Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________

Form 10-Q

______________________________________

(Mark One)


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 001-33202

______________________________________

UNDER ARMOUR, INC.

(Exact name of registrant as specified in its charter)

______________________________________


Maryland						52-1990078
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)
1020 Hull Street Baltimore, Maryland 21230						(410) 468-2512
(Address of principal executive offices) (Zip Code)						(Registrant's telephone number, including area code)

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)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of July 31, 2023 there were 188,704,689 shares of Class A Common Stock, 34,450,000 shares of Class B Convertible Common Stock and 222,184,702 shares of Class C Common Stock outstanding.

Table of Contents

UNDER ARMOUR, INC.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements:	1
	Condensed Consolidated Balance Sheets as of June 30, 2023 and March 31, 2023 (unaudited)	1
	Condensed Consolidated Statements of Operations for the Three Months Ended June 30, 2023 and 2022 (unaudited)	2
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended June 30, 2023 and 2022 (unaudited)	3
	Condensed Consolidated Statements of Stockholders' Equity for the Three Months Ended June 30, 2023 and 2022 (unaudited)	4
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended June 30, 202 3 and 202 2 (unaudited)	5
	Notes to the Condensed Consolidated Financial Statements (unaudited)	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	38
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	39
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39
Item 5.	Other Information	39
Item 6.	Exhibits	39
SIGNATURES		41

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PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Under Armour, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited; In thousands, except share data)


	June 30, 2023		March 31, 2023
Assets
Current assets
Cash and cash equivalents	$	703,591	$	711,910
Accounts receivable, net (Note 3)	695,455		759,860
Inventories	1,320,468		1,190,253
Prepaid expenses and other current assets, net	264,704		297,563
Total current assets	2,984,218		2,959,586
Property and equipment, net (Note 4)	679,114		672,736
Operating lease right-of-use assets (Note 5)	464,793		489,306
Goodwill (Note 6)	479,568		481,992
Intangible assets, net (Note 7)	8,616		8,940
Deferred income taxes (Note 17)	194,910		186,167
Other long-term assets	55,941		58,356
Total assets	$	4,867,160	$	4,857,083
Liabilities and Stockholders' Equity
Current liabilities
Current maturities of long-term debt (Note 9)	$	80,919	$	—
Accounts payable	714,189		649,116
Accrued expenses	333,638		354,643
Customer refund liabilities (Note 12)	136,017		160,533
Operating lease liabilities (Note 5)	139,878		140,990
Other current liabilities	59,565		51,609
Total current liabilities	1,464,206		1,356,891
Long-term debt, net of current maturities (Note 9)	594,107		674,478
Operating lease liabilities, non-current (Note 5)	677,121		705,713
Other long-term liabilities	126,316		121,598
Total liabilities	2,861,750		2,858,680
Stockholders' equity (Note 11)
Class A Common Stock, $0.0003 1/3 par value; 400,000,000 shares authorized as of June 30, 2023 and March 31, 2023; 188,704,689 shares issued and outstanding as of June 30, 2023 (March 31, 2023: 188,704,689)	63		63
Class B Convertible Common Stock, $0.0003 1/3 par value; 34,450,000 shares authorized, issued and outstanding as of June 30, 2023 and March 31, 2023	11		11
Class C Common Stock, $0.0003 1/3 par value; 400,000,000 shares authorized as of June 30, 2023 and March 31, 2023; 222,060,064 shares issued and outstanding as of June 30, 2023 (March 31, 2023: 221,346,517)	73		73
Additional paid-in capital	1,149,183		1,136,536
Retained earnings	936,007		929,562
Accumulated other comprehensive income (loss)	(79,927)		(67,842)
Total stockholders' equity	2,005,410		1,998,403
Total liabilities and stockholders' equity	$	4,867,160	$	4,857,083

Commitments and Contingencies (Note 10)

See accompanying notes.

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Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited; In thousands, except per share amounts)


	Three Months Ended June 30,
	2023		2022
Net revenues	$	1,317,012	$	1,349,057
Cost of goods sold	709,276		718,860
Gross profit	607,736		630,197
Selling, general and administrative expenses	586,806		595,714
Income (loss) from operations	20,930		34,483
Interest income (expense), net	(1,626)		(6,005)
Other income (expense), net	(6,385)		(14,241)
Income (loss) before income taxes	12,919		14,237
Income tax expense (benefit)	3,971		5,657
Income (loss) from equity method investments	(399)		(898)
Net income (loss)	$	8,549	$	7,682

Basic net income (loss) per share of Class A, B and C common stock (Note 18)	$	0.02	$	0.02
Diluted net income (loss) per share of Class A, B and C common stock (Note 18)	$	0.02	$	0.02

Weighted average common shares outstanding Class A, B and C common stock
Basic	444,872		458,415
Diluted	454,506		468,167

See accompanying notes.

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Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited; In thousands)


	Three Months Ended June 30,
	2023		2022
Net income (loss)	$	8,549	$	7,682
Other comprehensive income (loss):
Foreign currency translation adjustment	4,553		(23,525)
Unrealized gain (loss) on cash flow hedges, net of tax benefit (expense) of $7,185 and $(9,179), for the three months ended June 30, 2023 and 2022, respectively.	(8,256)		42,482
Gain (loss) on intra-entity foreign currency transactions	(8,382)		(13,534)
Total other comprehensive income (loss)	(12,085)		5,423
Comprehensive income (loss)	$	(3,536)	$	13,105

See accompanying notes.

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Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Stockholders' Equity

(Unaudited; In thousands)


	Class A Common Stock			Class B Convertible Common Stock			Class C Common Stock			Additional Paid-in-Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total Equity
	Shares	Amount		Shares	Amount		Shares	Amount
Balance as of March 31, 2022	188,669	$	63	34,450	$	11	238,472	$	79	$	1,046,961	$	721,926	$	(40,086)	$	1,728,954
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	—	—		—	—		(35)	—		—		(352)		—		(352)
Class C Common Stock repurchased	—	—		—	—		(6,669)	(2)		49,659		(74,657)		—		(25,000)
Issuance of Class C Common Stock, net of forfeitures	—	—		—	—		258	—		993		—		—		993
Stock-based compensation expense	—	—		—	—		—	—		11,375		—		—		11,375
Comprehensive income (loss)	—	—		—	—		—	—		—		7,682		5,423		13,105
Balance as of June 30, 2022	188,669	$	63	34,450	$	11	232,026	$	77	$	1,108,988	$	654,599	$	(34,663)	$	1,729,075

Balance as of March 31, 2023	188,705	$	63	34,450	$	11	221,347	$	73	$	1,136,536	$	929,562	$	(67,842)	$	1,998,403
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	—	—		—	—		(301)	—		—		(2,104)		—		(2,104)
Class C Common Stock repurchased	—	—		—	—		—	—		—		—		—		—
Issuance of Class A Common Stock, net of forfeitures	—	—		—	—		—	—		—		—		—		—
Issuance of Class C Common Stock, net of forfeitures	—	—		—	—		1,014	—		870		—		—		870
Stock-based compensation expense	—	—		—	—		—	—		11,777		—		—		11,777
Comprehensive income (loss)	—	—		—	—		—	—		—		8,549		(12,085)		(3,536)
Balance as of June 30, 2023	188,705	$	63	34,450	$	11	222,060	$	73	$	1,149,183	$	936,007	$	(79,927)	$	2,005,410

See accompanying notes.

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Under Armour, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited; In thousands)


	Three Months Ended June 30,
	2023		2022
Cash flows from operating activities
Net income (loss)	$	8,549	$	7,682
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization	36,169		34,321
Unrealized foreign currency exchange rate (gain) loss	8,230		7,856
Loss on disposal of property and equipment	405		322
Amortization of bond premium and debt issuance costs	548		548
Stock-based compensation	11,777		11,375
Deferred income taxes	(8,756)		(1,125)
Changes in reserves and allowances	12,005		194
Changes in operating assets and liabilities:
Accounts receivable	63,059		8,586
Inventories	(140,213)		(134,210)
Prepaid expenses and other assets	(7,206)		(8,113)
Other non-current assets	30,155		19,796
Accounts payable	46,854		96,319
Accrued expenses and other liabilities	(47,939)		43,524
Customer refund liability	(24,472)		(2,528)
Income taxes payable and receivable	11,866		2,949
Net cash provided by (used in) operating activities	1,031		87,496
Cash flows from investing activities
Purchases of property and equipment	(39,591)		(35,747)
Earn-out from the sale of MyFitnessPal platform	45,000		35,000
Net cash provided by (used in) investing activities	5,409		(747)
Cash flows from financing activities
Common shares repurchased	—		(25,000)
Employee taxes paid for shares withheld for income taxes	(2,104)		(352)
Proceeds from exercise of stock options and other stock issuances	870		993
Net cash provided by (used in) financing activities	(1,234)		(24,359)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(12,087)		(21,454)
Net increase (decrease) in cash, cash equivalents and restricted cash	(6,881)		40,936
Cash, cash equivalents and restricted cash
Beginning of period	727,726		1,022,126
End of period	$	720,845	$	1,063,062

Non-cash investing and financing activities
Change in accrual for property and equipment	$	(11,547)	$	4,677


Reconciliation of cash, cash equivalents and restricted cash	June 30, 2023		June 30, 2022
Cash and cash equivalents	$	703,591	$	1,049,413
Restricted cash	17,254		13,649
Total cash, cash equivalents and restricted cash	$	720,845	$	1,063,062

See accompanying notes.

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Under Armour, Inc. and Subsidiaries

Notes to the Condensed Consolidated Financial Statements

(Unaudited; Tabular amounts in thousands, except share and per share data)

NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Business

Under Armour, Inc. (together with its wholly owned subsidiaries, the "Company") is a developer, marketer and distributor of branded athletic performance apparel, footwear and accessories. The Company creates products engineered to make athletes better with a vision to inspire performance solutions you never knew you needed and can't imagine living without. The Company's products are made, sold and worn worldwide.

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements are presented in U.S. Dollars and include the accounts of Under Armour, Inc. and its wholly owned subsidiaries. Certain information in footnote disclosures normally included in annual financial statements were condensed or omitted for the interim periods presented in accordance with the rules and regulations of the Securities and Exchange Commission (the "SEC") and accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim consolidated financial statements. In the opinion of management, all adjustments consisting of normal, recurring adjustments considered necessary for a fair statement of the financial position and results of operations were included. Intercompany balances and transactions were eliminated upon consolidation. Additionally, certain prior period comparative amounts in the condensed consolidated statement of shareholders' equity have been reclassified to conform to the current period presentation. Such reclassifications were not material and did not affect the condensed consolidated financial statements.

The unaudited Condensed Consolidated Balance Sheet as of June 30, 2023 is derived from the audited financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2023 ("Fiscal 2023"), filed with the SEC on May 24, 2023 ("Annual Report on Form 10-K for Fiscal 2023"), which should be read in conjunction with these unaudited Condensed Consolidated Financial Statements. The unaudited results for the three months ended June 30, 2023, are not necessarily indicative of the results to be expected for the fiscal year ending March 31, 2024 ("Fiscal 2024"), or any other portions thereof.

Management Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. These estimates, judgments and assumptions are evaluated on an on-going basis. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable at that time; however, actual results could differ from these estimates.

As the impacts of major global events continue to evolve, estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require increased judgment. The extent to which the evolving events impact the Company's financial statements will depend on a number of factors including, but not limited to, any new information that may emerge concerning the severity of these major events and the actions that governments around the world may take in response. While the Company believes it has made appropriate accounting estimates and assumptions based on the facts and circumstances available as of this reporting date, the Company may experience further impacts based on long-term effects on the Company's customers and the countries in which the Company operates. Please see the risk factors discussed in Part I, Item 1A "Risk Factors" of the Company's Annual Report on Form 10-K for Fiscal 2023.

NOTE 2. RECENT ACCOUNTING PRONOUNCEMENTS

Recently Adopted Account Pronouncements

The Company assesses the applicability and impact of all Accounting Standard Updates ("ASUs") issued by the Financial Accounting Standards Board ("FASB"). The following ASU was adopted during the first quarter of Fiscal 2024.

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Supplier Finance Programs

In September 2022, the FASB issued ASU 2022-04 "Liabilities - Supplier Finance Programs (Subtopic 405-50)" ("ASU 2022-04") which requires entities to disclose the key terms of supplier finance programs used in connection with the purchase of goods and services along with information about their obligations under these programs, including a rollforward of those obligations. The Company adopted ASU 2022-04 on April 1, 2023 on a retrospective basis, except for the amendments relating to the rollforward requirement, which are required to be adopted on April 1, 2024 on a prospective basis. The adoption did not have a material impact on the Company's Condensed Consolidated Financial Statements. Refer to Note 8 for a discussion of the Company's supply chain finance program.

Recently Issued Accounting Pronouncements

The Company assessed all recently issued ASUs and determined them to be either not applicable or expected to have no material impact on its consolidated financial position and results of operations.

NOTE 3. ALLOWANCE FOR DOUBTFUL ACCOUNTS

The Company's allowance for doubtful accounts was established with information available as of June 30, 2023, including reasonable and supportable estimates of future risk. The following table illustrates the activity in the Company's allowance for doubtful accounts:


	Allowance for doubtful accounts - within accounts receivable, net		Allowance for doubtful accounts - within prepaid expenses and other current assets (1)
Balance as of March 31, 2023	$	10,813	$	227
Increases (decreases) to costs and expenses	1,496		—
Write-offs, net of recoveries	79		—
Balance as of June 30, 2023	$	12,388	$	227

(1) Includes an allowance pertaining to a royalty receivable.

NOTE 4. PROPERTY AND EQUIPMENT, NET

Property and equipment consisted of the following:


	As of June 30, 2023		As of March 31, 2023
Leasehold and tenant improvements	$	476,002	$	462,721
Furniture, fixtures and displays	287,804		289,539
Buildings	69,256		48,632
Software	389,444		380,586
Office equipment	131,414		132,301
Plant equipment	178,197		178,194
Land	83,626		83,626
Construction in progress (1)	117,913		143,243
Other	16,656		17,837
Subtotal property and equipment	1,750,312		1,736,679
Accumulated depreciation	(1,071,198)		(1,063,943)
Property and equipment, net	$	679,114	$	672,736

(1) Construction in progress primarily includes costs incurred for construction of corporate offices, software systems, leasehold improvements and in-store fixtures and displays not yet placed in use.

Depreciation expense related to property and equipment was $35.8 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $33.9 million).

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NOTE 5. LEASES

The Company enters into operating leases domestically and internationally to lease certain warehouse space, office facilities, space for its Brand and Factory House stores, and certain equipment under non-cancelable operating leases. The leases expire at various dates through 2038, excluding extensions at the Company's option, and include provisions for rental adjustments. Short-term lease payments were not material for the three months ended June 30, 2023 and 2022.

Lease Costs and Other Information

The Company recognizes lease expense on a straight-line basis over the lease term. The following table illustrates operating and variable lease costs, included in selling, general and administrative expenses within the Company's Condensed Consolidated Statement of Operations, for the periods indicated:


	Three months ended June 30,
	2023		2022
Operating lease costs	$	41,091	$	35,555
Variable lease costs	$	2,756	$	3,623

There are no residual value guarantees that exist, and there are no restrictions or covenants imposed by leases. The Company rents or subleases certain excess office facilities and warehouse space to third parties. Sublease income is not material.

The weighted average remaining lease term and discount rate for the periods indicated below were as follows:


	As of June 30, 2023		As of March 31, 2023
Weighted average remaining lease term (in years)	7.99		8.03
Weighted average discount rate	4.86	%	4.69	%

Supplemental Cash Flow Information

The following table presents supplemental information relating to cash flow arising from lease transactions:


	Three months ended June 30,
	2023		2022
Operating cash outflows from operating leases	$	43,614	$	41,865
Leased assets obtained in exchange for new operating lease liabilities	$	5,380	$	19,589

Maturity of Lease Liabilities

The following table presents the future minimum lease payments under the Company's operating lease liabilities as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	129,494
2025	161,177
2026	128,644
2027	108,006
2028	91,134
2029 and thereafter	363,107
Total lease payments	$	981,562
Less: Interest	164,563
Total present value of lease liabilities	$	816,999

As of June 30, 2023, the Company has additional operating lease obligations that have not yet commenced of approximately $6.4 million, which are not reflected in the table above.

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NOTE 6. GOODWILL

The following table summarizes changes in the carrying amount of the Company's goodwill by reportable segment as of the periods indicated:


	North America		EMEA		Asia-Pacific		Latin America		Total
Balance as of March 31, 2023	$	301,371	$	101,096	$	79,525	$	—	$	481,992
Effect of currency translation adjustment	—		1,561		(3,985)		—		(2,424)
Balance as of June 30, 2023	$	301,371	$	102,657	$	75,540	$	—	$	479,568

NOTE 7. INTANGIBLE ASSETS, NET

The following tables summarize the Company's intangible assets as of the periods indicated:


	Useful Lives from Date of Acquisitions (in years)	As of June 30, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Customer relationships	2-6	8,559		(4,643)		3,916
Lease-related intangible assets	1-15	1,729		(1,623)		106
Total		$	10,288	$	(6,266)	$	4,022
Indefinite-lived intangible assets						4,594
Intangible assets, net						$	8,616


	Useful Lives from Date of Acquisitions (in years)	As of March 31, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Technology	5-7	$	2,536	$	(2,503)	$	33
Customer relationships	2-6	8,711		(4,377)		4,334
Lease-related intangible assets	1-15	1,664		(1,542)		122
Total		$	12,911	$	(8,422)	$	4,489
Indefinite-lived intangible assets						4,451
Intangible assets, net						$	8,940

Amortization expense, which is included in selling, general and administrative expenses, was $0.4 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $0.5 million).

During the three months ended June 30, 2023, the Company reduced the gross carrying amount and related accumulated amortization of technology assets by $2.5 million as a result of such assets being fully amortized.

