Form 8-K

8-K — Under Armour, Inc.

Accession: 0001336917-26-000108

Filed: 2026-08-07

Period: 2026-08-07

CIK: 0001336917

SIC: 2300 (APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ua-20260807.htm (Primary)

EX-99.1 (exhibit991-fiscal2027q1.htm)

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8-K

8-K (Primary)

Filename: ua-20260807.htm · Sequence: 1

ua-20260807

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________________________________________

FORM 8-K

______________________________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 7, 2026

________________________________________________________________________________

UNDER ARMOUR, INC.

________________________________________________________________________________

Maryland

001-33202

52-1990078

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

101 Performance Drive, Baltimore, Maryland

21230

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (410) 468-2512

(Former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Class A Common Stock UAA New York Stock Exchange

Class C Common Stock UA New York Stock Exchange

(Title of each class) (Trading Symbols) (Name of each exchange on which registered)

________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 2.02. Results of Operations and Financial Condition.

On August 7, 2026, Under Armour, Inc. (“Under Armour”, or the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2026. A copy of Under Armour’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Under Armour has scheduled a conference call for 8:30 a.m. ET on August 7, 2026 to discuss its financial results.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Exhibit

99.1

Under Armour, Inc. press release announcing financial results for the quarter ended June 30, 2026.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

UNDER ARMOUR, INC.

Date: August 7, 2026

By:

/s/ REZA TALEGHANI

Reza Taleghani

Chief Financial Officer

EX-99.1

Filename: exhibit991-fiscal2027q1.htm · Sequence: 2

Document

Exhibit 99.1

UNDER ARMOUR REPORTS FIRST QUARTER FISCAL 2027

RESULTS; MAINTAINS FULL-YEAR PROFITABILITY OUTLOOK WHILE UPDATING REVENUE EXPECTATIONS

BALTIMORE, Aug. 7, 2026 – Under Armour, Inc. (NYSE: UAA, UA) today announced unaudited financial results for the first quarter of fiscal 2027, which ended June 30, 2026. Results are reported in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP"). References to "constant currency" and "adjusted" results are non-GAAP financial measures; reconciliations are provided below.

"As we navigate a challenging consumer demand environment, we continue to make progress in building a more focused Under Armour, despite updating our full-year revenue outlook," said Under Armour President and CEO Kevin Plank. "By simplifying the business, we are operating with greater discipline and better positioned to protect profitability, while still investing in a sharper product portfolio through clearer storytelling with the goal of driving a more premium Under Armour that will consistently earn demand at full price.”

First Quarter Fiscal 2027 Review

•Revenue decreased 3 percent to $1.1 billion (down 4 percent constant currency).

–North America revenue declined 9 percent to $610 million, while international revenue increased 5 percent to $490 million (up 2 percent constant currency). Within international markets, EMEA revenue increased 12 percent (up 10 percent constant currency), Asia-Pacific decreased 7 percent (down 10 percent constant currency), and Latin America increased 8 percent (up 1 percent constant currency).

–Wholesale revenue decreased 2 percent to $638 million and direct-to-consumer (DTC) revenue decreased 6 percent to $437 million. Within DTC, owned-and-operated store revenue declined 3 percent, and eCommerce revenue decreased 12 percent, representing 29 percent of total DTC revenue for the quarter.

–By category, apparel revenue decreased 2 percent to $734 million, footwear revenue declined 8 percent to $245 million, and accessories revenue decreased 4 percent to $96 million.

•Gross margin increased 590 basis points to 54.1 percent, primarily due to refunds received associated with the recovery of International Emergency Economic Powers Act ("IEEPA") tariff costs expensed in fiscal 2026. This was partially offset by unfavorable foreign exchange impacts, unfavorable regional and channel mix, and pricing headwinds.

