurred since March 31, 2025[214] Item 4. Controls and Procedures Disclosure controls and procedures were ineffective due to a material weakness in internal control over financial reporting, with remediation efforts ongoing Evaluation of Disclosure Controls and Procedures - The CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2025, due to a material weakness in internal control over financial reporting[215] Material Weakness in Internal Control Over Financial Reporting - A material weakness exists in internal control over financial reporting due to ineffective controls over the review and execution of certain balance sheet account reconciliations, which resulted in immaterial errors in prior financial statements[216] Remediation Efforts and Status of Remaining Material Weakness - Remediation efforts include developing a new account reconciliation policy, designing and enhancing controls, and engaging third-party consultants, with completion expected throughout Fiscal 2026[217][219] Changes in Internal Control Over Financial Reporting - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025, other than ongoing remediation efforts for the identified material weakness[218] PART II - OTHER INFORMATION Item 1. Legal Proceedings Information on legal proceedings is incorporated by reference from Note 8 to the Condensed Consolidated Financial Statements - Information on legal proceedings is incorporated by reference from Note 8 to the Condensed Consolidated Financial Statements[221] Item 1A. Risk Factors Refers to risk factors in the Annual Report on Form 10-K for Fiscal 2025, noting potential impact from additional unknown or immaterial risks - Readers should consider risk factors from the Annual Report on Form 10-K for Fiscal 2025, as additional unknown or currently immaterial risks could negatively impact the business[222] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds No repurchases of Class C Common Stock occurred under the authorized share repurchase program during the three months ended June 30, 2025 | Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of a Publicly Announced Program | Approximately Dollar Value of Shares that May Yet be Purchased Under the Program (in millions) | | :----- | :------------------------------- | :--------------------------- | :----------------------------------------------------------------------- | :------------------------------------------------------------------------------------------- | | 04/01/2025 to 04/30/2025 | — | $— | — | $410.0 | | 05/01/2025 to 05/31/2025 | — | $— | — | $410.0 | | 06/01/2025 to 06/30/2025 | — | $— | — | $410.0 | Item 5. Other Information No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during Q1 Fiscal 2026 - No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the three months ended June 30, 2025[225] Item 6. Exhibits Lists exhibits filed as part of the Form 10-Q, including indentures, credit agreement amendments, and certifications - Exhibits include Indentures for Senior Notes, Amendment No. 7 and 8 to the Amended and Restated Credit Agreement, and Section 302 and 906 certifications[226] SIGNATURES - The report was duly signed on behalf of Under Armour, Inc. by David E. Bergman, Chief Financial Officer, on August 8, 2025[229]