The following is the estimated future amortization expense for the Company's intangible assets as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	1,128
2025	1,504
2026	1,381
2027	9
2028	—
2029 and thereafter	—
Total amortization expense of intangible assets	$	4,022

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NOTE 8. SUPPLY CHAIN FINANCE PROGRAM

The Company facilitates a supply chain finance program, administered through third party platforms, which provides participating suppliers with the opportunity to finance payments due from the Company with certain third-party financial institutions. Participating suppliers may, at their sole discretion, elect to finance one or more invoices of the Company prior to their scheduled due dates at a discounted price with the participating financial institution.

The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not impacted by the supplier’s decision to finance amounts under these arrangements. As such, the outstanding payment obligations under the Company’s supply chain financing program are included within Accounts Payable in the Condensed Consolidated Balance Sheets and within operating activities in the Condensed Consolidated Statement of Cash Flows.

The Company’s outstanding payment obligations under this program were $276.8 million as of June 30, 2023 (March 31, 2023: $250.8 million).

NOTE 9. CREDIT FACILITY AND OTHER LONG-TERM DEBT

The Company's outstanding debt consisted of the following:


	As of June 30, 2023		As of March 31, 2023
1.50% Convertible Senior Notes due 2024	$	80,919	$	80,919
3.25% Senior Notes due 2026	600,000		600,000
Total principal payments due	680,919		680,919

Unamortized debt discount on Senior Notes	(750)		(814)
Unamortized debt issuance costs - Convertible Senior Notes	(165)		(267)
Unamortized debt issuance costs - Senior Notes	(1,593)		(1,728)
Unamortized debt issuance costs - Credit facility	(3,385)		(3,632)
Total amount outstanding	675,026		674,478
Less:
Current portion of long-term debt:
1.50% Convertible Senior Notes due 2024	80,919		—

Non-current portion of long-term debt	$	594,107	$	674,478

Credit Facility

On March 8, 2019, the Company entered into an amended and restated credit agreement by and among the Company, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders and arrangers party thereto (the "credit agreement"). In May 2020, May 2021 and December 2021, the Company entered into the first, second and third amendments to the credit agreement, respectively (the credit agreement as amended, the "amended credit agreement" or the "revolving credit facility"). The amended credit agreement provides for revolving credit commitments of $1.1 billion and has a term that ends on December 3, 2026, with permitted extensions under certain circumstances. As of June 30, 2023 and March 31, 2023, there were no amounts outstanding under the revolving credit facility.

At the Company's request and a lender's consent, commitments under the amended credit agreement may be increased by up to $300.0 million in aggregate, subject to certain conditions as set forth in the amended credit agreement. Incremental borrowings are uncommitted and the availability thereof will depend on market conditions at the time the Company seeks to incur such borrowings.

Borrowings, if any, under the revolving credit facility have maturities of less than one year. Up to $50.0 million of the facility may be used for the issuance of letters of credit. As of June 30, 2023, there were $4.3 million of letters of credit outstanding (March 31, 2023: $4.4 million).

The obligations of the Company under the amended credit agreement are guaranteed by certain domestic significant subsidiaries of Under Armour, Inc., subject to customary exceptions (the "subsidiary guarantors") and primarily secured by a first-priority security interest in substantially all of the assets of Under Armour, Inc. and the

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subsidiary guarantors, excluding real property, capital stock in and debt of subsidiaries of Under Armour, Inc. holding certain real property and other customary exceptions. The amended credit agreement provides for the permanent fall away of guarantees and collateral upon the Company's achievement of investment grade rating from two rating agencies.

The amended credit agreement contains negative covenants that, subject to significant exceptions, limit the Company's ability to, among other things: incur additional secured and unsecured indebtedness; pledge the assets as security; make investments, loans, advances, guarantees and acquisitions (including investments in and loans to non-guarantor subsidiaries); undergo fundamental changes; sell assets outside the ordinary course of business; enter into transactions with affiliates; and make restricted payments.

The Company is also required to maintain a ratio of consolidated EBITDA, to consolidated interest expense of not less than 3.50 to 1.0 (the "interest coverage covenant") and the Company is not permitted to allow the ratio of consolidated total indebtedness to consolidated EBITDA to be greater than 3.25 to 1.0 (the "leverage covenant"), as described in more detail in the amended credit agreement. As of June 30, 2023, the Company was in compliance with the applicable covenants.

In addition, the amended credit agreement contains events of default that are customary for a facility of this nature, and includes a cross default provision whereby an event of default under other material indebtedness, as defined in the amended credit agreement, will be considered an event of default under the amended credit agreement.

The amended credit agreement implements SOFR as the replacement of LIBOR as a benchmark interest rate for U.S. dollar borrowings (and analogous benchmark rate replacements for borrowings in Yen, Canadian dollars, Pound Sterling and Euro). Borrowings under the amended credit agreement bear interest at a rate per annum equal to, at the Company's option, either (a) an alternate base rate (for borrowings in U.S. dollars), (b) a term rate (for borrowings in U.S. dollars, Euro, Japanese Yen or Canadian dollars) or (c) a "risk free" rate (for borrowings in U.S. dollars or Pounds Sterling), plus in each case an applicable margin. The applicable margin for loans will be adjusted by reference to a grid (the "pricing grid") based on the leverage ratio of consolidated total indebtedness to consolidated EBITDA and ranges between 1.00% to 1.75% (or, in the case of alternate base loans, 0.00% to 0.75%). The Company will also pay a commitment fee determined in accordance with the pricing grid on the average daily unused amount of the revolving credit facility and certain fees with respect to letters of credit. As of June 30, 2023, the commitment fee was 17.5 basis points.

1.50% Convertible Senior Notes

The Company has approximately $80.9 million aggregate principal amount of 1.50% convertible senior notes due 2024 (the "Convertible Senior Notes") outstanding as of June 30, 2023, which were issued in May 2020. The Convertible Senior Notes bear interest at the fixed rate of 1.50% per annum, payable semiannually in arrears on June 1 and December 1 of each year, beginning December 1, 2020. The Convertible Senior Notes will mature on June 1, 2024, unless earlier converted in accordance with their terms, redeemed in accordance with their terms or repurchased.

The Convertible Senior Notes are not secured and are not guaranteed by any of the Company's subsidiaries. The indenture governing the Convertible Senior Notes does not contain any financial or operating covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by the Company or any of its subsidiaries.

The Convertible Senior Notes are convertible into cash, shares of the Company's Class C Common Stock or a combination of cash and shares of Class C Common Stock, at the Company's election, as described further below. The initial conversion rate is 101.8589 shares of the Company's Class C Common Stock per $1,000 principal amount of Convertible Senior Notes (equivalent to an initial conversion price of approximately $9.82 per share of Class C Common Stock), subject to adjustment if certain events occur. Prior to the close of business on the business day immediately preceding January 1, 2024, holders may (at their option) convert their Convertible Senior Notes only upon satisfaction of one or more of the following conditions:

•during any calendar quarter commencing after the calendar quarter ended on September 30, 2020 (and only during such calendar quarter), if the last reported sale price of the Company's Class C Common Stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

•during the five business day period after any five consecutive trading day period (the "measurement period") in which the trading price per $1,000 principal amount of Convertible Senior Notes for each trading

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day of the measurement period was less than 98% of the product of the last reported sale price of the Company's Class C Common Stock and the conversion rate on each such trading day;

•upon the occurrence of specified corporate events or distributions on the Company's Class C Common Stock; or

•if the Company calls any Convertible Senior Notes for redemption prior to the close of business on the business day immediately preceding January 1, 2024.

On or after January 1, 2024, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Convertible Senior Notes at the conversion rate at any time irrespective of the foregoing conditions.

Beginning on December 6, 2022, the Company may redeem for cash all or any part of the Convertible Senior Notes, at its option, if the last reported sale price of the Company's Class C Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the aggregate principal amount of the Convertible Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

If the Company undergoes a fundamental change (as defined in the indenture governing the Convertible Senior Notes) prior to the maturity date, subject to certain conditions, holders may require the Company to repurchase for cash all or any portion of their Convertible Senior Notes in principal amounts of $1,000 or an integral multiple thereof at a price which will be equal to 100% of the aggregate principal amount of the Convertible Senior Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.

Concurrently with the offering of the Convertible Senior Notes, the Company entered into privately negotiated capped call transactions with JPMorgan Chase Bank, National Association, HSBC Bank USA, National Association, and Citibank, N.A. (the "option counterparties"). The capped call transactions are expected generally to reduce potential dilution to the Company's Class C Common Stock upon any conversion of Convertible Senior Notes and/or offset any cash payments the Company is required to make in excess of the aggregate principal amount of converted Convertible Senior Notes upon any conversion thereof, as the case may be, with such reduction and/or offset subject to a cap based on the cap price. The cap price of the capped call transactions is initially $13.4750 per share of the Company's Class C Common Stock, representing a premium of 75% above the last reported sale price of the Company's Class C Common Stock on May 21, 2020, and is subject to certain adjustments under the terms of the capped call transactions.

3.250% Senior Notes

In June 2016, the Company issued $600.0 million aggregate principal amount of 3.250% senior unsecured notes due June 15, 2026 (the "Senior Notes"). The Senior Notes bear interest at the fixed rate of 3.250% per annum, payable semi-annually on June 15 and December 15 beginning December 15, 2016. The Company may redeem some or all of the Senior Notes at any time, or from time to time, at redemption prices described in the indenture governing the Senior Notes. The indenture governing the Senior Notes contains negative covenants that limit the Company's ability to engage in certain transactions and are subject to material exceptions described in the indenture. The Company incurred and deferred $5.4 million in financing costs in connection with the Senior Notes.

Interest Expense

Interest expense includes amortization of deferred financing costs, bank fees, capital and built-to-suit lease interest and interest expense under the credit and other long-term debt facilities. Interest expense, net was $1.6 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $6.0 million).

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The following are the scheduled maturities of long-term debt as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	—
2025	80,919
2026	—
2027	600,000
2028	—
2029 and thereafter	—
Total scheduled maturities of long-term debt	$	680,919

Current maturities of long-term debt	$	80,919

The Company monitors the financial health and stability of its lenders under the credit and other long-term debt facilities, however during any period of significant instability in the credit markets, lenders could be negatively impacted in their ability to perform under these facilities.

NOTE 10. COMMITMENTS AND CONTINGENCIES

From time to time, the Company is involved in litigation and other proceedings, including matters related to commercial and intellectual property disputes, as well as trade, regulatory and other claims related to its business. Other than as described below, the Company believes that all current proceedings are routine in nature and incidental to the conduct of its business. However, the matters described below, if decided adversely to or settled by the Company, could result, individually or in the aggregate, in a liability material to the Company's consolidated financial position, results of operations or cash flows.

In re Under Armour Securities Litigation

On March 23, 2017, three separate securities cases previously filed against the Company in the United States District Court for the District of Maryland (the "District Court") were consolidated under the caption In re Under Armour Securities Litigation, Case No. 17-cv-00388-RDB (the "Consolidated Securities Action"). On November 6 and December 17, 2019, two additional putative securities class actions were filed in the District Court against the Company and certain of its current and former executives (captioned Patel v. Under Armour, Inc., No. 1:19-cv-03209-RDB ("Patel"), and Waronker v. Under Armour, Inc., No. 1:19-cv-03581-RDB ("Waronker"), respectively). On September 14, 2020, the District Court issued an order that, among other things, consolidated the Patel and Waronker cases into the Consolidated Securities Action.

The operative complaint (the Third Amended Complaint or the "TAC") in the Consolidated Securities Action, was filed on October 14, 2020. The TAC asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), against the Company and Mr. Plank and under Section 20A of the Exchange Act against Mr. Plank. The TAC alleges that the defendants supposedly concealed purportedly declining consumer demand for certain of the Company's products between the third quarter of 2015 and the fourth quarter of 2016 by making allegedly false and misleading statements regarding the Company's performance and future prospects and by engaging in undisclosed and allegedly improper sales and accounting practices, including shifting sales between quarterly periods allegedly to appear healthier. The TAC also alleges that the defendants purportedly failed to disclose that the Company was under investigation by and cooperating with the U.S. Department of Justice ("DOJ") and the U.S. Securities and Exchange Commission (the "SEC") since July 2017. The class period identified in the TAC is September 16, 2015 through November 1, 2019.

Discovery in the Consolidated Securities Action commenced on June 4, 2021 and is currently ongoing. On July 23, 2021, the Company and Mr. Plank filed an answer to the TAC denying all allegations of wrongdoing and asserting affirmative defenses to the claims asserted in the TAC. On December 1, 2021, the plaintiffs filed a motion seeking, among other things, certification of the class they are seeking to represent in the Consolidated Securities Action. On September 29, 2022, the court granted the plaintiffs' class certification motion.

The Company continues to believe that the claims asserted in the Consolidated Securities Action are without merit and intends to defend the lawsuit vigorously.

State Court Derivative Complaints

In June and July 2018, two purported stockholder derivative complaints were filed in Maryland state court (in cases captioned Kenney v. Plank, et al. (filed June 29, 2018) and Luger v. Plank, et al. (filed July 26, 2018), respectively). The cases were consolidated on October 19, 2018 under the caption Kenney v. Plank, et. al. The

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consolidated complaint in the Kenney matter names Mr. Plank, certain other current and former members of the Company's Board of Directors, certain former Company executives, and Sagamore Development Company, LLC ("Sagamore") as defendants, and names the Company as a nominal defendant. The consolidated complaint asserts breach of fiduciary duty, unjust enrichment, and corporate waste claims against the individual defendants and asserts a claim against Sagamore for aiding and abetting certain of the alleged breaches of fiduciary duty. The consolidated complaint seeks damages on behalf of the Company and certain corporate governance related actions.

The consolidated complaint includes allegations challenging, among other things, the Company's disclosures related to growth and consumer demand for certain of the Company's products, as well as stock sales by certain individual defendants. The consolidated complaint also makes allegations related to the Company's 2016 purchase from entities controlled by Mr. Plank (through Sagamore) of certain parcels of land to accommodate the Company's growth needs, which was approved by the Audit Committee of the Company's Board of Directors in accordance with the Company's policy on transactions with related persons.

On March 29, 2019, the court in the consolidated Kenney action granted the Company's and the defendants' motion to stay that case pending the outcome of both the Consolidated Securities Action and an earlier-filed derivative action asserting similar claims to those asserted in the Kenney action relating to the Company's purchase of parcels in the Baltimore Peninsula, an area of Baltimore previously referred to as Port Covington (which derivative action has since been dismissed in its entirety).

Prior to the filing of the derivative complaints in Kenney v. Plank, et al. and Luger v. Plank, et al., both of the purported stockholders had sent the Company's Board of Directors a letter demanding that the Company pursue claims similar to the claims asserted in the derivative complaints. Following an investigation, a majority of disinterested and independent directors of the Company determined that the claims should not be pursued by the Company and both of these purported stockholders were informed of that determination.

In 2020, two additional purported shareholder derivative complaints were filed in Maryland state court, in cases captioned Cordell v. Plank, et al. (filed August 11, 2020) and Salo v. Plank, et al. (filed October 21, 2020), respectively.

Prior to the filing of the derivative complaints in these two actions, neither of the purported stockholders made a demand that the Company's Board of Directors pursue the claims asserted in the complaints. In October 2021, the court issued an order (i) consolidating the Cordell and Salo actions with the consolidated Kenney action into a single consolidated derivative action (the "Consolidated State Derivative Action"); (ii) designating the Kenney action as the lead case; and (iii) specifying that the scheduling order in the Kenney action shall control the Consolidated State Derivative Action.

The Company believes that the claims asserted in the Consolidated State Derivative Action are without merit and intends to defend this matter vigorously. However, because of the inherent uncertainty as to the outcome of this proceeding, the Company is unable at this time to estimate the possible impact of the outcome of this matter.

Federal Court Derivative Complaints

On January 27, 2021, the District Court entered an order consolidating for all purposes four separate stockholder derivative cases that previously had been filed in the court. On February 2, 2023, the District Court issued an order appointing Balraj Paul and Anthony Viskovich as lead plaintiffs (“Derivative Lead Plaintiffs”), appointing counsel for the Derivative Lead Plaintiffs as lead counsel, and recaptioning the consolidated case as Paul et al. v. Plank et al. (the “Federal Court Derivative Action”). Prior to their filing derivative complaints, both of the Derivative Lead Plaintiffs had sent the Company's Board of Directors a letter demanding that the Company pursue claims similar to the claims asserted in the derivative complaints. Following an investigation, a majority of disinterested and independent directors of the Company determined that the claims should not be pursued by the Company, and the Derivative Lead Plaintiffs were informed of that determination.

On March 16, 2023, the District Court issued an order granting a motion for voluntary dismissal without prejudice that had been filed by the plaintiff in one of the four derivative cases who had not been appointed as a lead plaintiff. The other three consolidated derivative cases remain pending as part of the Federal Court Derivative Action.

On April 24, 2023, the Derivative Lead Plaintiffs designated an operative complaint in the Federal Court Derivative Action. The operative complaint names Mr. Plank, certain other current and former members of the Company's Board of Directors, and certain other current and former Company executives as defendants, and names the Company as a nominal defendant. It asserts allegations similar to those in the TAC filed in the Consolidated Securities Action matter discussed above, including allegations challenging (i) the Company's

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disclosures related to growth and consumer demand for certain of the Company's products; (ii) the Company's practice of shifting sales between quarterly periods supposedly to appear healthier and its purported failure to disclose that practice; (iii) the Company's internal controls with respect to revenue recognition and inventory management; and (iv) the Company's supposed failure to timely disclose investigations by the SEC and DOJ. The operative complaint asserts breach of fiduciary duty and unjust enrichment claims against the defendants, and asserts a contribution claim under the federal securities laws against certain defendants. The operative complaint seeks damages on behalf of the Company, and also seeks certain corporate governance related actions. The Company and the defendants filed a motion to dismiss the operative complaint on June 23, 2023. Briefing in connection with that motion is not yet complete.