•Selling, general and administrative (SG&A) expenses increased 2 percent to $543 million, primarily due to targeted investments to strengthen the brand as well as continued disciplined operating expense management. Excluding $2 million in transformation expenses related to the Fiscal 2025 Restructuring Plan, adjusted SG&A increased 4 percent to $541 million.

•Restructuring charges totaled $4 million.

•Operating income was $47 million. Excluding transformation and restructuring charges, adjusted operating income was $52 million.

•Net income was $1 million. Adjusted net income was $21 million, which excludes transformation and restructuring charges.

•Diluted earnings per share was $0.00; adjusted diluted earnings per share was $0.05.

•Inventory decreased 3 percent to $1.1 billion.

•Liquidity: Cash and cash equivalents totaled $396 million at quarter-end and $200 million of borrowings were outstanding under its $1.1 billion revolving credit facility. On June 15 upon maturity, funds from the company's restricted investments were used to settle all remaining principal and interest payments to holders of the Senior Notes due 2026, which, as previously disclosed, were satisfied and discharged during fiscal 2026.

Fiscal 2025 Restructuring Plan

In the first quarter, the company recorded $4 million in restructuring charges and $2 million in transformation-related SG&A expenses, for a total of $6 million under its Fiscal 2025 Restructuring Plan. To date, the company has incurred $266 million in total restructuring and transformation costs, including $116 million in cash and $150 million in non-cash charges. Total program costs under the plan are anticipated to be approximately $305 million. The company expects the plan to be substantially complete by December 31, 2026.

Updated Fiscal 2027 Outlook

The company has updated its fiscal 2027 outlook. Compared with fiscal 2026, key highlights of the company’s outlook include:

•Revenue is now expected to decline at a mid-single-digit percentage rate compared with the prior outlook of a slight decline. The revised outlook is driven by softer demand, particularly in North America and Asia-Pacific. The company remains focused on balancing near-term revenue opportunities with actions that strengthen long-term brand health, including disciplined marketplace management and protection of full-price selling. The updated outlook incorporates a mid-single-digit percent decline in North America (prior low-single-digit decline), and low-single-digit declines in both Asia-Pacific (prior low-single-digit increase) and EMEA (prior low-single-digit increase).

•Gross Margin is still expected to increase 220 to 270 basis points versus the prior year's gross margin. Approximately 150 basis points of this improvement is due to the recovery of IEEPA-related tariff costs expensed in fiscal 2026 realized in the first quarter. Excluding this benefit, the company continues to expect gross margin expansion driven by pricing actions, lower discounting, and a more favorable channel mix, partially offset by supply chain headwinds related to the conflict in the Middle East and unfavorable foreign exchange impacts.

•SG&A expense, including transformation expenses related to the Fiscal 2025 Restructuring Plan, is now expected to decrease at a high-single-digit rate versus the prior expectation for a low-single-digit decline. Excluding transformation expenses, Adjusted SG&A is now expected to decrease at a low-single-digit rate (prior low-single-digit rate increase). The updated outlook reflects actions to align operating expenses with the current demand environment while continuing to prioritize the company's highest-return strategic investments.

•Operating Income is still expected to be in the range of $96 million to $116 million. Excluding expected transformation expenses and restructuring charges, Adjusted Operating Income is still expected to be $140 million to $160 million. To achieve this, the company expects to substantially offset the impact of lower revenue through disciplined expense management and a more agile and disciplined operating model while continuing to invest in the areas most critical to strengthening the brand. This outlook includes an approximate $70 million benefit from the realization of refunds from

prior-year IEEPA tariff expenses and approximately $35 million in headwinds related to the conflict in the Middle East.

•Diluted Loss Per Share is now expected to range from $0.01 to $0.05 versus the prior expectation of breakeven to a loss per share of $0.04. Excluding anticipated transformation expenses and restructuring charges, the expectation for Adjusted Diluted Earnings Per Share remains $0.08 to $0.12.

