Under Armour, Inc. 4
4 · Under Armour, Inc. · Filed Apr 26, 2016
Insider Transaction Report
Form 4
MIRCHIN MATTHEW C
Sr VP of North American Sales
Transactions
- Sale
Class C Common Stock
2016-04-25$44.38/sh−26,394$1,171,252→ 45,867 total - Exercise/Conversion
Class C Common Stock
2016-04-25$3.53/sh+15,000$52,896→ 72,261 total - Exercise/Conversion
Employee Stock Option (Right to Buy)
2016-04-25−15,000→ 105,000 totalExercise: $3.53Exp: 2020-03-09→ Class C Common Stock (15,000 underlying)
Footnotes (4)
- [F1]Under Armour, Inc. declared a stock dividend pursuant to which all holders of Class A 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 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]This stock option was originally reported as an option to purchase shares of Under Armour, Inc. Class A Common Stock at an exercise price of $14.21, and was later adjusted for a two-for-one stock split completed in 2014. As a result of the Class C Dividend, the option was further adjusted such that it now entitles the Reporting Person to exercise a portion of the option for shares of Class C Common Stock, and the exercise price has been adjusted so that the portion of the option covering the Class A Common Stock now has an exercise price of $3.5761 and the portion of the option covering the Class C Common Stock has an exercise price of $3.5264 per share.
- [F3]On March 9, 2010, the reporting person was granted an option to purchase shares of Common Stock, with vesting based on the Company achieving a certain combined operating income for 2011 and 2012. The Company achieved this vesting condition. The award vested in equal annual installments and was fully vested as of February 15, 2015.
- [F4]This transaction was executed in multiple trades at prices ranging from $44.17 to $44.60. 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.