The Company believes that the claims asserted in the Federal Court Derivative Action are without merit and intends to defend this matter vigorously. However, because of the inherent uncertainty as to the outcome of this proceeding, the Company is unable at this time to estimate the possible impact of the outcome of this matter.

Contingencies

In accordance with Accounting Standards Codification (“ASC”) Topic 450 “Contingencies” (“Topic 450”), the Company establishes accruals for contingencies when (i) the Company believes it is probable that a loss will be incurred and (ii) the amount of the loss can be reasonably estimated. If the reasonable estimate is a range, the Company will accrue the best estimate in that range; where no best estimate can be determined, the Company will accrue the minimum. As of June 30, 2023, the Company has estimated its liability and recorded $20 million in respect of certain ongoing legal proceedings summarized above. The timing of the resolution is unknown and the amount of loss ultimately incurred in connection with these matters may be substantially higher than the amount accrued for these matters, and the Company expects a portion of the loss, if any is incurred, to be covered by the Company’s insurance. Legal proceedings for which no accrual has been established are disclosed to the extent required by ASC 450.

In addition, in connection with the matters described above and previously disclosed government investigations, the Company provided notice of claims under multiple director and officer liability insurance policy periods. With respect to one policy period, a lawsuit was filed against the Company by certain of its insurance carriers seeking a declaration that no further amounts will be payable with respect to that policy period and with respect to one carrier, reimbursement for $10 million in defense and investigation costs previously paid to the Company. On April 26, 2023, the Company and one of its insurance carriers resolved the dispute related to that carrier’s claims for a declaration that no further amounts would be payable and seeking reimbursement of previously paid amounts. The resolution resulted in no reimbursement payable by the Company. The other carriers remaining in the case continue to seek a declaration that no further amounts will be payable with respect to that policy period. The timing of the resolution is unknown for the remaining claims in this matter.

From time to time, the Company’s view regarding probability of loss with respect to outstanding legal proceedings will change, proceedings for which the Company is able to estimate a loss or range of loss will change, and the estimates themselves will change. In addition, while many matters presented in financial disclosures involve significant judgment and may be subject to significant uncertainties, estimates with respect to legal proceedings are subject to particular uncertainties. Other than as described above, the Company believes that all current proceedings are routine in nature and incidental to the conduct of its business. However, the matters described above, if decided adversely to or settled by the Company, could result, individually or in the aggregate, in a liability material to the Company's consolidated financial position, results of operations or cash flows.

NOTE 11. STOCKHOLDERS' EQUITY

The Company's Class A Common Stock and Class B Convertible Common Stock have an authorized number of 400.0 million shares and 34.45 million shares, respectively, and each have a par value of $0.0003 1/3 per share as of June 30, 2023. Holders of Class A Common Stock and Class B Convertible Common Stock have identical rights, including liquidation preferences, except that the holders of Class A Common Stock are entitled to one vote per share and holders of Class B Convertible Common Stock are entitled to 10 votes per share on all matters submitted to a stockholder vote. Class B Convertible Common Stock may only be held by Kevin Plank, the Company's founder, Executive Chair and Brand Chief, or a related party of Mr. Plank, as defined in the Company's charter. As a result, Mr. Plank has a majority voting control over the Company. Upon the transfer of shares of Class B Convertible Stock to a person other than Mr. Plank or a related party of Mr. Plank, the shares automatically convert into shares of Class A Common Stock on a one-for-one basis. In addition, all of the outstanding shares of Class B Convertible Common Stock will automatically convert into shares of Class A Common Stock on a one-for-one basis upon the death or disability of Mr. Plank or on the record date for any stockholders' meeting upon which

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the shares of Class A Common Stock and Class B Convertible Common Stock beneficially owned by Mr. Plank is less than 15% of the total shares of Class A Common Stock and Class B Convertible Common Stock outstanding or upon the other events specified in the Class C Articles Supplementary to the Company's charter as documented below. Holders of the Company's common stock are entitled to receive dividends when and if authorized and declared out of assets legally available for the payment of dividends.

The Company's Class C Common Stock has an authorized number of 400.0 million shares and has a par value of $0.0003 1/3 per share as of June 30, 2023. The terms of the Class C Common Stock are substantially identical to those of the Company's Class A Common Stock, except that the Class C Common Stock has no voting rights (except in limited circumstances), will automatically convert into Class A Common Stock under certain circumstances and includes provisions intended to ensure equal treatment of Class C Common Stock and Class B Common Stock in certain corporate transactions, such as mergers, consolidations, statutory share exchanges, conversions or negotiated tender offers, and including consideration incidental to these transactions.

Share Repurchase Program

On February 23, 2022, the Company's Board of Directors authorized the Company to repurchase up to $500 million (exclusive of fees and commissions) of outstanding shares of the Company's Class C Common Stock over the next two years. The Class C Common Stock may be repurchased from time to time at prevailing prices in the open market, through plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, via private purchases through forward, derivative, accelerated share repurchase transactions or otherwise, subject to applicable regulatory restrictions on volume, pricing and timing. The timing and amount of any repurchases will depend on market conditions, the Company's financial condition, results of operations, liquidity and other factors.

No shares were repurchased under the share repurchase program during the three months ended June 30, 2023 (three months ended June 30, 2022: 6.7 million shares of Class C Common Stock repurchased and immediately retired).

As of the date of this Quarterly Report on Form 10-Q, the Company has repurchased a total of $425 million or 34.9 million outstanding shares of its Class C Common Stock under its share repurchase program.

NOTE 12. REVENUES

The following tables summarize the Company's net revenues by product category and distribution channels:


	Three Months Ended June 30,
	2023		2022
Apparel	$	824,660	$	868,428
Footwear	363,670		347,251
Accessories	97,862		96,831
Net Sales	1,286,192		1,312,510
License revenues	25,072		28,135
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057


	Three Months Ended June 30,
	2023		2022
Wholesale	$	741,958	$	791,686
Direct-to-consumer	544,234		520,824
Net Sales	1,286,192		1,312,510
License revenues	25,072		28,135
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057

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The Company records reductions to revenue for estimated customer returns, allowances, markdowns and discounts. These reserves are included within customer refund liability and the value of the inventory associated with reserves for sales returns are included within prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets. The following table presents the customer refund liability, as well as the associated value of inventory for the periods indicated:


	As of June 30, 2023		As of March 31, 2023
Customer refund liability	$	136,017	$	160,533
Inventory associated with reserves for sales returns	$	32,925	$	40,661

Contract Liabilities

Contract liabilities are recorded when a customer pays consideration, or the Company has a right to an amount of consideration that is unconditional, before the transfer of a good or service to the customer, and thus represent the Company's obligation to transfer the good or service to the customer at a future date. The Company's contract liabilities primarily consist of payments received in advance of revenue recognition for subscriptions for the Company's digital fitness applications and royalty arrangements which are in in other current and other long-term liabilities, and gift cards, included in accrued expenses on the Company's Condensed Consolidated Balance Sheets. As of June 30, 2023, contract liabilities were $26.2 million (March 31, 2023: $25.9 million).

During the three months ended June 30, 2023, the Company recognized approximately $3.2 million of revenue that was previously included in contract liabilities as of March 31, 2023. During the three months ended June 30, 2022, the Company recognized approximately $4.8 million of revenue that was previously included in contract liabilities as of March 31, 2022. The change in the contract liabilities balance primarily results from the timing differences between the Company's satisfaction of performance obligations and the customer's payment.

NOTE 13. OTHER EMPLOYEE BENEFITS

The Company offers a 401(k) Deferred Compensation Plan for the benefit of eligible employees. Employee contributions are voluntary and subject to Internal Revenue Service limitations. The Company matches a portion of the participant's contribution and recorded expense of $3.4 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $1.6 million).

In addition, the Company offers the Under Armour, Inc. Deferred Compensation Plan (the "Deferred Compensation Plan") which allows a select group of management or highly compensated employees, as approved by the Human Capital and Compensation Committee of the Board of Directors, to make an annual base salary and/or bonus deferral for each year. As of June 30, 2023, the Deferred Compensation Plan obligations, which are included in other long-term liabilities on the Condensed Consolidated Balance Sheets were $14.6 million (March 31, 2023: $14.1 million).

The Company established a Rabbi Trust to fund obligations to participants in the Deferred Compensation Plan. As of June 30, 2023, the assets held in the Rabbi Trust were trust owned life insurance ("TOLI") policies with cash-surrender values of $8.0 million (March 31, 2023: $7.7 million). These assets are consolidated and are included in other long-term assets on the Condensed Consolidated Balance Sheets.

Refer to Note 15 for a discussion of the fair value measurements of the assets held in the Rabbi Trust and the Deferred Compensation Plan obligations.

NOTE 14. STOCK BASED COMPENSATION

The Under Armour, Inc. Third Amended and Restated 2005 Omnibus Long-Term Incentive Plan as amended (the "2005 Plan") provides for the issuance of stock options, restricted stock, restricted stock units and other equity awards to officers, directors, key employees and other persons. The 2005 Plan terminates in 2029. As of June 30, 2023, 8.3 million Class A shares and 17.4 million Class C shares are available for future grants of awards under the 2005 Plan.

Awards Granted to Employees and Non-Employee Directors

Total stock-based compensation expense associated with awards granted to employees and non-employee directors for the three months ended June 30, 2023 was $10.3 million (three months ended June 30, 2022: $11.4 million). As of June 30, 2023, the Company had $101.9 million of unrecognized compensation expense related to

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these awards expected to be recognized over a weighted average period of 2.29 years. Refer to "Stock Options" and "Restricted Stock and Restricted Stock Unit Awards" below for further information on these awards.

A summary of each of these plans is as follows:

Employee Stock Compensation Plan

Stock options, restricted stock and restricted stock unit awards under the 2005 Plan generally vest ratably over a period of two to five years. The contractual term for stock options is generally 10 years from the date of grant. The Company generally receives a tax deduction for any ordinary income recognized by a participant in respect to an award under the 2005 Plan.

Non-Employee Director Compensation Plan

The Company's Non-Employee Director Compensation Plan (the "Director Compensation Plan") provides for cash compensation and equity awards to non-employee directors of the Company under the 2005 Plan. Non-employee directors have the option to defer the value of their annual cash retainers as deferred stock units in accordance with the Under Armour, Inc. Non-Employee Deferred Stock Unit Plan (the "DSU Plan"). Each new non-employee director receives an award of restricted stock units upon the initial election to the Board of Directors, with the units covering stock valued at $100 thousand on the grant date and vesting in three equal annual installments. In addition, each non-employee director receives, following each annual stockholders' meeting, a grant under the 2005 Plan of restricted stock units covering stock valued at $150 thousand on the grant date. Each award vests 100% on the date of the next annual stockholders' meeting following the grant date.

The receipt of the shares otherwise deliverable upon vesting of the restricted stock units automatically defers into deferred stock units under the DSU Plan. Under the DSU Plan each deferred stock unit represents the Company’s obligation to issue one share of the Company's Class A or Class C Common Stock with the shares delivered six months following the termination of the director's service. The Company had 0.8 million deferred stock units outstanding as of June 30, 2023.

Employee Stock Purchase Plan

The Company's Employee Stock Purchase Plan (the "ESPP") allows for the purchase of Class A Common Stock and Class C Common Stock by all eligible employees at a 15% discount from fair market value subject to certain limits as defined in the ESPP. As of June 30, 2023, 2.7 million Class A shares and 1.0 million Class C shares are available for future purchases under the ESPP. During the three months ended June 30, 2023, 145.2 thousand Class C shares were purchased under the ESPP (three months ended June 30, 2022: 121.4 thousand).

Awards granted to Certain Marketing and Other Partners

In addition to the plans discussed above, the Company may also, from time to time, issue deferred stock units or restricted stock units to certain of our marketing and other partners in connection with their entering into endorsement or other service agreements with the Company. The terms of each agreement set forth the number of units to be granted and the delivery dates for the shares, which range over a multi-year period, depending on the contract.

Total stock-based compensation expense related to these awards for the three months ended June 30, 2023 was $2.3 million (three months ended June 30, 2022: $0.8 million). As of June 30, 2023, the Company had $77.7 million of unrecognized compensation expense associated with these awards expected to be recognized over a weighted average period of 10.73 years.

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Summary by Award Classification:

Stock Options

A summary of the Company's stock options activity for the three months ended June 30, 2023 is presented below:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Total Intrinsic Value
Outstanding at March 31, 2023	1,578	$	19.44	4.82	$	—
Granted, at fair market value	—	—		—	—
Exercised	—	—		—	—
Forfeited	—	—		—	—
Outstanding at June 30, 2023	1,578	$	19.44	4.57	$	—
Options exercisable at June 30, 2023	1,503	$	19.66	4.47	$	—

Restricted Stock and Restricted Stock Unit Awards

A summary of the Company's restricted stock and restricted stock unit awards activity for the three months ended June 30, 2023 is presented below:


	Number of Restricted Shares	Weighted Average Grant Date Fair Value
Outstanding at March 31, 2023	7,658	$	13.01
Granted	15,863	7.84
Forfeited	(488)	12.12
Vested	(873)	14.21
Outstanding at June 30, 2023	22,160	$	9.28

The awards outstanding at June 30, 2023 in the table above includes 1.0 million performance-based restricted stock units that were awarded to certain executives and key employees during Fiscal 2023 under the 2005 Plan. The performance-based restricted stock units awarded have a weighted average fair value of $9.13 and have vesting that is tied to the achievement of certain combined annual revenue and operating income targets. The Company deemed the achievement of certain of these targets probable and recorded $0.3 million of stock-based compensation expense related to these awards during the three months ended June 30, 2023 (three months ended June 30, 2022: $0.4 million). The Company assesses the probability of the achievement of the remaining revenue and operating income targets at the end of each reporting period and based on that assessment cumulative adjustments may be recorded in future periods.

NOTE 15. FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value accounting guidance outlines a valuation framework, creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures, and prioritizes the inputs used in measuring fair value as follows:


Level 1:			Observable inputs such as quoted prices in active markets;

Level 2:			Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

Level 3:			Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

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Financial assets and liabilities measured at fair value on a recurring basis

The Company's financial assets (liabilities) measured at fair value on a recurring basis consisted of the following types of instruments as of the following periods:


	June 30, 2023						March 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative foreign currency contracts (see Note 16)	$	—	$	(18,403)	$	—	$	—	$	(3,127)	$	—
TOLI policies held by the Rabbi Trust (see Note 13)	$	—	$	8,042	$	—	$	—	$	7,691	$	—
Deferred Compensation Plan obligations (see Note 13)	$	—	$	(14,641)	$	—	$	—	$	(14,082)	$	—

Fair values of the financial assets and liabilities listed above are determined using inputs that use as their basis readily observable market data that are actively quoted and are validated through external sources, including third-party pricing services and brokers. The foreign currency contracts represent unrealized gains and losses on derivative contracts, which is the net difference between the U.S. dollar value to be received or paid at the contracts' settlement date and the U.S. dollar value of the foreign currency to be sold or purchased at the current market exchange rate. The fair value of the TOLI policies held by the Rabbi Trust are based on the cash-surrender value of the life insurance policies, which are invested primarily in mutual funds and a separately managed fixed income fund. These investments are initially made in the same funds and purchased in substantially the same amounts as the selected investments of participants in the Deferred Compensation Plan, which represent the underlying liabilities to participants. Liabilities under the Deferred Compensation Plan are recorded at amounts due to participants, based on the fair value of participants' selected investments.

The fair value of long-term debt is estimated based upon quoted prices for similar instruments or quoted prices for identical instruments in inactive markets (Level 2).

As of June 30, 2023, the fair value of the Convertible Senior Notes was $78.2 million (March 31, 2023: $85.8 million).

As of June 30, 2023, the fair value of the Senior Notes was $551.6 million (March 31, 2023: $553.9 million).

Assets and liabilities measured at fair value on a non-recurring basis

Certain assets are not remeasured to fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. These assets can include long-lived assets and goodwill that have been reduced to fair value when impaired. Assets that are written down to fair value when impaired are not subsequently adjusted to fair value unless further impairment occurs.

NOTE 16. RISK MANAGEMENT AND DERIVATIVES

The Company is exposed to global market risks, including the effects of changes in foreign currency and interest rates. The Company uses derivative instruments to manage financial exposures that occur in the normal course of business and does not hold or issue derivatives for trading or speculative purposes.

The Company may elect to designate certain derivatives as hedging instruments under U.S. GAAP. The Company formally documents all relationships between designated hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking hedge transactions. This process includes linking all derivatives designated as hedges to forecasted cash flows and assessing, both at inception and on an ongoing basis, the effectiveness of the hedging relationships.

The Company's foreign exchange risk management program consists of designated cash flow hedges and undesignated hedges. As of June 30, 2023, the Company has hedge instruments primarily for:

•British Pound/U.S. Dollar;

•U.S. Dollar/Chinese Renminbi;

•Euro/U.S. Dollar;

•U.S. Dollar/Canadian Dollar;

•U.S. Dollar/Mexican Peso; and

•U.S. Dollar/Korean Won.

All derivatives are recognized on the Condensed Consolidated Balance Sheets at fair value and classified based on the instrument's maturity date.

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The following table presents the fair values of derivative instruments within the Condensed Consolidated Balance Sheets. Refer to Note 15 of the Condensed Consolidated Financial Statements for a discussion of the fair value measurements.