Conference Call and Webcast

Under Armour will hold its first-quarter fiscal 2027 conference call today at approximately 8:30 a.m. Eastern Time. The call will stream live at https://about.underarmour.com/investor-relations/financials and will be available for replay approximately three hours after the live event.

Non-GAAP Financial Information

This press release discusses "constant currency" and "adjusted" results, as well as the company’s "adjusted" forward-looking estimates for the fiscal year ending March 31, 2027. Management believes this information is valuable for investors seeking to compare the company’s operational results across periods, as it provides clearer insight into underlying performance by excluding these impacts. Constant currency financial data removes fluctuations caused by foreign currency exchange rates. Adjusted financial measures exclude the effects of the company’s litigation reserve expense (and related insurance recoveries) and the company’s Fiscal 2025 Restructuring Plan, its associated charges, and related tax effects, as well as the valuation allowance against its U.S. federal deferred tax assets. Management states that these adjustments are not essential to the company’s core operations. The reconciliation of non-GAAP figures to the most directly comparable GAAP financial measure is included in the supplemental financial information accompanying this release. All per-share amounts are reported on a diluted basis. These supplemental non-GAAP financial measures should not be viewed in isolation; they should be considered alongside the company’s reported results prepared in accordance with GAAP. Additionally, the company’s non-GAAP financial information may not be comparable to similar measures reported by other companies.

About Under Armour, Inc.

Under Armour, Inc., based in Baltimore, Maryland, is a global performance brand committed to empowering athletes everywhere. Since 1996, the company has advanced how athletes train, compete, and recover through innovative apparel, footwear, and accessories. In partnership with elite athletes and game changers, Under Armour is shaping the future of sport and inspiring those who strive for more. Learn more at https://about.underarmour.com.

Forward-Looking Statements

Some of the statements contained in this press release constitute forward-looking statements. Forward-looking statements relate to expectations, beliefs, projections, plans, strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts, such as statements regarding our share repurchase program, future financial condition or results of operations, growth prospects and strategies, potential restructuring efforts (including the scope, anticipated charges and costs, the timing of these measures, and the anticipated benefits of our restructuring initiatives), expectations related to promotional activities, freight, product cost pressures, foreign currency effects, the impact of global economic conditions (including changes in trade policy and inflation) on our results of operations, liquidity and use of capital resources, expectations related to tariffs, the development and introduction of new products, the execution of marketing strategies, benefits from significant investments, and impacts from litigation or other proceedings. In many cases, you can identify forward-looking statements by terms such as "may," "will," "could," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "outlook," "potential," or the negative of these terms or other comparable terminology. The forward-looking statements in this press release reflect our current views about future events. They are subject to risks, uncertainties, assumptions, and changes in circumstances that may cause events or our actual activities or results to differ significantly from those expressed in any forward-looking statement. Although we believe the expectations reflected in the forward-looking statements are reasonable, they are inherently uncertain. We cannot guarantee future events, results, actions, activity levels, performance, or achievements. Readers are cautioned not to place undue reliance on these forward-looking statements. Several important factors could cause actual results to differ materially from those indicated by these forward-looking statements, including, but not limited to: changes in general economic or market conditions (such as rising inflation and potential impacts of changes and uncertainties related to government fiscal, monetary, tax and trade policies) that could influence overall consumer spending or our industry; the impact of global events beyond our control, including military conflicts, public health events, and the effects of changes in the global trade environment, such as the imposition of new tariffs and countermeasures thereto, on our profitability; increased competition that may cause us to lose market share, lower product prices, or significantly increase marketing efforts; fluctuations in the costs of raw materials and commodities we use in our products and supply chain (including labor); our ability to successfully execute our long-term strategies; our ability to effectively drive operational efficiency in our business; changes in the financial health of our customers; our ability to effectively develop and launch new, innovative products and engage our consumers; our ability to accurately forecast consumer shopping and preferences and consumer demand for our products and to effectively manage our inventory; our ability to successfully execute any restructuring plans and achieve expected benefits; loss of key customers, suppliers, or manufacturers; our ability to further expand our business globally and drive brand awareness and consumer acceptance of our products in other countries; our ability to manage the increasingly complex operations of our global business; our ability to effectively market and maintain a positive brand image; our ability to successfully manage or achieve expected outcomes from significant transactions and investments; our ability to attract key talent and retain the services of our senior management and other key employees; our ability to effectively meet regulatory requirements and stakeholder expectations with respect to sustainability and social matters; the availability, integration and effective operation of information systems and other technology, as well as any potential interruption of such systems or technology; any disruptions, delays or deficiencies in the design, implementation, or application of our global operating and financial reporting information technology system; our ability to access capital and financing required to manage our business on terms acceptable to us; our ability to accurately anticipate and respond to seasonal or quarterly fluctuations in our operating results; risks related to foreign currency exchange rate fluctuations; our ability to comply with existing trade and other regulations; risks related to data security or privacy breaches; and our potential exposure to and the financial impact of litigation and other proceedings. The forward-looking statements here reflect our views and assumptions only as of the date of this press release. We undertake