	Balance Sheet Classification	June 30, 2023		March 31, 2023
Derivatives designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	19,845	$	22,473
Foreign currency contracts	Other long-term assets	2,239		619
Total derivative assets designated as hedging instruments		$	22,084	$	23,092

Foreign currency contracts	Other current liabilities	$	30,863	$	21,622
Foreign currency contracts	Other long-term liabilities	9,362		5,769
Total derivative liabilities designated as hedging instruments		$	40,225	$	27,391

Derivatives not designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	5,818	$	3,408
Total derivative assets not designated as hedging instruments		$	5,818	$	3,408

Foreign currency contracts	Other current liabilities	$	8,988	$	6,563
Foreign currency contracts	Other long-term liabilities	—		4
Total derivative liabilities not designated as hedging instruments		$	8,988	$	6,567

The following table presents the amounts in the Condensed Consolidated Statement of Operations in which the effects of cash flow hedges are recorded and the effects of cash flow hedge activity on these line items:


	Three Months Ended June 30,
	2023				2022
	Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues	$	1,317,012	$	4,475	$	1,349,057	$	6,554
Cost of goods sold	$	709,276	$	294	$	718,860	$	(1,948)
Interest income (expense), net	$	(1,626)	$	(9)	$	(6,005)	$	(9)
Other income (expense), net	$	(6,385)	$	—	$	(14,241)	$	—

The following tables present the amounts affecting the Condensed Consolidated Statements of Comprehensive Income (Loss):


	Balance as of March 31, 2023		Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives		Amount of gain (loss) reclassified from other comprehensive income (loss) into income		Balance as of June 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(4,764)	$	(10,681)	$	4,769	$	(20,214)
Interest rate swaps	(458)		—		(9)		(449)
Total designated as cash flow hedges	$	(5,222)	$	(10,681)	$	4,760	$	(20,663)

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	Balance as of March 31, 2022		Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives		Amount of gain (loss) reclassified from other comprehensive income (loss) into income		Balance as of June 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	41	$	56,258	$	4,606	$	51,693
Interest rate swaps	(495)		—		(9)		(486)
Total designated as cash flow hedges	$	(454)	$	56,258	$	4,597	$	51,207

The following table presents the amounts in the Condensed Consolidated Statement of Operations in which the effects of undesignated derivative instruments are recorded and the effects of fair value hedge activity on these line items:


	Three months ended June 30,
	2023				2022
	Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net	$	(6,385)	$	(2,312)	$	(14,241)	$	(4,002)

Cash Flow Hedges

The Company is exposed to gains and losses resulting from fluctuations in foreign currency exchange rates relating to transactions generated by its international subsidiaries in currencies other than their local currencies. These gains and losses are driven by non-functional currency generated revenue, non-functional currency inventory purchases, investments in U.S. Dollar denominated available-for-sale debt securities, and certain other intercompany transactions. The Company enters into foreign currency contracts to reduce the risk associated with the foreign currency exchange rate fluctuations on these transactions. Certain contracts are designated as cash flow hedges. As of June 30, 2023, the aggregate notional value of the Company's outstanding cash flow hedges was $1,071.8 million (March 31, 2023: $799.7 million), with contract maturities ranging from one to twenty-four months.

The Company may enter into long-term debt arrangements with various lenders which bear a range of fixed and variable rates of interest. The nature and amount of the Company's long-term debt can be expected to vary as a result of future business requirements, market conditions and other factors. The Company may elect to enter into interest rate swap contracts to reduce the impact associated with interest rate fluctuations. The interest rate swap contracts are accounted for as cash flow hedges. Refer to Note 9 of the Condensed Consolidated Financial Statements for a discussion of long-term debt.

For contracts designated as cash flow hedges, the changes in fair value are reported as other comprehensive income (loss) and are recognized in current earnings in the period or periods during which the hedged transaction affects current earnings. Effective hedge results are classified in the Condensed Consolidated Statement of Operations in the same manner as the underlying exposure.

Undesignated Derivative Instruments

The Company has entered into foreign exchange forward contracts to mitigate the change in fair value of specific assets and liabilities on the Condensed Consolidated Balance Sheets. Undesignated instruments are recorded at fair value as a derivative asset or liability on the Condensed Consolidated Balance Sheets with their corresponding change in fair value recognized in other expense, net, together with the re-measurement gain or loss from the hedged balance sheet position. As of June 30, 2023, the total notional value of the Company's outstanding undesignated derivative instruments was $430.0 million (March 31, 2023: $396.7 million).

Credit Risk

The Company enters into derivative contracts with major financial institutions with investment grade credit ratings and is exposed to credit losses in the event of non-performance by these financial institutions. This credit risk is generally limited to the unrealized gains in the derivative contracts. However, the Company monitors the

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credit quality of these financial institutions and considers the risk of counterparty default to be minimal.

NOTE 17. PROVISION FOR INCOME TAXES

For the period ended June 30, 2023, the Company computes its quarterly income tax provision under the effective tax rate method by applying an estimated anticipated annual effective rate to the Company's year-to-date earnings, except for significant and unusual or extraordinary transactions. Losses from jurisdictions for which no benefit can be recognized are excluded from the overall computations of the estimated annual effective tax rate and a separate estimated annual effective tax rate is computed and applied to earnings in the loss jurisdiction. Income tax provision for any significant and unusual or extraordinary transactions are computed and recorded in the period in which the specific transaction occurs.

The effective rates for income taxes were 30.7% and 39.7% for the three months ended June 30, 2023 and 2022, respectively. The decrease in the Company’s effective tax rate was primarily driven by the lapping of discrete items in the period ended June 30, 2022, partially offset by a reduction in tax benefits attributable to valuation allowance releases in the period ended June 30, 2023 compared to the period ended June 30, 2022.

Valuation Allowance

The Company evaluates on a quarterly basis whether the deferred tax assets are realizable which requires significant judgment. The Company considers all available positive and negative evidence, including historical operating performance and expectations of future operating performance. To the extent the Company believes it is more likely than not that all or some portion of the asset will not be realized, valuation allowances are established against the Company's deferred tax assets, which increase income tax expense in the period when such a determination is made.

As noted in the Company's Annual Report on Form 10-K for Fiscal 2023, a significant portion of the Company’s deferred tax assets relate to United States state taxing jurisdictions. Realization of these deferred tax assets is dependent on future United States pre-tax earnings. As of June 30, 2023, the Company continues to believe that the weight of the negative evidence outweighs the positive evidence regarding the realization of the Company’s United States state deferred tax assets. Accordingly, the Company continues to maintain a valuation allowance on these deferred tax assets. Furthermore, valuation allowances have also been recorded against a portion of foreign deferred tax assets in jurisdictions where the weight of negative evidence outweighs the positive evidence regarding the realization of deferred tax assets.

As of each reporting date, management considers new evidence, both positive and negative, that could affect its view of the future realization of deferred tax assets. The Company's current forecast for the United States indicates that it is reasonably possible that a portion of the state deferred taxes could be realizable during the current fiscal year-end based on near term trend towards three-year cumulative taxable earnings. The actualization of these forecasted results may potentially outweigh the negative evidence, resulting in a reversal of a portion or all of previously recorded state valuation allowances in the United States. The release of valuation allowances would result in a benefit to income tax expense in the period the release is recorded, which could have a material impact on net income. The timing and amount of the potential valuation allowance release are subject to significant management judgment, as well as prospective pre-tax earnings in the United States. The Company will continue to evaluate its ability to realize its net deferred tax assets on a quarterly basis.

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NOTE 18. EARNINGS PER SHARE

The following represents a reconciliation from basic net income (loss) per share to diluted net income (loss) per share:


	Three Months Ended June 30,
	2023		2022
Numerator
Net income (loss) - Basic	$	8,549	$	7,682
Interest on Convertible Senior Notes due 2024, net of tax	225		225
Net income (loss) - Diluted	$	8,774	$	7,907
Denominator
Weighted average common shares outstanding Class A, B and C - Basic	444,872		458,415
Dilutive effect of Class A, B, and C securities	1,392		1,510
Dilutive effect of Convertible Senior Notes due 2024	8,242		8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C	454,506		468,167

Class A and Class C securities excluded as anti-dilutive (1)	22,592		8,458

Basic net income (loss) per share of Class A, B and C common stock	$	0.02	$	0.02
Diluted net income (loss) per share of Class A, B and C common stock	$	0.02	$	0.02

(1) Represents stock options and restricted stock units of Class A and Class C Common Stock outstanding that were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive.

NOTE 19. SEGMENT DATA

The Company's operating segments are based on how the Chief Operating Decision Maker ("CODM") makes decisions about allocating resources and assessing performance. As such, the CODM receives discrete financial information for the Company's principal business by geographic region based on the Company's strategy of being a global brand. These geographic regions include North America, Europe, the Middle East and Africa ("EMEA"), Asia-Pacific and Latin America. Each geographic segment operates exclusively in one industry: the development, marketing and distribution of branded performance apparel, footwear and accessories. Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the CODM.

The Company excludes certain corporate items from its segment profitability measures. The Company reports these items within Corporate Other, which is designed to provide increased transparency and comparability of the Company's operating segments' performance. Corporate Other consists primarily of (i) operating results related to MMR platforms and other digital business opportunities; (ii) general and administrative expenses not allocated to an operating segment, including expenses associated with centrally managed departments which include global marketing, global IT, global supply chain and innovation, and other corporate support functions; (iii) restructuring and restructuring related charges; and (iv) certain foreign currency hedge gains and losses.

The following tables summarize the Company's net revenues and operating income (loss) by its geographic segments. Intercompany balances were eliminated for separate disclosure:


	Three Months Ended June 30,
	2023		2022
Net revenues
North America	$	826,652	$	909,356
EMEA	226,641		205,181
Asia-Pacific	202,232		176,665
Latin America	55,739		49,443
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057

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	Three Months Ended June 30,
	2023		2022
Operating income (loss)
North America	$	158,051	$	189,924
EMEA	30,949		18,181
Asia-Pacific	15,398		19,945
Latin America	5,777		6,234
Corporate Other	(189,245)		(199,801)
Total operating income (loss)	20,930		34,483
Interest expense, net	(1,626)		(6,005)
Other income (expense), net	(6,385)		(14,241)
Income (loss) before income taxes	$	12,919	$	14,237

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to help readers understand our results of operations and financial condition, and is provided as a supplement to, and should be read in conjunction with, our Condensed Consolidated Financial Statements and the accompanying Notes to our Condensed Consolidated Financial Statements under Part I, Item 1 of this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for Fiscal 2023, filed with the Securities Exchange Commission ("SEC") on May 24, 2023, under the captions "Business" and "Risk Factors".

This Quarterly Report on Form 10-Q, including this MD&A, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act), and Section 27A of the U.S. Securities Act of 1933, as amended ("the Securities Act"), and is subject to the safe harbors created by those sections. All statements other than statements of historical facts are statements that could be deemed forward-looking statements. See "Forward Looking Statements."

All dollar and percentage comparisons made herein refer to the three months ended June 30, 2023 compared with the three months ended June 30, 2022, unless otherwise noted.

FORWARD-LOOKING STATEMENTS

Some of the statements contained in this Quarterly Report on Form 10-Q, including this MD&A, constitute forward-looking statements. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts, such as statements regarding our share repurchase program, our future financial condition or results of operations, our prospects and strategies for future growth, expectations regarding promotional activities, freight, product cost pressures and foreign currency impacts, the impact of global economic conditions and inflation on our results of operations, the development and introduction of new products, the implementation of our marketing and branding strategies, the future benefits and opportunities from significant investments and the impact of 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 contained in this Quarterly Report on Form 10-Q reflect our current views about future events and 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 that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future events, results, actions, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on these forward-looking statements. A number of important factors could cause actual results to differ materially from those indicated by these forward-looking statements, including, but not limited to, those factors described in "Risk Factors" and MD&A herein and in our Annual Report on Form 10-K for Fiscal 2023. These factors include without limitation:

•changes in general economic or market conditions, including increasing inflation, that could affect overall consumer spending or our industry;

•the impact of the COVID-19 pandemic on our industry and our business, financial condition and results of operations, including recent impacts on the global supply chain;

•failure of our suppliers, manufacturers or logistics providers to produce or deliver our products in a timely or cost-effective manner;

•labor or other disruptions at ports or our suppliers or manufacturers;

•increased competition causing us to lose market share or reduce the prices of our products or to increase our marketing efforts significantly;

•fluctuations in the costs of raw materials and commodities we use in our products and our supply chain (including labor);

•changes to the financial health of our customers;

•our ability to successfully execute our long-term strategies;

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•our ability to effectively drive operational efficiency in our business and realize expected benefits from restructuring plans;

•our ability to effectively develop and launch new, innovative and updated products;

•our ability to accurately forecast consumer shopping and engagement preferences and consumer demand for our products and manage our inventory in response to changing demands;

•loss of key customers, suppliers or manufacturers;

•our ability to further expand our business globally and to drive brand awareness and consumer acceptance of our products in other countries;

•our ability to manage the increasingly complex operations of our global business;

•the impact of global events beyond our control, including military conflict;

•our ability to successfully manage or realize expected results from significant transactions and investments;

•our ability to effectively market and maintain a positive brand image;

•our ability to effectively meet the expectations of our stakeholders with respect to environmental, social and governance practices;

•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 attract key talent and retain the services of our senior management and other key employees;

•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, and the potential impact of new trade, tariff and tax regulations on our profitability;

•risks related to data security or privacy breaches; and

•our potential exposure to litigation and other proceedings, including those discussed in this Quarterly Report on Form 10-Q.

The forward-looking statements contained in this Quarterly Report on Form 10-Q reflect our views and assumptions only as of the date of this Quarterly Report on Form 10-Q. 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 the occurrence of unanticipated events.

OVERVIEW

We are a leading developer, marketer, and distributor of branded performance apparel, footwear, and accessories. Our brand's moisture-wicking fabrications are engineered in various designs and styles for wear in nearly every climate to provide a performance alternative to traditional products. Our products are sold worldwide and worn by athletes at all levels, from youth to professional, on playing fields around the globe, and by consumers with active lifestyles.

Strategically and operationally, we remain focused on driving premium brand-right growth and improved profitability. We plan to continue to grow our business over the long-term through increased sales of our apparel, footwear and accessories; growth in our direct-to-consumer sales channel; and expansion of our wholesale distribution. We believe that achievement of our long-term growth objectives depends, in part, on our ability to execute strategic initiatives in key areas including our wholesale, footwear, women’s and direct-to-consumer businesses. Additionally, our digital strategy is focused on supporting these long-term objectives, emphasizing connection and engagement with our consumers through multiple digital touchpoints.

During the three months ended June 30, 2023, we faced a challenging retail environment, particularly in North America, that included higher promotions and discounting related to industry-wide elevated inventory balances.

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Quarterly Results

Financial highlights for the three months ended June 30, 2023 as compared to the three months ended June 30, 2022 include:

•Total net revenues decreased 2.4%.

•Within our channels, wholesale revenue decreased 6.3% and direct-to-consumer revenue increased 4.5%.

•Within our product categories, apparel revenue decreased 5.0%, footwear revenue increased 4.7%, and accessories revenue increased 1.1%.

•Net revenue decreased 9.1% in North America, increased 10.5% in the Europe, Middle East and Africa ("EMEA"), increased 14.5% in Asia-Pacific, and increased 12.7% in Latin America.

•Gross margin decreased 60 basis points to 46.1%.

•Selling, general and administrative expenses decreased 1.5%.

Effects of Inflation and Other Global Events

Macroeconomic factors, such as inflationary pressures and fluctuations in foreign currency exchange rates, have and may continue to impact our business. We continue to monitor these factors and the potential impacts they may have on our financial results, including product input costs, freight costs and consumer discretionary spending and therefore consumer demand for our products. We also continue to monitor the broader impacts of the Russia Ukraine conflict on the global economy, including its effect on inflationary pressures and the price of oil globally.

See "Risk Factors—Economic and Industry Risks—Our business depends on consumer purchases of discretionary items, which can be negatively impacted during an economic downturn or periods of inflation. This could materially impact our sales, profitability and financial condition"; "—Fluctuations in the cost of raw materials and commodities we use in our products and costs related to our supply chain could negatively affect our operating results"; "—Our financial results and ability to grow our business may be negatively impacted by global events beyond our control"; and "—Financial Risks—Our financial results could be adversely impacted by currency exchange rate fluctuations" included in Item 1A of our Annual Report on Form 10-K for Fiscal 2023.

Additionally, the COVID-19 pandemic has in prior periods caused, and a resurgence could cause, disruption and volatility in our business and in the businesses of our wholesale customers, licensing partners, suppliers, logistics providers and vendors. As of June 30, 2023, we continue to see improvements across our supply chain, including progress towards a return to pre-pandemic production efficiency and improving freight costs. For a more complete discussion of the COVID-19 related risks facing our business, refer to our "Risk Factors" section included in Item 1A of our Annual Report on Form 10-K for Fiscal 2023.

RESULTS OF OPERATIONS

The following tables set forth key components of our results of operations for the periods indicated, both in dollars and as a percentage of net revenues:


(In thousands)	Three months ended June 30,
	2023		2022
Net revenues	$	1,317,012	$	1,349,057
Cost of goods sold	709,276		718,860
Gross profit	607,736		630,197
Selling, general and administrative expenses	586,806		595,714
Income (loss) from operations	20,930		34,483
Interest income (expense), net	(1,626)		(6,005)
Other income (expense), net	(6,385)		(14,241)
Income (loss) before income taxes	12,919		14,237
Income tax expense (benefit)	3,971		5,657
Income (loss) from equity method investments	(399)		(898)
Net income (loss)	$	8,549	$	7,682

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	Three months ended June 30,
(As a percentage of net revenues)	2023		2022
Net revenues	100.0	%	100.0	%
Cost of goods sold	53.9	%	53.3	%
Gross profit	46.1	%	46.7	%
Selling, general and administrative expenses	44.6	%	44.2	%
Income (loss) from operations	1.6	%	2.6	%
Interest income (expense), net	(0.1)	%	(0.4)	%
Other income (expense), net	(0.5)	%	(1.1)	%
Income (loss) before income taxes	1.0	%	1.1	%
Income tax expense (benefit)	0.3	%	0.4	%
Loss from equity method investment	—	%	(0.1)	%
Net income (loss)	0.6	%	0.6	%

Revenues

Net revenues consist of net sales, license revenues, and revenues from digital subscriptions, other digital business opportunities and advertising. Net sales consist of sales from apparel, footwear and accessories products. Our license revenues primarily consist of fees paid to us by licensees in exchange for the use of our trademarks on their products. The following tables summarize net revenues by product category and distribution channel for the periods indicated:


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
Net Revenues by Product Category
Apparel	$	824,660	$	868,428	$	(43,768)	(5.0)	%
Footwear	363,670		347,251		16,419		4.7	%
Accessories	97,862		96,831		1,031		1.1	%
Net Sales	1,286,192		1,312,510		(26,318)		(2.0)	%
License revenues	25,072		28,135		(3,063)		(10.9)	%
Corporate Other (1)	5,748		8,412		(2,664)		(31.7)	%
Total net revenues	$	1,317,012	$	1,349,057	$	(32,045)	(2.4)	%

Net Revenues by Distribution Channel
Wholesale	$	741,958	$	791,686	$	(49,728)	(6.3)	%
Direct-to-consumer	544,234		520,824		23,410		4.5	%
Net Sales	1,286,192		1,312,510		(26,318)		(2.0)	%
License revenues	25,072		28,135		(3,063)		(10.9)	%
Corporate Other (1)	5,748		8,412		(2,664)		(31.7)	%
Total net revenues	$	1,317,012	$	1,349,057	$	(32,045)	(2.4)	%

(1) Corporate Other primarily includes foreign currency hedge gains and losses related to revenues generated by entities within our operating segments but managed through our central foreign exchange risk management program, as well as subscription revenues from MMR and revenue from other digital business opportunities.

Net Sales

Net sales decreased by $26.3 million, or 2.0%, to $1,286.2 million during the three months ended June 30, 2023 from $1,312.5 million during the three months ended June 30, 2022. Apparel decreased primarily due to lower unit sales and the impact of foreign exchange rates, partially offset by higher average selling prices and favorable channel mix. Footwear increased primarily due to higher unit sales. Accessories increased primarily due to favorable channel mix. From a channel perspective, the decrease in net sales was due to a decrease in wholesale, partially offset by an increase in direct-to-consumer.

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License Revenues

License revenues decreased by $3.1 million or 10.9%, to $25.1 million during the three months ended June 30, 2023, from $28.1 million during the three months ended June 30, 2022. This was primarily due to lower revenues from our Japanese licensee and from our licensing partners in the North America region.

Gross Profit

Cost of goods sold consists primarily of product costs, inbound freight and duty costs, outbound freight costs, handling costs to make products floor-ready to customer specifications, royalty payments to endorsers based on a predetermined percentage of sales of selected products, and write downs for inventory obsolescence. In general, as a percentage of net revenues, we expect cost of goods sold associated with our apparel and accessories to be lower than that of our footwear. A limited portion of cost of goods sold is associated with digital subscription and advertising revenues, primarily website hosting costs, and no cost of goods sold is associated with our license revenues.

We include outbound freight costs associated with shipping goods to customers as cost of goods sold; however, we include the majority of outbound handling costs as a component of selling, general and administrative expenses. As a result, our gross profit may not be comparable to that of other companies that include outbound handling costs in their cost of goods sold. Outbound handling costs include costs associated with preparing goods to ship to customers and certain costs to operate our distribution facilities. These costs were $18.4 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $17.9 million).

Gross profit decreased by $22.5 million to $607.7 million during the three months ended June 30, 2023, as compared to $630.2 million during the three months ended June 30, 2022. Gross profit as a percentage of net revenues, or gross margin, decreased to 46.1% from 46.7%. This decrease in gross margin of 60 basis points was primarily driven by negative impacts of approximately:

•300 basis points from higher promotional activity within our direct-to-consumer channel and unfavorable pricing of sales to the off-price channel;

•70 basis points from changes in foreign currency; and

•30 basis points from unfavorable product and regional mix.

These negative impacts were partially offset by positive impacts of approximately:

•320 basis points of supply chain impacts mainly due to lower freight costs; and

•20 basis points from favorable channel impacts.

We expect discounting and promotional activities to continue to negatively impact our gross margin in the near term.

Selling, General and Administrative Expenses

Our selling, general and administrative expenses consist of costs related to marketing, selling, product innovation and supply chain, and corporate services. We consolidate our selling, general and administrative expenses into two primary categories: marketing and other. The other category is the sum of our selling, product innovation and supply chain, and corporate services categories. The marketing category consists primarily of sports and brand marketing, media, and retail presentation. Sports and brand marketing includes professional, club and collegiate sponsorship agreements, individual athlete and influencer agreements, and providing and selling products directly to teams and individual athletes. Media includes digital, broadcast, and print media outlets, including social and mobile media. Retail presentation includes sales displays and concept shops and depreciation expense specific to our in-store fixture programs. Our marketing costs are an important driver of our growth.


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
Selling, General and Administrative Expenses	$	586,806	$	595,714	$	(8,908)	(1.5)	%

Selling, general and administrative expenses decreased by $8.9 million, or 1.5%, during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022. Within selling, general and administrative expense:

•Marketing costs decreased $13.9 million or 9.1%, due to a reduction in marketing activities during the period. As a percentage of net revenues, marketing costs decreased to 10.6% from 11.4%.

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•Other costs increased $5.0 million or 1.1%, primarily driven by higher salaries, incentive compensation expenses and distribution and selling expenses, partially offset by lower non-salaried wages, litigation accrual, and consulting expenses. As a percentage of net revenues, other costs increased to 34.0% from 32.8%.

As a percentage of net revenues, selling, general and administrative expenses increased to 44.6% during the three months ended June 30, 2023 as compared to 44.2% during the three months ended June 30, 2022.

Interest Expense, net

Interest expense, net is primarily comprised of interest incurred on our debt facilities, offset by interest income earned on our cash and cash equivalents.


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
Interest expense, net	$	1,626	$	6,005	$	(4,379)	(72.9)	%

Interest expense, net decreased by $4.4 million to $1.6 million during the three months ended June 30, 2023. This was primarily due to an increase in interest income as a result of higher interest rates. See Note 9 to our Condensed Consolidated Financial Statements.

Other Income (Expense), net

Other income (expense), net primarily consists of unrealized and realized gains and losses on our foreign currency derivative financial instruments, and unrealized and realized gains and losses on adjustments that arise from fluctuations in foreign currency exchange rates relating to transactions generated by our international subsidiaries. Other income (expense), net also includes rent expense relating to lease assets held solely for sublet purposes, primarily the lease related to our New York City, 5th Avenue location.


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
Other income (expense), net	$	(6,385)	$	(14,241)	$	7,856	55.2	%

Other expense, net decreased by $7.9 million to $6.4 million during the three months ended June 30, 2023. This was primarily due to a decrease in losses from changes in foreign currency exchange rates of $5.0 million and a decrease in losses on foreign currency hedges of $1.7 million.

Income Tax Expense (Benefit)


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
Income tax expense (benefit)	$	3,971	$	5,657	$	(1,686)	(29.8)	%

Income tax expense decreased $1.7 million to 4.0 million during the three months ended June 30, 2023 from income tax expense of 5.7 million during the same period in 2022. For the three months ended June 30, 2023, our effective tax rate was 30.7% compared to 39.7% for the same period in 2022. The decrease in the Company’s effective tax rate was primarily driven by the lapping of discrete items in the period ended June 30, 2022, partially offset by a reduction in tax benefits attributable to valuation allowance releases in the period ended June 30, 2023 compared to the period ended June 30, 2022.

SEGMENT RESULTS OF OPERATIONS

Our operating segments are based on how our Chief Operating Decision Maker ("CODM") makes decisions about allocating resources and assessing performance. Our segments are defined by geographic regions, including North America, EMEA, Asia-Pacific, and Latin America.

We exclude certain corporate items from our segment profitability measures. We report these items within Corporate Other, which is designed to provide increased transparency and comparability of our operating segments' performance. Corporate Other consists primarily of (i) operating results related to our MMR platforms and other digital business opportunities; (ii) general and administrative expenses not allocated to an operating segment, including expenses associated with centrally managed departments which include global marketing, global IT, global

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supply chain and innovation, and other corporate support functions; (iii) restructuring and restructuring related charges; and (iv) certain foreign currency hedge gains and losses.

The net revenues and operating income (loss) associated with our segments are summarized in the following tables.

Net Revenues


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
North America	$	826,652	$	909,356	$	(82,704)	(9.1)	%
EMEA	226,641		205,181		21,460		10.5	%
Asia-Pacific	202,232		176,665		25,567		14.5	%
Latin America	55,739		49,443		6,296		12.7	%
Corporate Other (1)	5,748		8,412		(2,664)		(31.7)	%
Total net revenues	$	1,317,012	$	1,349,057	$	(32,045)	(2.4)	%

The decrease in total net revenues for the three months ended June 30, 2023, compared to the three months ended June 30, 2022, was driven by the following:

•Net revenues in our North America region decreased by $82.7 million, or 9.1%, to $826.7 million from $909.4 million. This was driven by a decrease in both our wholesale channel and our direct-to-consumer channel. Within our direct-to-consumer channel, net revenues were lower due to a decrease in owned and operated retail store sales and e-commerce sales were flat.

•Net revenues in our EMEA region increased by $21.5 million, or 10.5%, to $226.6 million from $205.2 million. This was primarily driven by an increase in both our wholesale channel and our direct-to-consumer channel. Within our direct-to-consumer channel, net revenues increased in both owned and operated retail store sales and e-commerce sales.

•Net revenues in our Asia-Pacific region increased by $25.6 million, or 14.5%, to $202.2 million from $176.7 million. This was driven by an increase in both our direct-to-consumer channel and our wholesale channel. Within our direct-to-consumer channel, net revenues increased in both owned and operated retail store sales and e-commerce sales, partly due to the negative impacts of the COVID-19 related restrictions during the three months ended June 30, 2022, which included temporary closures of our owned and operated stores and distribution centers in China. Net revenues in our Asia-Pacific region were also negatively impacted by changes in foreign exchange rates.

•Net revenues in our Latin America region increased by $6.3 million, or 12.7%, to $55.7 million from $49.4 million. This was primarily driven by an increase in both our wholesale channel and our direct-to-consumer channel. Within our direct-to-consumer channel, net revenues increased both in owned and operated retail store sales and e-commerce sales. Net revenues in our Latin America region were also positively impacted by changes in foreign exchange rates.

•Net revenues in our Corporate Other non-operating segment decreased by $2.7 million to $5.7 million from $8.4 million. This was primarily driven by lower foreign currency hedge gains related to revenues generated by entities within our operating segments.

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Operating Income (loss)


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)		Change (%)
North America	$	158,051	$	189,924	$	(31,873)	(16.8)	%
EMEA	30,949		18,181		12,768		70.2	%
Asia-Pacific	15,398		19,945		(4,547)		(22.8)	%
Latin America	5,777		6,234		(457)		(7.3)	%
Corporate Other (1)	(189,245)		(199,801)		10,556		5.3	%
Total operating income (loss)	$	20,930	$	34,483	$	(13,553)	(39.3)	%

The decrease in total operating income for three months ended June 30, 2023, compared to the three months ended June 30, 2022, was primarily driven by the following:

•Operating income in our North America region decreased by $31.9 million to $158.1 million from $189.9 million. This was primarily due to a decline in gross profit, partially offset by lower marketing-related expenses. The decline in gross profit was driven by increased promotions and discounting and lower net revenues as discussed above, partially offset by lower product input and freight costs.

•Operating income in our EMEA region increased by $12.8 million to $30.9 million from $18.2 million. This was primarily due to an increase in gross profit and lower marketing related expenses, partially offset by higher distribution and selling expenses. The increase in gross profit was driven by higher net revenues as discussed above and lower freight costs.

•Operating income in our Asia-Pacific region decreased by $4.5 million to $15.4 million from $19.9 million. This was primarily due to higher marketing-related expenses and higher distribution and selling expenses, partially offset by an increase in gross profit. The increase in gross profit was driven by higher net revenues as discussed above, partially offset by increased promotions and discounting.

•Operating income in our Latin America region decreased by $0.5 million to $5.8 million from $6.2 million. This was primarily due to higher distribution costs, partially offset by an increase in gross profit, driven by higher net revenues as discussed above.

•Operating loss in our Corporate Other non-operating segment decreased by $10.6 million to $189.2 million from $199.8 million. This was primarily due to a decrease in our litigation accrual and consulting expenses, and gains arising from foreign currency hedges, partially offset by an increase in salaries and incentive compensation expenses.

LIQUIDITY AND CAPITAL RESOURCES

Our cash requirements have principally been for working capital and capital expenditures. We fund our working capital, primarily inventory, and capital investments from cash flows from operating activities, cash and cash equivalents on hand, and borrowings available under our credit and long-term debt facilities. Our working capital requirements generally reflect the seasonality in our business as we historically recognize the majority of our net revenues in the last two quarters of the calendar year. Our capital investments have generally included expanding our in-store fixture and branded concept shop program, improvements and expansion of our distribution and corporate facilities, including construction of our new global headquarters, leasehold improvements to our Brand and Factory House stores, and investment and improvements in information technology systems. Our inventory strategy is focused on continuing to meet consumer demand while improving our inventory efficiency over the long term by putting systems and processes in place to improve our inventory management. These systems and processes are designed to improve our forecasting and supply planning capabilities. In addition, we strive to enhance our inventory performance by focusing on adding discipline around product purchasing, reducing production lead time and improving planning and execution for selling excess inventory through our Factory House stores and other liquidation channels.

As of June 30, 2023, we had approximately $703.6 million of cash and cash equivalents. We believe our cash and cash equivalents on hand, cash from operations, our ability to reduce our expenditures as needed,

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borrowings available to us under our amended credit agreement, our ability to access the capital markets, and other financing alternatives are adequate to meet our liquidity needs and capital expenditure requirements for at least the next twelve months. In addition, from time to time, based on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors and subject to compliance with applicable laws and regulations, we may seek to utilize cash on hand, borrowings or raise capital to retire, repurchase or redeem our debt securities, repay debt, repurchase shares of our common stock or otherwise enter into similar transactions to support our capital structure and business or utilize excess cash flow on a strategic basis. For example, as described below, in February 2022, our Board of Directors authorized the repurchase of up to $500 million of our Class C Common Stock over the following two years, and, as of the date of this Quarterly Report on Form 10-Q, we have repurchased a total of $425 million of our Class C Common Stock through accelerated share repurchase transactions.

If there are unexpected material impacts to our business in future periods from COVID-19 or other global macroeconomic factors and we need to raise or conserve additional cash to fund our operations, we may consider additional alternatives, including further reducing our expenditures, changing our investment strategies, reducing compensation costs, including through temporary reductions in pay and layoffs, limiting certain marketing and capital expenditures, and negotiating, extending or delaying payment terms with our customers and vendors. In addition, we may seek alternative sources of liquidity, including but not limited to, accessing the capital markets, sale leaseback transactions or other sales of assets, or other alternative financing measures. However, instability in, or tightening of the capital markets, could adversely affect our ability to access the capital markets on terms acceptable to us or at all. Although we believe we have adequate sources of liquidity over the long term, a prolonged or more severe economic recession, inflationary pressure, or a slow recovery could adversely affect our business and liquidity and could require us to take certain of the liquidity preserving actions described above.

Refer to our "Risk Factors" section included in Item 1A of our Annual Report on Form 10-K for Fiscal 2023.

Share Repurchase Program

On February 23, 2022, our Board of Directors authorized us to repurchase up to $500 million (exclusive of fees and commissions) of outstanding shares of our Class C Common Stock over the following two years. The Class C Common Stock may be repurchased from time to time at prevailing prices in the open market, through plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, via private purchases through forward, derivative, accelerated share repurchase transactions or otherwise, subject to applicable regulatory restrictions on volume, pricing and timing. The timing and amount of any repurchases will depend on market conditions, our financial condition, results of operations, liquidity and other factors.

As of the date of this Quarterly Report on Form 10-Q, we have repurchased a total of $425 million or 34.9 million outstanding shares of our Class C Common Stock under the share repurchase program.

Cash Flows

The following table presents the major components of our cash flows provided by and used in operating, investing and financing activities for the periods presented:


	Three months ended June 30,
(In thousands)	2023		2022		Change ($)
Net cash provided by (used in):
Operating activities	$	1,031	$	87,496	$	(86,465)
Investing activities	5,409		(747)		6,156
Financing activities	(1,234)		(24,359)		23,125
Effect of exchange rate changes on cash and cash equivalents	(12,087)		(21,454)		9,367
Net increase (decrease) in cash and cash equivalents	$	(6,881)	$	40,936	$	(47,817)

Operating Activities

Cash flows from operating activities decreased by $86.5 million, as compared to the three months ended June 30, 2022, primarily driven by a decrease from changes in working capital of $94.2 million, partially offset by an increase in net income before the impact of non-cash items of $7.7 million.

The changes in working capital were due to the following outflows:

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•$91.5 million from changes in accrued expenses and other liabilities;

•$49.5 million from changes in accounts payable;

•$21.9 million from changes in customer refund liabilities; and

•$6.0 million from changes in inventories.

These outflows were partially offset by the following working capital inflows:

•$54.5 million from changes in accounts receivable;

•$10.4 million from changes in other non-current assets; and

•$8.9 million from changes in income taxes payable and receivable, net; and

•$0.9 million from changes in prepaid expenses and other current assets.

Investing Activities

Cash flows provided by investing activities increased by $6.2 million, as compared to the three months ended June 30, 2022. This was primarily due to a higher earnout collected in connection with the sale of the MyFitnessPal platform, partially offset by an increase in capital expenditures.