no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect unanticipated events.

# # #

Under Armour Contact:

Lance Allega

Senior Vice President, Finance & Capital Markets

(410) 246-6810

LAllega@underarmour.com

UNDER ARMOUR, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited; in thousands, except per share amounts)

Three Months Ended June 30,

2026 % of Net

Revenues 2025 % of Net

Revenues

Net revenues $ 1,097,927 100.0 % $ 1,134,068 100.0 %

Cost of goods sold 504,095 45.9 % 587,572 51.8 %

Gross profit 593,832 54.1 % 546,496 48.2 %

Selling, general and administrative expenses 543,085 49.5 % 530,345 46.8 %

Restructuring charges 4,008 0.4 % 12,828 1.1 %

Income (loss) from operations 46,739 4.3 % 3,323 0.3 %

Interest income (expense), net (10,645) (1.0) % (4,051) (0.4) %

Other income (expense), net (7,013) (0.6) % (4,695) (0.4) %

Income (loss) before income taxes 29,081 2.6 % (5,423) (0.5) %

Income tax expense (benefit) 28,314 2.6 % (2,658) (0.2) %

Income (loss) from equity method investments (222) — % 153 — %

Net income (loss) $ 545 — % $ (2,612) (0.2) %

Basic net income (loss) per share of Class A, B and C common stock $ 0.00 $ (0.01)

Diluted net income (loss) per share of Class A, B and C common stock $ 0.00 $ (0.01)

Weighted average common shares outstanding Class A, B and C common stock

Basic 427,769 427,116

Diluted 431,937 427,116

UNDER ARMOUR, INC.

(Unaudited; in thousands)

NET REVENUES BY SEGMENT

Three Months Ended June 30,

2026 2025 % Change

North America $ 609,777 $ 670,319 (9.0) %

EMEA 278,680 248,607 12.1 %

Asia-Pacific 152,586 163,386 (6.6) %

Latin America 58,754 54,575 7.7 %

Corporate Other (1)

(1,870) (2,819) NM

Total net revenues $ 1,097,927 $ 1,134,068 (3.2) %

NET REVENUES BY DISTRIBUTION CHANNEL

Three Months Ended June 30,

2026 2025 % Change

Wholesale $ 638,468 $ 649,050 (1.6) %

Direct-to-consumer 436,523 463,475 (5.8) %

Net sales 1,074,991 1,112,525 (3.4) %

License revenues 24,806 24,362 1.8 %

Corporate Other (1)

(1,870) (2,819) NM

Total net revenues $ 1,097,927 $ 1,134,068 (3.2) %

NET REVENUES BY PRODUCT CATEGORY

Three Months Ended June 30,

2026 2025 % Change

Apparel $ 734,035 $ 746,592 (1.7) %

Footwear 245,262 265,855 (7.7) %

Accessories 95,694 100,078 (4.4) %

Net sales 1,074,991 1,112,525 (3.4) %

Licensing revenues 24,806 24,362 1.8 %

Corporate Other (1)

(1,870) (2,819) NM

Total net revenues $ 1,097,927 $ 1,134,068 (3.2) %

(1) Corporate Other primarily includes net revenues from foreign currency hedge gains and losses generated by entities within the company’s operating segments but managed through its central foreign exchange risk management program. The percentage change for Corporate Other is not presented as it is not a meaningful metric (NM).

UNDER ARMOUR, INC.

(Unaudited; in thousands)

INCOME (LOSS) FROM OPERATIONS BY SEGMENT

Three Months Ended June 30,

2026

% of Net Revenues(1)

2025

% of Net Revenues(1)

North America $ 170,941 28.0 % $ 121,437 18.1 %

EMEA 28,176 10.1 % 39,643 15.9 %

Asia-Pacific 12,526 8.2 % 14,703 9.0 %

Latin America 8,964 15.3 % 6,606 12.1 %

Corporate Other (2)

(173,868) NM (179,066) NM

Income (loss) from operations $ 46,739 4.3 % $ 3,323 0.3 %

(1) The percentage of operating income (loss) is calculated based on total segment net revenues. The operating income (loss) percentage for Corporate Other is not presented as it is not a meaningful metric (NM).

(2) Corporate Other primarily includes net revenues from foreign currency hedge gains and losses generated by entities within the company’s operating segments but managed through its central foreign exchange risk management program. Corporate Other also includes expenses related to the company's central supporting functions.

UNDER ARMOUR, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited; in thousands)

June 30, 2026 March 31, 2026

Assets

Current assets

Cash and cash equivalents $ 395,981 $ 309,168

Accounts receivable, net 646,122 681,861

Inventories 1,109,250 914,751

Restricted investments — 605,396

Prepaid expenses and other current assets, net 217,818 207,507

Total current assets 2,369,171 2,718,683

Property and equipment, net 584,982 598,953

Operating lease right-of-use assets 478,579 429,622

Goodwill 493,331 492,768

Intangible assets, net 4,559 4,471

Deferred income taxes 55,233 52,282

Other long-term assets 112,232 118,915

Total assets $ 4,098,087 $ 4,415,694

Liabilities and Stockholders’ Equity

Current liabilities

Current maturities of long-term debt $ — $ 599,835

Accounts payable 668,976 420,077

Accrued expenses 310,146 331,391

Customer refund liabilities 109,582 126,097

Operating lease liabilities 152,643 153,050

Other current liabilities 67,232 46,336

Total current liabilities 1,308,579 1,676,786

Long-term debt, net of current maturities 591,158 590,609

Operating lease liabilities, non-current 632,276 596,139

Other long-term liabilities 137,958 137,800

Total liabilities 2,669,971 3,001,334

Total stockholders’ equity 1,428,116 1,414,360

Total liabilities and stockholders’ equity $ 4,098,087 $ 4,415,694

UNDER ARMOUR, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited; in thousands)

Three Months Ended June 30,

2026 2025

Cash flows from operating activities

Net income (loss) $ 545 $ (2,612)

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities

Depreciation and amortization 25,418 28,981

Unrealized foreign currency exchange rate (gain) loss 2,022 (2,273)

Loss on disposal of property and equipment 81 3,556

Non-cash restructuring and impairment charges (recoveries) (1,731) 7,698

Amortization of bond premium and debt issuance costs 714 603

Stock-based compensation 11,310 12,219

Deferred income taxes (3,268) (28,978)

Changes in reserves and allowances 2,576 3,952

Changes in operating assets and liabilities:

Accounts receivable 36,455 50,885

Inventories (193,531) (196,568)

Prepaid expenses and other current assets (14,524) (11,990)