Total capital expenditures during the three months ended June 30, 2023 were $39.6 million, or approximately 3% of net revenues, representing a $3.8 million increase from $35.7 million during the three months ended June 30, 2022. Our long-term operating principle for capital expenditures is to spend between 3% and 5% of annual net revenues as we invest in our global direct-to-consumer, e-Commerce and digital businesses, information technology systems, distribution centers and our global offices, including our new global headquarters in the Baltimore Peninsula, an area of Baltimore, Maryland. During the three months ended June 30, 2023, we incurred capital expenditures of $16.3 million relating to the construction of our new global headquarters. As previously disclosed, our plans for our new headquarters have been designed in line with our long-term sustainability strategy and include a commitment to reduce greenhouse gas emissions and increase sourcing of renewable electricity in our owned and operated facilities. We expect a portion of our capital expenditures over the next few years to include investments incorporating sustainable and intelligent building design features into this facility.

Financing Activities

Cash flows used in financing activities decreased by $23.1 million, as compared to the three months ended June 30, 2022. During the three months ended June 30, 2022, we paid $25.0 million to repurchase shares of our Class C Common Stock through accelerated share repurchase programs. No shares were repurchased during the three months ended June 30, 2023. For more details, see discussion above under "Share Repurchase Program".

Capital Resources

Credit Facility

On March 8, 2019, we entered into an amended and restated credit agreement by and among us, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders and arrangers party thereto (the "credit agreement"). In May 2020, May 2021 and December 2021, we entered into the first, second and third amendments to the credit agreement, respectively (the credit agreement as amended and the "amended credit agreement" or the "revolving credit facility"). The amended credit agreement provides for revolving credit commitments of $1.1 billion and has a term that ends on December 3, 2026, with permitted extensions under certain circumstances. As of June 30, 2023 and March 31, 2023, there were no amounts outstanding under the revolving credit facility.

At our request and a lender's consent, commitments under the amended credit agreement may be increased by up to $300.0 million in aggregate, subject to certain conditions as set forth in the amended credit agreement. Incremental borrowings are uncommitted and the availability thereof will depend on market conditions at the time we seek to incur such borrowings.

Borrowings, if any, under the revolving credit facility have maturities of less than one year. Up to $50.0 million of the facility may be used for the issuance of letters of credit. As of June 30, 2023, there was $4.3 million of letters of credit outstanding (March 31, 2023: $4.4 million).

Our obligations under the amended credit agreement are guaranteed by certain domestic significant subsidiaries of Under Armour, Inc., subject to customary exceptions (the "subsidiary guarantors") and primarily secured by a first-priority security interest in substantially all of the assets of Under Armour, Inc. and the subsidiary

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guarantors, excluding real property, capital stock in and debt of subsidiaries of Under Armour, Inc. holding certain real property and other customary exceptions. The amended credit agreement provides for the permanent fall away of guarantees and collateral upon our achievement of investment grade rating from two rating agencies.

The amended credit agreement contains negative covenants that, subject to significant exceptions, limit our ability to, among other things: incur additional secured and unsecured indebtedness; pledge the assets as security; make investments, loans, advances, guarantees and acquisitions (including investments in and loans to non-guarantor subsidiaries); undergo fundamental changes; sell assets outside the ordinary course of business; enter into transactions with affiliates; and make restricted payments.

We are also required to maintain a ratio of consolidated EBITDA, to consolidated interest expense of not less than 3.50 to 1.0 (the "interest coverage covenant") and we are not permitted to allow the ratio of consolidated total indebtedness to consolidated EBITDA to be greater than 3.25 to 1.0 (the "leverage covenant"), as described in more detail in the amended credit agreement. As of June 30, 2023, we were in compliance with the applicable covenants.

The amended credit agreement implements SOFR as the replacement of LIBOR as a benchmark interest rate for the U.S. dollar borrowings (and analogous benchmark rate replacements for borrowings in Yen, Canadian dollars, Pound Sterling and Euro). Borrowings under the amended credit agreement bear interest at a rate per annum equal to, at our option, either (a) an alternate base rate (for borrowings in U.S. dollars), (b) a term rate (for borrowings in U.S. dollars, Euros, Japanese Yen or Canadian dollars) or (c) a "risk free" rate (for borrowings in U.S. dollars or Pounds Sterling), plus in each case an applicable margin. The applicable margin for loans will be adjusted by reference to a grid (the "pricing grid") based on the leverage ratio of consolidated total indebtedness to consolidated EBITDA and ranges between 1.00% to 1.75% (or, in the case of alternate base rate loans 0.00% to 0.75%). We will also pay a commitment fee determined in accordance with the pricing grid on the average daily unused amount of the revolving credit facility and certain fees with respect to letters of credit. As of June 30, 2023, the commitment fee was 17.5 basis points.

1.50% Convertible Senior Notes

We have approximately $80.9 million aggregate principal amount of 1.50% convertible senior notes due 2024 (the "Convertible Senior Notes") outstanding as of June 30, 2023, which were issued in May 2020. The Convertible Senior Notes bear interest at the fixed rate of 1.50% per annum, payable semiannually in arrears on June 1 and December 1 of each year, beginning December 1, 2020. The Convertible Senior Notes will mature on June 1, 2024, unless earlier converted in accordance with their terms, redeemed in accordance with their terms or repurchased.

The Convertible Senior Notes are not secured and are not guaranteed by any of our subsidiaries. The indenture governing the Convertible Senior Notes does not contain any financial or operating covenants or restrictions on the payments of dividends, the incurrence of indebtedness or the issuance or repurchase of securities by us or any of our subsidiaries.

The Convertible Senior Notes are convertible into cash, shares of our Class C Common Stock or a combination of cash and shares of Class C Common Stock, at our election, as described further below. The initial conversion rate is 101.8589 shares of our Class C Common Stock per $1,000 principal amount of Convertible Senior Notes (equivalent to an initial conversion price of approximately $9.82 per share of Class C Common Stock), subject to adjustment if certain events occur. Prior to the close of business on the business day immediately preceding January 1, 2024, holders may (at their option) convert their Convertible Senior Notes only upon satisfaction of one or more of the following conditions:

•during any calendar quarter commencing after the calendar quarter ended on September 30, 2020 (and only during such calendar quarter), if the last reported sale price of our Class C Common Stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;

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day of the measurement period was less than 98% of the product of the last reported sale price of our Class C Common Stock and the conversion rate on each such trading day;

•upon the occurrence of specified corporate events or distributions on our Class C Common Stock; or

•if we call any Convertible Senior Notes for redemption prior to the close of business on the business day immediately preceding January 1, 2024.

Beginning on December 6, 2022, we may redeem for cash all or any part of the Convertible Senior Notes, at our option, if the last reported sale price of our Class C Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the aggregate principal amount of the Convertible Senior Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

If we undergo a fundamental change (as defined in the indenture governing the Convertible Senior Notes) prior to the maturity date, subject to certain conditions, holders may require us to repurchase for cash all or any portion of their Convertible Senior Notes in principal amounts of $1,000 or an integral multiple thereof at a price which will be equal to 100% of the aggregate principal amount of the Convertible Senior Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.

Concurrently with the offering of the Convertible Senior Notes, we entered into privately negotiated capped call transactions with JPMorgan Chase Bank, National Association, HSBC Bank USA, National Association, and Citibank, N.A. (the "option counterparties"). The capped call transactions are expected generally to reduce potential dilution to our Class C Common Stock upon any conversion of Convertible Senior Notes and/or offset any cash payments we are required to make in excess of the aggregate principal amount of converted Convertible Senior Notes upon any conversion thereof, as the case may be, with such reduction and/or offset subject to a cap based on the cap price. The cap price of the capped call transactions is initially $13.4750 per share of our Class C Common Stock, representing a premium of 75% above the last reported sale price of our Class C Common Stock on May 21, 2020, and is subject to certain adjustments under the terms of the capped call transactions.

3.250% Senior Notes

In June 2016, we issued $600.0 million aggregate principal amount of 3.250% senior unsecured notes due June 15, 2026 (the "Senior Notes"). The proceeds were used to pay down amounts outstanding under the revolving credit facility, at the time. The Senior Notes bear interest at the fixed rate of 3.250% per annum, payable semi-annually on June 15 and December 15 beginning December 15, 2016. Prior to March 15, 2026 (three months prior to the maturity date of the Notes), we may redeem some or all of the Senior Notes at any time or from time to time at a redemption price equal to the greater of 100% of the principal amount of the Senior Notes to be redeemed or a "make-whole" amount applicable to such Senior Notes as described in the indenture governing the Senior Notes, plus accrued and unpaid interest to, but excluding, the redemption date.

The indenture governing the Senior Notes contains covenants, including limitations that restrict our ability and the ability of certain of our subsidiaries to create or incur secured indebtedness and enter into sale and leaseback transactions and our ability to consolidate, merge or transfer all or substantially all of our properties or assets to another person, in each case subject to material exceptions described in the indenture.

CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

Our Condensed Consolidated Financial Statements have been prepared in accordance with U.S. GAAP. To prepare these financial statements, we must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as well as the disclosures of contingent assets and liabilities. Our estimates are often based on complex judgments, probabilities and assumptions that management believes to be reasonable, but that are inherently uncertain and unpredictable. It is also possible that other professionals, applying reasonable judgment to the same facts and circumstances, could develop and support a range of alternative estimated amounts. Actual results could be significantly different from these estimates.

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Refer to Note 2 of our Consolidated Financial Statements, included in our Annual Report on Form 10-K for Fiscal 2023, for a summary of our significant accounting policies and our assessment of recently issued accounting standards.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no significant changes to our market risk since March 31, 2023. For a discussion of our exposure to market risk, refer to our Annual report on Form 10-K for Fiscal 2023.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management has evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective in ensuring that information required to be disclosed in our Exchange Act reports is (1) recorded, processed, summarized and reported in a timely manner and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls

We have assessed the impact on changes to our internal controls over financial reporting, and conclude that there have been no changes in our internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f) and 15d-15(f), during the most recent fiscal quarter that have materially affected, or that are reasonably likely to materially affect our internal controls over financial reporting. We have not experienced any material impact to our internal controls over financial reporting despite the fact that a significant number of our employees remain in a hybrid work environment.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we have been involved in litigation and other proceedings, including matters related to commercial disputes and intellectual property, as well as trade, regulatory and other claims related to our business. See Note 10 to our Condensed Consolidated Financial Statements for information on certain legal proceedings, which is incorporated by reference herein.

ITEM 1A. RISK FACTORS

Our results of operations and financial condition could be adversely affected by numerous risks. In addition to the other information in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors discussed in Part I, Item 1A, "Risk Factors" in our Annual Report on Form 10-K for Fiscal 2023. These are not the only risks and uncertainties facing us. Additional risks not currently known to us or that we currently believe are immaterial may also negatively impact our business, financial condition, results of operations and future prospects.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table sets forth the Company's repurchases of Class C Common Stock during the three months ended June 30, 2023 under the two-year $500 million share repurchase program authorized by our Board of Directors in February 2022.


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)
04/01/2023 to 04/30/2023	—	$	—	—	$	75.0
05/01/2023 to 05/31/2023	—	$	—	—	$	75.0
06/01/2023 to 06/30/2023	—	$	—	—	$	75.0

ITEM 5. OTHER INFORMATION

(c)

During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement", as each term is defined in Item 408(a) of Regulation S-K.

Ta ble of Conten ts

ITEM 6. EXHIBITS


Exhibit No.
10.01						Executive Employee Confidentiality, Non-Competition and Non-Solicitation Agreement, dated June 26, 2023, by and between Colin Browne and the Company.*
31.01						Section 302 Chief Executive Officer Certification.
31.02						Section 302 Chief Financial Officer Certification.
32.01						Section 906 Chief Executive Officer Certification.
32.02						Section 906 Chief Financial Officer Certification.
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH						XBRL Taxonomy Extension Schema Document
101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF						XBRL Taxonomy Extension Definition Linkbase Document
101.LAB						XBRL Taxonomy Extension Label Linkbase Document
101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Management contract or a compensatory plan or arrangement required to be filed as an Exhibit pursuant to Item 6 of Form 10-Q.

Ta ble of Conten ts

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


			UNDER ARMOUR, INC.

			By:			/s/ DAVID E. BERGMAN
						David E. Bergman
						Chief Financial Officer

Date: August 8, 2023

Exhibit 10.01

EXECUTIVE EMPLOYEE CONFIDENTIALITY, NON-

COMPETITION, AND NON-SOLICITATION AGREEMENT

This Confidentiality, Non-Competition, and Non-Solicitation Agreement (“Agreement”) is entered into on June 26, 2023, by Under Armour, Inc. (“UA” together with its affiliates, the “Company”) and Colin Browne (“Employee”) (collectively with the Company, the “Parties”).

EXPLANATORY NOTE

Employee recognizes and acknowledges that consistent with Employee's leadership role in the Company, Employee will have or will continue to have broad access to confidential business information during the course of Employee’s employment, the improper disclosure or use of which during or after Employee’s employment would cause irreparable harm to the Company and create unfair competition. Employee's role in the Company brings with it the responsibility, whether directly or indirectly, for generating and/or maintaining the goodwill of the Company with its Customers, Suppliers, employees, business prospects, and others. During the course of UA employment, Employee may be provided specialized training by the Company regarding or otherwise related to the Company's confidential business information and methods. Employee further acknowledges that employment or continued employment with UA is based on Employee’s agreement to abide by the covenants contained herein.

NOW THEREFORE, in consideration of Employee’s employment or continued employment with UA, Employee’s receipt of Confidential Information (defined below), and for other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, and intending to be legally bound, the Parties agree as follows:

1. Confidentiality. Employee acknowledges Employee’s fiduciary duty and duty of loyalty to the Company, and the obligations arising from them not to disclose business information provided or acquired on a confidential basis. Further, Employee acknowledges that the Company, in reliance on this Agreement, will provide Employee access to trade secrets, customers, proprietary data and/or other Confidential Information. Employee agrees to retain this information as confidential and not to use this information for Employee’s personal benefit or the benefit of anyone other than the Company or to disclose it to any third party, except when required to do so to properly perform duties for the Company. Further, as a condition of employment, during the time Employee is employed by UA and continuing after any termination of Employee’s employment, Employee agrees to protect and hold in a fiduciary capacity for the benefit of the Company all Confidential Information, as defined below, unless Employee is required to disclose Confidential Information pursuant to the terms of a valid and effective order issued by a court of competent jurisdiction or a governmental authority. In the event that Employee receives an order or other legal demand, such as a subpoena, discovery request, or order of a court or other body having jurisdiction over such matter, to produce any Confidential Information or other information concerning the Company, Employee agrees to promptly provide the Company (The Vice President, Litigation) with written notice of such subpoena, order, demand or discovery request so that the Company may timely move to quash if appropriate. Employee shall use Confidential Information solely for the purpose of carrying out those duties assigned to Employee and not for any other purpose. The disclosure of Confidential Information to Employee shall not be construed as granting to Employee any license under any copyright, trade secret, or right of ownership or any other right to use the Confidential Information whatsoever.

(a) For purposes of this Agreement, “Confidential Information” shall mean all information concerning the Company’s business that is not generally known to the public and which became known to the Employee in the course of or by virtue of Employee’s employment with UA. Confidential Information shall include, but shall not be limited to, designs, drawings, formulas, processes, methods, techniques, systems, models, samples, prototypes, contracts, reports, letters, notes, intellectual property, trade secrets and/or know-how, technical information, financial information and metrics (whether historical, projections or forecasts), and information concerning advertising, pricing, costs, business planning and strategy, operations, procedures, services, potential services, products, potential products, products under development, production, purchasing, marketing, sales, personnel (including identities, contact information, skills, performance, salary and benefits of other employees), customers, suppliers, or other information of the Company; any papers, data, records, devices, equipment, compilations, invoices, customer or supplier lists or contact information, compilations of names and addresses, or documents of the Company; any confidential information or trade secrets of any third party provided to the Company in confidence or subject to other use or disclosure restrictions or limitations; and any other information, written, oral, electronic, or retained in Employee’s memory, whether existing now or at some time in the future, whether pertaining to current or future developments or prospects, and whether created, revealed or accessed during the Employee’s employment, which pertains to the Company’s affairs or interests or with whom or how the Company does business. The Company acknowledges and agrees that Confidential Information shall not include information which is or becomes publicly available other than as a result of a disclosure by the Employee or through other wrongful means.

(b) Employee shall immediately notify the Company if Employee has reason to believe that the unauthorized use, possession, or disclosure of any Confidential Information has occurred or may occur.

All physical or otherwise transferrable items containing Confidential Information, including, but not limited to, documentary, electronic or other recorded versions of any Confidential Information, shall remain the exclusive and confidential property of the Company and shall be immediately returned, along with any copies or notes that Employee made thereof or therefrom, to the Company when Employee ceases employment with UA. Employee further agrees to immediately return copies of any Confidential Information contained on Employee’s home computer, portable computer or other data storage device (including but not limited to cell phones, zip drives, PDAs, iPads, etc.). Employee agrees to delete or destroy all copies of Confidential Information that are stored on any devices, networks, storage locations or media not owned by the Company and in Employee’s possession or control. Employee also agrees to allow the Company, in its discretion at the time Employee’s employment concludes and thereafter upon reasonable notice and for reasonable cause, access to any home computer, portable computer or other data storage device maintained by Employee, including, but not limited to, for the purpose of determining whether said Confidential Information has been misappropriated. Employee further acknowledges that all documents and records relating to Company business, including, but not limited to, those that Employee prepares or assists in preparing during employment with UA, belong to the Company and Employee agrees to promptly return them and all other property belonging to the Company, upon the conclusion of Employee’s employment. Additionally, any personal mobile device used to perform work for the Company or on the Company’s behalf is subject to the Company’s Bring Your Own Device to Work Policy and thus subject to the Company’s right to remove any Confidential Information from those devices as more specifically described in the Bring Your Own Device to Work Policy.