Other long-term assets (44,812) 9,818

Accounts payable 243,397 213,712

Accrued expenses and other liabilities 36,545 (51,373)

Customer refund liabilities (16,249) (5,180)

Income taxes payable and receivable 24,189 16,402

Net cash provided by (used in) operating activities 109,137 48,852

Cash flows from investing activities

Purchases of property and equipment (14,600) (35,362)

Proceeds from restricted investment to settle satisfied and discharged debt 600,000 —

Net cash provided by (used in) investing activities 585,400 (35,362)

Cash flows from financing activities

Proceeds from long-term debt and revolving credit facility 25,000 400,000

Repayment of long-term debt and revolving credit facility (25,000) —

Settlement of satisfied and discharged debt (600,000) —

Employee taxes paid for shares withheld for income taxes (7,483) (7,485)

Proceeds from exercise of stock options and other stock issuances 419 552

Payments of debt financing costs — (5,764)

Net cash provided by (used in) financing activities (607,064) 387,303

Effect of exchange rate changes on cash, cash equivalents and restricted cash (634) 9,314

Net increase (decrease) in cash, cash equivalents and restricted cash 86,839 410,107

Cash, cash equivalents and restricted cash - Beginning of period 312,061 515,051

Cash, cash equivalents and restricted cash - End of period $ 398,900 $ 925,158

UNDER ARMOUR, INC.

(Unaudited)

The table below presents the reconciliation of net revenue growth (decline) calculated in accordance with GAAP to constant currency net revenue, a non-GAAP measure. For further information regarding the company's use of non-GAAP financial measures, see "Non-GAAP Financial Information" above.

CONSTANT CURRENCY NET REVENUE GROWTH (DECLINE) RECONCILIATION

Three Months Ended June 30, 2026

Total Net Revenue

Net revenue growth (decline) - GAAP (3.2) %

Foreign exchange impact (1.2) %

Constant currency net revenue growth (decline) - Non-GAAP (4.4) %

North America

Net revenue growth (decline) - GAAP (9.0) %

Foreign exchange impact (0.1) %

Constant currency net revenue growth (decline) - Non-GAAP (9.1) %

EMEA

Net revenue growth (decline) - GAAP 12.1 %

Foreign exchange impact (1.8) %

Constant currency net revenue growth (decline) - Non-GAAP 10.3 %

Asia-Pacific

Net revenue growth (decline) - GAAP (6.6) %

Foreign exchange impact (2.9) %

Constant currency net revenue growth (decline) - Non-GAAP (9.5) %

Latin America

Net revenue growth (decline) - GAAP 7.7 %

Foreign exchange impact (7.0) %

Constant currency net revenue growth (decline) - Non-GAAP 0.7 %

Total International

Net revenue growth (decline) - GAAP 5.0 %

Foreign exchange impact (2.8) %

Constant currency net revenue growth (decline) - Non-GAAP 2.2 %

UNDER ARMOUR, INC.

(Unaudited; in thousands)

The tables below present the reconciliation of the company's condensed consolidated statements of operations in accordance with GAAP to specific adjusted non-GAAP financial measures discussed in this press release. For further information regarding the company's use of non-GAAP financial measures, see "Non-GAAP Financial Information" above.

ADJUSTED SELLING, GENERAL AND ADMINISTRATIVE EXPENSES RECONCILIATION

Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

GAAP selling, general and administrative expenses $ 543,085 $ 530,345

Add: impact of restructuring-related transformation expenses (1,643) (8,259)

Adjusted selling, general and administrative expenses $ 541,442 $ 522,086

ADJUSTED OPERATING INCOME (LOSS) RECONCILIATION

Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

GAAP income (loss) from operations $ 46,739 $ 3,323

Add: impact of restructuring charges 4,008 12,828

Add: impact of restructuring-related transformation expenses 1,643 8,259

Adjusted income (loss) from operations $ 52,390 $ 24,410

ADJUSTED NET INCOME (LOSS) RECONCILIATION

Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

GAAP net income (loss) $ 545 $ (2,612)