(c) Nothing herein shall be construed to require Employee to withhold information in violation of any applicable state or federal law, or to prohibit Employee from reporting information where such reporting is protected by law. Further, nothing in this Agreement prohibits Employee from reporting an event that Employee reasonably and in good faith believes is a violation of law to a law-enforcement agency, cooperating in an investigation conducted by such a government agency (such as the Securities and Exchange Commission, Equal Employment Opportunity Commission, Department of Justice, and Department of Labor), or speaking with law enforcement. Nothing in this Agreement or this Paragraph 1 is intended to impair a non-managerial employee’s right to engage in concerted protected activity under Section 7 of the National Labor Relations Act related to the employee’s terms, conditions, wages, or benefits of employment.

2. Ownership of Works for Hire.

(a) Employee agrees that any inventions, ideas, developments, methods, improvements, discoveries, innovations, software, works of authorship and any other intangible property, whether patentable or not, that are developed (in whole or in part), considered, contemplated or reduced to practice by Employee or under Employee’s direction or jointly with others during Employee’s employment with UA, whether or not during normal working hours or on the premises of the Company, shall be considered “Works for Hire” for the exclusive use by and benefit of the Company. Employee will make full and prompt disclosure to the Company of all such Works for Hire. Regardless of such disclosure, the Company shall own all rights to any Works for Hire, including without limitation all related patent rights and copyrights, items and developments that are subject to being patented and copyrighted, and the right to market (or not to market) any such property, and Employee agrees to assign and does hereby assign to the Company (or any person or entity designated by the Company) all of Employee’s rights, title and interest in and to all Works for Hire and all related patents, patent applications, copyrights and copyright applications.

(b) Employee agrees to cooperate fully with the Company, both during and after Employee’s employment with UA, with respect to the procurement, maintenance and enforcement of copyrights and patents (both in the United States and foreign countries) relating to Works for Hire. Employee shall sign all papers, including, without limitation, copyright applications, patent applications, declarations, oaths, formal assignments, assignments of priority rights, and powers of attorney that the Company may deem necessary or desirable in order to protect the Company's rights and interests in any Works for Hire.

(c) Employee specifically acknowledges that Employee’s compensation and benefits constitute full payment for any Works for Hire and Employee waives any claim of right to such Works for Hire, which Employee further acknowledges belong entirely to the Company.

(d) The Company may, at its election and in its discretion, waive and/or relinquish any of its rights of ownership and royalties with respect to any Works for Hire, by agreeing to do so in a written instrument executed by the Company.

(e) If there is any invention related to the Company’s business that Employee claims to own or have rights in because it was conceived, created, discovered or developed by Employee prior to employment with UA or for some other reason, Employee has described the item and the date of its conception, creation, discovery or

development in writing and attached it to this Agreement and labeled it as Appendix A (Prior Works), and has noted the number of pages of this attachment after the signature block at the end of this Agreement. If no such list is attached, Employee represents that there are no such prior inventions.

(f) Employee is directed to Appendix B for important state-specific modifications, if any, that apply to Employee with respect to this Paragraph 2.

3. Definitions. For purposes of this Agreement, the following terms have the meanings defined below.

(a) “Competitor Businesses” shall mean any business that at the time the Company seeks to enforce this covenant:

(1) competes with the Company in the business of premium branded performance athletic (a) apparel, (b) footwear, (c) equipment and/or (d) accessories (including, for example, and not by way of limitation, companies such as Nike, Adidas, Reebok, lululemon, Columbia, New Balance, Brooks, Puma or other premium athletic brands); or

(2) competes with any other line of business that the Company is involved with at the time of Employee’s termination and in relation to which line of business Employee had access to and/or knowledge of Confidential Information or had engaged in establishing goodwill for the Company with its Customers or Suppliers.

(b) “Customer” shall mean any individual, business, or entity that (a) purchased products or services from the Company within the final twelve (12) months of Employee’s employment; and (b) Employee had business contact with or provided services to, whether individually or with others, on behalf of the Company during the final twelve (12) months of Employee’s employment. “Prospective Customer” shall mean any individual, business, or entity that Employee solicited or pursued, or assisted in soliciting or pursuing within the final twelve (12) months of Employee’s employment for the purpose of selling products or services of the Company. Customers or Prospective Customers include, but are not limited to, wholesale distribution channels, which include independent and specialty retailers, institutional athletic departments, leagues and teams, national and regional sporting goods chains and department store chains.

(c) “Supplier” shall mean any individual, business, or entity (a) from whom the Company purchased products or services within the final twelve (12) months of Employee’s employment; and (b) with whom Employee had business contact and obtained products and services on behalf of the Company during the final twelve (12) months of Employee’s employment. “Prospective Supplier” shall mean any individual, business, or entity with whom Employee had business contact with and from whom Employee sought to obtain products or services from on behalf of the Company in the final twelve (12) months of Employee’s employment. Suppliers or Prospective Suppliers include, but are not limited to, consultants, vendors, factories, and mills.

(d) “Territory” shall depend upon Employee’s position as follows: (i) if Employee holds the title of SVP or above and Employee is provided Confidential Information, the Territory is global (for the avoidance of doubt, "global" used in this subparagraph means worldwide); (ii) if Employee is in a position where Employee’s

responsibilities are not global but not geographically limited to an assigned location or territory and Employee is provided Confidential Information that is not geographically limited to an assigned location or territory (such as, by way of example but not limitation, management positions, marketers, and operations employees), then Territory means the United States (including state and state-equivalents and county and county-equivalents within the United States); (iii) if Employee is in a position with responsibilities and Confidential Information that are limited to an assigned territory or territories during the final twelve (12) months of Employee’s employment, then Territory shall be the specific geographic territory or territories assigned to Employee during the final twelve (12) months of Employee’s employment; and (iv) in the event that none of sub-subparagraphs (d)(i), (ii), or (iii) apply, then the Territory is the county or counties that Employee performed services in or on behalf of the Company during the final twelve (12) months of Employee’s employment.

4. Non-Competition. Employee hereby covenants and agrees that at no time during Employee’s employment with UA and until July 1, 2024 (the “Non-Competition Restricted Period”), shall Employee, without the prior written consent of the Company:

(a) directly or through others work for, be contracted to or contract with, or provide strategic advice to a Competitor Business within the Territory in a capacity that is the same as or similar to the capacity in which Employee worked for UA and/or in a capacity in which Employee’s knowledge of the Company’s Confidential Information, and/or previous establishment of goodwill for the Company with its Customers or Suppliers, would be of value in Employee’s work for the Competitor Business; or

(b) compete with the Company directly or through others as an employee, principal, agent, contractor, or otherwise participate in the sale or licensing of any products or services that at the time the Company seeks to enforce this Agreement, are competitive with the products or services developed, marketed, or sold by the Company and about which products and services Employee’s knowledge of the Company’s Confidential Information and/or previous establishment of goodwill with Customers or Suppliers would be of value in competing with the Company.

5. Non-Solicitation and Non-Interference. Employee hereby covenants and agrees that at no time during Employee’s employment with UA and for a period of one (1) year immediately following termination of Employee’s employment with UA, whether voluntary or involuntary (the “Non-Solicitation and Non-Interference Restricted Period”), shall Employee, without the prior written consent of the Company:

(a) Directly, indirectly or through others solicit or influence, or contact for purposes of soliciting or influencing, any Customer or Supplier, or Prospective Customer or Prospective Supplier, to terminate or adversely modify its relationship with the Company or to do business with a Competitor Business instead of the Company, nor shall Employee assist others in any such soliciting, influencing, contacting, communicating, or otherwise diverting such business; or

(b) Directly, indirectly or through others interfere with any transaction, agreement or business relationship between the Company and any Customer or Supplier, or Prospective Customer or Prospective Supplier; or

(c) Directly, indirectly or through others solicit or induce any then-current employee of the Company that Employee worked with or came to know as a result of

Employee’s employment with UA, to leave employment with the Company, or interfere in any way with such employment, and will not participate in the hiring of any such employee, including, without limitation, by identifying or targeting the Company’s employees for that purpose and/or engaging them in new employment. Employee further agrees not to contact any such employee of the Company or to cause the employee to be contacted for the purpose or foreseeable effect of causing or inducing the employee to leave the Company’s employment; or

(d) act in any way, directly, indirectly or through others, with the purpose or effect of soliciting, diverting or taking away any Customer or Supplier of the Company.

(e) The Parties agree that the obligations in this Paragraph 5 are inherently reasonable because they are limited to the places or locations where the Customers, Suppliers, Prospective Customers, Prospective Suppliers, and employees, respectively, are doing business or providing services at the time; however, if that is not sufficient, then Sections 5(a), 5(b), 5(c), and 5(d) shall be limited to the Territory.

6. Additional Consideration. As additional consideration for the noncompete obligations described in Paragraph 4 above, should the Company pursuant to those obligations require Employee to refrain from accepting employment or other work Employee has been offered that the Company, in its discretion, believes would violate Employee’s obligations, the Company shall pay Employee an amount equal to sixty percent (60%) of Employee’s weekly base pay as of the date of Employee’s termination from UA (“Non-Competition Payment”). The Non-Competition Payment shall begin when the Company advises Employee of its belief that the proposed employment would violate the Employee’s non-compete obligations and shall continue throughout the remaining duration of the Non-Competition Restricted Period. The Non-Competition Payment shall be paid in accordance with the Company’s customary pay practices in effect at the time each payment is made, and shall be reduced by (a) the amount of severance, if any, that Employee receives from the Company, and (b) the amount of any pay received during the Non-Competition Restricted Period from employment in any capacity to the extent that any such salary exceeds forty percent (40%) of Employee’s base pay as of the date of Employee’s termination from employment, annualized or pro-rated to correspond with the remaining portion of the Non-Competition Restricted Period following the job offer. (By way of example, assuming an employee’s remaining Non-Competition Restricted Period following a job offer is six (6) months and that employee’s base pay at the time of termination was $100,000, the Non-Competition Payment would not be reduced unless the salary earned by the Employee during the Non-Competition Restricted Period exceeded $20,000. In the event the salary earned during the Non-Competition Restricted Period exceeds this threshold, the Non-Competition Payment will be reduced, or eliminated, pro rata).

7. Notification of New Employment. Employee acknowledges and agrees that during the Non-Competition Restricted Period, Employee will inform the Deputy General Counsel, Employment, in writing prior to the acceptance of any job or any work as an independent contractor, of the identity of any new employer or other entity to which Employee is providing consulting or other services, along with Employee’s starting date, title, job description, salary, and any other information that the Company may reasonably request to confirm Employee’s compliance with the terms of this Agreement. Failure to provide all of this information to the Company may result in forfeiture of the Non-Competition Payment described above.

8. Reasonableness of Obligations. Employee acknowledges and represents that Employee fully understands this Agreement and has had the opportunity to have it explained by legal counsel of Employee’s choosing. Employee acknowledges that the obligations imposed by this Agreement are fair and reasonably required for the protection of the Company and its legitimate business interests and will not preclude Employee from becoming gainfully employed following the termination, for any reason, of Employee’s employment with UA. Employee acknowledges that these covenants have substantial and immeasurable value to the Company.

9. NOTICE OF IMMUNITY UNDER THE DEFEND TRADE SECRETS ACT. Employee is hereby notified in accordance with the Defend Trade Secrets Act of 2016 that Employee will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that:

(a) Is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of the law; or

(b) Is made in a complaint or other document filed under seal in a lawsuit or other proceeding.

Employee is further notified that if Employee files a lawsuit for retaliation by an employer for reporting a suspected violation of law, Employee may disclose the employer’s trade secrets to Employee’s attorney and use the trade secret information in the court proceeding if Employee:

(a) files any document containing the trade secret under seal; and (b) does not disclose the trade secret, except pursuant to court order.

10. Injunctive Relief. Employee acknowledges and agrees that in the event of a violation or threatened violation of any provision of this Agreement, the Company will sustain irreparable harm and will have the full right to seek injunctive relief, in addition to any other available remedies.

11. Survivability. This Agreement shall remain binding in the event of Employee’s termination of employment with UA for any reason.

12. Extension. Employee further acknowledges that if Employee is found to have violated any obligation in Paragraphs 4 or 5 above, that the time period for such obligation will be extended by one day for each day of Employee’s failure either to comply with said obligation or to take prompt corrective action to make the Company whole for any breach, up to a maximum extension equal to the original Non-Competition and/or Non-Solicitation and Non-Interference Restricted Period, as applicable. In the event of Employee's breach of such a restrictive covenant, the Company shall be entitled to the entry of an order and/or an injunction enforcing the restrictive covenant for such an extended period. The Company also shall be entitled to a preliminary injunction, enforcing the restrictive covenant for up to such an extended period, if trial on the merits in any pending enforcement litigation has not yet occurred or concluded, if the restrictive covenant otherwise will lapse from expiration of the period originally prescribed for its operation, and if the Company satisfies the requirements warranting preliminary relief, except that the threat of irreparable injury will be presumed from the impending lapse of the restrictive covenant.

13. Assignment. Although Employee shall not have the right to assign this Agreement, it is nevertheless binding on Employee’s heirs and executors, and on the Company’s successors and assigns or any other entity to which UA may assign this Agreement.

14. Governing Law and Consent to Jurisdiction. The formation, construction and interpretation of this Agreement, including, but not limited to, its enforceability, shall at all times and in all respects be governed by the laws of the State of Maryland, without reference to its conflict-of-law rules. The Company has the right to enforce this Agreement or pursue claims relating to it in any forum having jurisdiction. Any legal action that Employee initiates against the Company that relates in any way to this Agreement, including, without limitation, for a declaratory judgment, will be brought exclusively in the state courts of Maryland. If the Company elects to sue in Maryland for any claim relating in any way to this Agreement, Employee agrees to waive any defense of lack of personal jurisdiction or improper venue. Employee also agrees that the existence of any asserted claim or cause of action Employee has or believes Employee has against the Company, or asserted breach of duty by the Company, whether or not based on this Agreement, shall not constitute a defense to the enforcement by the Company of the restrictive covenants above.

15. Severable Provisions. The provisions of this Agreement are severable, including each of the obligations in Paragraphs 4 and 5. In the event that the provisions of this Agreement should ever be deemed to exceed the limitations permitted by applicable laws, Employee and the Company agree that such provisions shall be reformed to the maximum limitations permitted by the applicable laws. Further, any invalidity or unenforceability shall affect only the provision or provisions deemed unenforceable and shall not make any other provision in this Agreement invalid or unenforceable.

16. Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the specific covenants and obligations herein and supersedes any and all negotiations, discussions and prior understandings concerning the creation or operation of those specific covenants and obligations. If Employee is subject to a prior agreement with the Company containing confidentiality, non-solicitation, noncompetition and/or invention assignment provisions, then such prior agreement(s) shall hereby be superseded, null, and void. No provision of this Agreement may be changed except by written agreement signed by both Employee and an officer of UA. The obligations under this Agreement also shall survive any changes made in the future to Employee’s employment terms, including, but not limited to, changes in salary, benefits, bonus plans, job title, and job responsibilities.

17. WAIVER OF JURY TRIAL. THE PARTIES WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING, CLAIM, COUNTERCLAIM, OR CROSSCLAIM, WHETHER IN CONTRACT OR TORT, AT LAW OR IN EQUITY, ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT.

18. State-Specific Modifications. Employee is directed to Appendix B for important state-specific modifications to the provisions in this Agreement.

IN WITNESS WHEREOF, the Parties have executed the Agreement as of the date first above written.

UNDER ARMOUR, INC.

By: /s/ Mehri Shadman

Name: Mehri Shadman

Title: EVP, Chief Legal Officer & Corporate Secretary

EMPLOYEE

/s/ Colin Browne

(signature)

Print Name: Colin Browne

APPENDIX A

PRIOR INVENTIONS

APPENDIX B

STATE-SPECIFIC SUPPLEMENT

The following shall apply to modify provisions of the Agreement, where applicable, based upon the controlling law in the state where Employee primarily resided when last employed by UA if the governing law provision in Paragraph 14 is determined by a court of competent jurisdiction not to control or is expressly described as inapplicable to Employee below:

Confidential Information Supplement. If, and only if, the controlling state law applicable to Employee requires a time limit to be placed on obligations concerning the post-employment use of Confidential Information in order for the obligation to be enforceable, then this Agreement’s restriction on Employee’s use of Confidential Information that is not a trade secret will expire two (2) years following termination of Employee’s employment with UA, whether voluntary or involuntary. This time limit will not apply to (a) Confidential Information that qualifies as a trade secret, or (b) confidential information of third parties. The Company’s trade secrets will remain protected for as long as they qualify as trade secrets under applicable law. Items of confidential information of third parties will remain protected for as long as allowed under the laws and/or separate agreements that make them confidential. Nothing in the foregoing shall be construed to permit Employee to recreate records of Confidential Information from memory or retain copies of Confidential Information in any form after Employee’s employment with UA ends. Employee understands that Employee should have no records of this kind in Employee’s possession or control with which to refresh Employee’s memory after Employee’s employment with UA ends.

Alabama

If Alabama law applies, then: (a) the employee non-solicitation obligations in Paragraph 5(c) are limited in scope to the solicitation and hiring of employees holding Sensitive Positions. An employee is in a “Sensitive Position” if they are uniquely essential to the management, organization, or service of the business of the Company; and (b) the definitions “Customer” and “Supplier” shall be limited to those customers and suppliers with active (not former) relationships with the Company.

Arizona

If Arizona law applies, then the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall not apply to Prospective Customers or Prospective Suppliers.