Add: impact of restructuring charges 4,008 12,828

Add: impact of restructuring-related transformation expenses 1,643 8,259

Add: impact of provision for income taxes 14,797 (9,907)

Non-GAAP net income (loss) $ 20,993 $ 8,568

ADJUSTED DILUTED EARNINGS (LOSS) PER SHARE RECONCILIATION

Three Months Ended June 30, 2026 Three Months Ended June 30, 2025

GAAP diluted net income (loss) per share

$ 0.00 $ (0.01)

Add: impact of restructuring charges 0.01 0.03

Add: impact of restructuring-related transformation expenses 0.00 0.02

Add: impact of provision for income taxes 0.04 (0.02)

Adjusted diluted net income (loss) per share

$ 0.05 $ 0.02

UNDER ARMOUR, INC.

OUTLOOK FOR THE THREE MONTHS ENDING SEPTEMBER 30, 2026

AND YEAR ENDING MARCH 31, 2027

(Unaudited; in millions, except per share amounts)

The tables below reconcile the company's outlook for the second quarter and full year fiscal 2027, in accordance with GAAP, to specific adjusted non-GAAP financial measures discussed in this press release. For further information regarding the company's use of non-GAAP financial measures, see "Non-GAAP Financial Information" above.

ADJUSTED OPERATING INCOME (LOSS) RECONCILIATION

Three Months Ending

September 30, 2026 Year Ending

March 31, 2027

Low end of estimate High end of estimate Low end of estimate High end of estimate

GAAP income (loss) from operations $ (11) $ (1) $ 96 $ 116

Add: impact of charges under the Fiscal 2025 Restructuring Plan 21 21 44 44

Adjusted income (loss) from operations $ 10 $ 20 $ 140 $ 160

ADJUSTED DILUTED EARNINGS (LOSS) PER SHARE RECONCILIATION

Three Months Ending

September 30, 2026 Year Ending

March 31, 2027

Low end of estimate High end of estimate Low end of estimate High end of estimate

GAAP diluted net income (loss) per share $ (0.06) $ (0.03) $ (0.05) $ (0.01)

Add: impact of charges under the Fiscal 2025 Restructuring Plan 0.05 0.05 0.10 0.10

Add: impact of provision for income taxes (0.02) (0.03) 0.03 0.03

Adjusted diluted net income (loss) per share $ (0.03) $ (0.01) $ 0.08 $ 0.12

UNDER ARMOUR, INC.

COMPANY-OWNED & OPERATED DOOR COUNT

June 30, 2026 June 30, 2025

Factory House 184 179

Brand House 12 16

North America total doors 196 195

Factory House 189 177

Brand House 53 70

International total doors 242 247

Factory House 373 356

Brand House 65 86

Total doors 438 442

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v3.26.1

Cover

Aug. 07, 2026

Entity Information [Line Items]

Document Type

8-K

Document Period End Date

Aug. 07, 2026

Entity Registrant Name

UNDER ARMOUR, INC.

Entity Incorporation, State or Country Code

Entity File Number

001-33202

Entity Tax Identification Number

52-1990078

Entity Address, Address Line One

101 Performance Drive

Entity Address, Address Line One

Entity Address, City or Town

Baltimore

Entity Address, Postal Zip Code

21230

City Area Code

410

Local Phone Number

468-2512

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Amendment Flag

false

Entity Central Index Key

0001336917

Class A Common Stock

Entity Information [Line Items]

Title of 12(b) Security

Class A Common Stock

Trading Symbol

UAA

Security Exchange Name

NYSE

Class C Common Stock

Entity Information [Line Items]

Title of 12(b) Security

Class C Common Stock

Trading Symbol

Security Exchange Name

NYSE

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-Section 12

-Subsection b-2

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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