California

If California law applies, then: (a) the noncompetition obligations in Paragraph 4 shall not apply; (b) the employee non-solicitation obligations in Paragraph 5(c) shall not apply; (c) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall be limited to situations where Employee is aided in Employee’s conduct by the use or disclosure of the Company’s trade secrets (as defined by applicable law); (d) Paragraph 14 shall not apply; (e) Paragraph 17 regarding jury trial waiver shall not apply; and (f) the invention assignment obligations in this Agreement shall be limited so as to comply with Cal. Lab. Code, § 2870, which provides that: “(a) Any provision in an employment agreement which provides that an employee shall assign, or offer to assign, any of his or her rights in an invention to his or her employer shall not apply to an invention that the employee developed entirely on [their] own time without using the employer’s equipment, supplies, facilities, or trade secret information except for those inventions that either: (1) Relate at the time of conception or reduction to practice of the invention to the employer’s business, or actual or demonstrably anticipated research or development of the

employer; or (2) Result from any work performed by the employee for the employer.” This notice shall satisfy Cal. Lab. Code §§ 2870-2872.

Colorado

If Colorado law applies and Employee is not an officer, executive or management employee, or an employee who constitutes professional staff to executive and management personnel within the meaning of § 8-2-113(2)(d) of Colorado Revised Statutes § 8-2-113, et. seq., then: (a) the Parties stipulate that the noncompetition obligations in Paragraph 4 and the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) are reasonable and necessary for the protection of trade secrets within the meaning of § 8-2-1132(b); and (b) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall be modified to apply only to those Customers, Suppliers, Prospective Customers, and Prospective Suppliers about whom Employee had access to trade secrets about during the final twelve (12) months of Employee’s employment.

Delaware

If Delaware law applies, then the invention assignment obligations in the Agreement “shall not apply to an invention that the employee developed entirely on the employee’s own time without using the employer’s equipment, supplies, facility or trade secret information, except for those inventions that: (1) Relate to the employer’s business or actual or demonstrably anticipated research or development; or (2) Result from any work performed by the employee for the employer. To the extent a provision in an employment agreement purports to apply to the type of invention described, it is against the public policy of this State and is unenforceable. An employer may not require a provision of an employment agreement made unenforceable under this section as a condition of employment or continued employment.” 64 Del. Laws, c. 257, § 1; 70 Del. Laws, c. 186, § 1.

District of Columbia

If Employee is an employee in the District of Columbia, as long as Employee perform works in the District of Columbia within the meaning of the “Ban on Non-Compete Agreements Amendment Act of 2020,” then no obligation in this Agreement (including, but not limited to, the noncompetition and non-solicitation obligations) will be applied to Employee in a way that would prohibit Employee from being simultaneously or subsequently employed by another person, performing work or providing services for pay for another person, or operating Employee’s own business. However, Employee understands that nothing in this exception to this Agreement’s obligations shall be construed to permit Employee to take any action that involves or may result in the use or disclosure of Confidential Information, proprietary, or sensitive information, client lists, or a trade secret, as that term is defined in section 2(4) of the Uniform Trade Secrets Act of 1988 (D.C. Law 7-216; D.C. Official Code §36-401(4)). Such actions shall remain prohibited and nothing in this Agreement shall be construed to limit or eliminate any rights or remedies the Company would have against Employee under trade secret law, unfair competition law, agency law or other laws applicable in the District of Columbia absent this Agreement.

NOTICE: “No employer operating in the District of Columbia may request or require any employee working in the District of Columbia to agree to a non-compete policy or agreement, in accordance with the Ban on Non-Compete Agreements Amendment Act of 2020.”

Georgia

If Georgia law applies, then: (a) Paragraph 12 regarding extension of post-employment obligations shall not apply; (b) the definition of “Territory” shall be modified to mean “the territory where Employee was working at the time Employee’s employment with UA ended” and allows Employee to reasonably determine the maximum reasonable scope of the restraint as of Employee’s last day of employment; (c) Paragraph 17 regarding jury trial waiver shall not apply; and (d) Employee agrees, represents, and warrants that Employee’s duties with the Company, and/or skill as a professional, satisfy the requirements of Georgia law for covenants that restrict competition under Official Code of Georgia Annotated Section 13-8-53(a).

Idaho

If Idaho law applies, then Employee stipulates that Employee is a “key” employee within the meaning of Idaho Code § 44-2701, et seq.

Illinois

If Employee resides in Illinois at the time Employee enters into this Agreement, as additionally mutually agreed upon consideration for the non-solicitation obligations in Paragraph 5, Employee shall be entitled to the equity award accompanying this Agreement. Employee stipulates that this is adequate consideration to make the non-solicitation obligations in Paragraph 5 immediately binding upon Employee. Additionally, Employee acknowledges that Employee received a copy of this Agreement at least 14 calendar days before the commencement of Employee’s employment or UA provided Employee with at least 14 calendar days to review this Agreement, and Employee was advised to consult with an attorney about this Agreement and has been given an opportunity to do so.

If Illinois law applies, then: (1) Paragraph 4 shall not apply to Employee if Employee is paid $75,000.00/year (or as otherwise adjusted) or less; (2) Section 5 shall not apply to Employee if Employee is paid $45,000.00 (or as otherwise adjusted) or less; and (3) the invention assignment obligations in this Agreement shall be modified so as to comply with Illinois Statutes Chapter 765, Property § 1060/2 (the “Illinois Inventions Act”), and will not require the assignment of Employee’s rights in an invention for which no equipment, supplies, facilities, or trade secret information of the Company was used and which was developed entirely on Employee’s own time, unless (a) the invention relates (i) to the business of the Company, or (ii) to the Company’s actual or demonstrably anticipated research or development, or (b) the invention results from any work performed by Employee for the Company. This notice satisfies 765 ILCS 1060/1-3 of the Illinois Inventions Act.

Indiana

If Indiana law applies, then the employee non-solicitation obligations in Paragraph 5(c) shall be modified to limit the obligation to the solicitation of employees to those who have access to or possess Confidential Information that could be used to harm the Company’s legitimate protectable interests (such as, but not limited to, its competitive advantage and/or valuable business relationships and goodwill).

Kansas

If Kansas law applies, then the invention assignment obligations in this Agreement will not require the assignment of Employee’s rights in an invention for which no equipment, supplies, facility or trade secret information of the Company was used and which was developed entirely

on Employee’s own time, unless: (1) the invention relates directly to the business of the Company or to the Company’s actual or demonstrably anticipated research or development; or (2) the invention results from any work performed by Employee for the Company. This notice satisfies §(2)(c) of Kansas Statutes Chapter 44, Labor and Industries § 44-130 (the “Kansas Inventions Act”).

Louisiana

If Louisiana law applies, then: (a) the “Territory” shall specifically include the following Louisiana parishes as long as the Company continues to carry on business therein: Acadia, Allen, Ascension, Assumption, Avoyelles, Beauregard, Bienville, Bossier, Caddo, Calcasieu, Caldwell, Cameron, Catahoula, Claiborne, Concordia, De Soto, East Baton Rouge, East Carroll, East Feliciana, Evangeline, Franklin, Grant, Iberia, Iberville, Jackson, Jefferson, Jefferson Davis, Lafayette, Lafourche, La Salle, General, Livingston, Madison, Morehouse, Natchitoches, Orleans, Ouachita, Plaquemines, Pointe Coupee, Rapides, Red River, Richland, Sabine, St. Bernard, St. Charles, St. Helena, St. James, St. John the Baptist, St. Landry, St. Martin, St. Mary, St. Tammany, Tangipahoa, Tensas, Terrebonne, Union, Vermilion, Vernon, Washington, Webster, West Baton Rouge, West Carroll, West Feliciana, and Winn. The “Territory” shall also specifically include the following Texas counties: Cass, Dallas, Marion, Harris, Harrison, Panola, Shelby, Sabine, Newton, Orange, Travis, and Jefferson. The “Territory” shall also specifically include the following Arkansas counties: Miller, Lafayette, Columbia, Union, Ashley and Chicot. The “Territory” shall also specifically include the following Mississippi Counties: Issaquena, Warren, Clairborne, Jefferson, Adams, Wilkinson, Amite, Pike, Walthall, Marion, Pearl River and Hancock; (b) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) are limited to the parishes and counties identified in this paragraph; and (c) Employee agrees that the foregoing provides Employee with adequate notice of the geographic scope of the obligations contained in this Agreement by name of specific parish or parishes (and equivalents), municipality or municipalities, and/or parts thereof.

Maine

If Maine law applies, then: (a) the noncompetition obligations in Paragraph 4 will not apply to Employee’s if Employee’s earned wages are at or below 400% of the federal poverty level (see https://aspe.hhs.gov/2019-poverty-guidelines); and (b) if Employee is paid above this threshold, then Paragraph 4 will apply to Employee, but the obligations will not take effect until after one year of Employee’s employment with UA or a period of six (6) months from the date this Agreement is signed, whichever is later. Additionally, Employee represents and agrees that UA disclosed that the noncompete obligations were required prior to Employee’s offer of employment and provided a copy of this Agreement to Employee three (3) or more days in advance of any requirement to sign. Employee understands that UA is relying upon the truth of these representations by Employee in entering into the noncompete obligations with Employee, and Employee agrees not to assert any claim or defense contrary to these representations.

Massachusetts

If Massachusetts law applies, then: (a) the noncompetition obligations in Paragraph 4 will not apply post-employment, and the Company will not be required to pay the Non-Competition Payment described in Paragraph 6, if Employee’s employment is terminated without Cause or if Employee’s employment is terminated as part of a reduction in force. As used herein, “Cause” is: (i) a material breach by Employee of any of Employee’s material obligations under any applicable employment, confidentiality, non-solicitation or noncompetition agreement with the Company; (ii) Employee’s conviction of or entering a plea of guilty or nolo contendere to, or

admission to facts sufficient for a finding of guilt for, any crime constituting a felony or any misdemeanor involving fraud, dishonesty and/or moral turpitude under federal, state, local or foreign law; (iii) Employee’s neglect, refusal, or failure to: (1) meet the performance expectations for Employee’s position, (2) discharge Employee’s duties (other than due to physical or mental illness) commensurate with Employee’s title and function, or (3) Employee’s failure to comply with a lawful direction of the Company; (iv) the commission of any act or omission involving dishonesty, disloyalty or fraud with respect to the Company; (v) Employee’s breach of a statutory or common law duty of loyalty or fiduciary duty to the Company; (vi) Employee’s violation of the Company’s policies or procedures; (vii) any other willful misconduct by Employee which is or intends to be materially injurious to the financial condition or business reputation of, or is otherwise materially injurious to, the Company; or (viii) any other reason recognized under the common law; (b) Paragraph 12 regarding extension of post-employment obligations shall not apply to the noncompetition obligations in Paragraph 4. However, if Employee breaches Paragraph 4 of this Agreement, and also breaches Employee’s fiduciary duty to the Company and/or has unlawfully taken, physically or electronically, any of the Company’s property, then the Non-Competition Restricted Period in Paragraph 4 may be equitably extended by an enforcing court for a period not to exceed two (2) years from the last day of Employee’s employment with UA; and (c) the provisions of Paragraph 14 shall not apply.

Employee acknowledges that Employee has been advised to consult with an attorney about this Agreement and has been given an opportunity to do so and received a copy of this Agreement by the earlier of a formal offer of employment from UA or ten (10) business days before commencement of Employee’s employment with UA. For a current employee, Employee acknowledges that Employee has received a copy of this Agreement at least ten (10) business days before the Agreement is to be effective. Employee understands that UA is relying upon the truth of these representations by Employee in entering into the noncompete obligations with Employee, and Employee agrees not to assert any claim or defense contrary to these representations.

Personal Jurisdiction: To the extent either party pursues temporary and/or preliminary injunctive relief in court, Employee consents to the exclusive personal jurisdiction of the court located in the county where Employee resides and the business litigation session of the superior court in Suffolk County, Massachusetts with respect to all matters arising out of or related to this Agreement.

Minnesota

If Minnesota law applies, then: (a) Employee acknowledges they were provided with notice of this Agreement when offered employment and was aware that execution of an agreement with noncompetition and non-solicitation obligations was a requirement of employment when Employee accepted UA’s offer; and (b) the invention assignment obligations in this Agreement will not require the assignment of Employee’s rights in an invention for which no equipment, supplies, facility or trade secret information of the Company was used and which was developed entirely on Employee’s own time, and (1) which does not relate (a) directly to the business of the Company or (b) to the Company’s actual or demonstrably anticipated research or development, or (2) which does not result from any work performed by Employee for the Company. This notice satisfies Subd. 3 of Minn. Stat. 13A §181.78 (the “Minnesota Inventions Act”).

Missouri

If Missouri law applies, then the employee non-solicitation obligations in Paragraph 5(c) will be modified to exclude any employee who performs only secretarial or clerical services.

Montana

If Montana law applies, then: (a) the noncompetition obligations in Paragraph 4 shall be limited to situations where Employee’s conduct is aided by the use or disclosure of Confidential Information, including trade secrets; and (b) Paragraph 17 regarding jury trial waiver shall not apply.

Nebraska

If Nebraska law applies, then: (a) the noncompetition obligations in Paragraph 4 shall not apply; and (b) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall be revised to state that Employee will not solicit, sell to, divert, serve, accept or receive competing business from any Customer or Supplier that Employee personally, alone or in combination with others, handled, serviced, or solicited during the final twelve (12) months of Employee’s employment.

Nevada

If Nevada law applies, then: (a) the noncompetition obligations in Paragraph 4 will not become effective until Employee has been employed with UA for sixty (60) days or received $5,000 in wages from UA, whichever is first; and (b) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) do not preclude Employee from providing services to any Customer or Supplier, or Prospective Customer or Prospective Supplier, that (1) Employee did not solicit and (2) voluntarily chose to leave the Company and seek services from Employee, as long as Employee otherwise is complying with the limitations in this Agreement as to time and scope of activity to be restrained. Additionally, if UA terminates Employee’s employment as a result of a reduction in force, reorganization or similar restructuring, the noncompete obligations in Paragraph 4 only will be enforceable during the period in which the Company is paying Employee’s salary, benefits, or equivalent compensation, including without limitation, severance pay, if it elects to make such payments.

New Hampshire

If New Hampshire law applies, then: (a) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall not apply to Prospective Customers or Prospective Suppliers; and (b) Employee further acknowledges that if Employee is a new employee, Employee had advance notice (at least two (2) weeks) of the terms of this Agreement prior to having to accept UA’s offer of employment. Employee understands that UA is relying upon the truth of this representation by Employee in entering into this Agreement with Employee, and Employee agrees not to assert any claim or defense contrary to this representation.

New Jersey

If New Jersey law applies, then: (a) Paragraph 17 regarding jury trial waiver shall not apply; and (b) the invention assignment obligations in the Agreement shall be modified so as to comply with New Jersey Statutes Title 34. Labor and Workmen’s Compensation 34 § 1B-265 (NJ Rev Stat § 34:1B-265 (2017)) and will not require the assignment of Employee’s rights in an invention for which no equipment, supplies, facility or trade secret information of the Company was used and which was developed entirely on Employee’s own time, and (1) which does not relate (a) directly to the business of the Company or (b) to the Company’s actual or demonstrably anticipated research or development, or (2) which does not result from any work performed by Employee for the Company.

New York

If New York law applies, then the definitions of “Customers” and “Suppliers” are modified so the terms exclude those customers and/or suppliers of the Company who became a customer or supplier of the Company as a result of Employee’s independent contact and business development efforts with that customer or supplier prior to and independent from Employee’s employment with UA.

North Carolina

If North Carolina law applies, then: (a) Paragraph 17 regarding jury trial waiver shall not apply; and (b) the invention assignment obligations in the Agreement “shall not apply to an invention that the employee developed entirely on [their] own time without using the employer’s equipment, supplies, facility or trade secret information except for those inventions that (i) relate to the employer’s business or actual or demonstrably anticipated research or development, or (ii) result from any work performed by the employee for the employer. To the extent a provision in an employment agreement purports to apply to the type of invention described, it is against the public policy of this State and is unenforceable. The employee shall bear the burden of proof in establishing that his invention qualifies under this section.” (1981, c. 488, s. 1.)

North Dakota

If North Dakota law applies, then: (a) the noncompetition obligations in Paragraph 4 shall not apply; and (b) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall be limited to situations where Employee is aided in Employee’s conduct by the use or disclosure of the Company’s trade secrets (as defined by applicable law). Nothing in this paragraph shall be construed to limit or eliminate any rights or remedies the Company would have against Employee under trade secret law, unfair competition law, or other laws applicable in North Dakota absent this Agreement.

Oklahoma

If Oklahoma law applies, then: (a) the noncompetition obligations in Paragraph 4 shall not apply; (b) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) only shall preclude the direct solicitation of Customers and Suppliers on behalf of a Competitor Business; and (c) Paragraph 17 regarding jury trial waiver shall not apply.

Oregon

If Oregon law applies, then Employee acknowledges that Employee was notified in a written offer of employment received at least two weeks before the commencement of employment that a noncompetition agreement was a condition of employment. The noncompete obligations in Paragraph 4 will not apply to Employee if as of Employee’s last day of employment with UA: (a) the total amount of Employee’s gross salary and commissions, calculated on an annual basis does not exceed $100,533.00 (or as otherwise adjusted), or (b) Employee does not otherwise qualify under O.R.S. § 653.295; unless, the Company chooses to compensate Employee as provided for under O.R.S. § 653.295 (6).

Rhode Island

If Rhode Island law applies, then the noncompetition obligations in Paragraph 4 will not apply if Employee is classified as nonexempt under the Fair Labor Standards Act, is an undergraduate

or graduate student in an internship or short-term employment relationship, is 18 years of age or younger, or earns less than 250% of the federal poverty level.

Tennessee

If Tennessee law applies, then the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall not apply to Prospective Customers or Prospective Suppliers.

Texas

If Texas law applies, then Paragraph 14 shall not apply.

Utah

If Utah law applies, then the invention assignment obligations in this Agreement shall not require an assignment that would be contrary to Utah Code §34-39-3 which provides that:

1.An employment agreement between an employee and their employer is not enforceable against the employee to the extent that the agreement requires the employee to assign or license, or to offer to assign or license, to the employer any right or intellectual property in or to an invention that is: (a) created by the employee entirely on their own time; and (b) not an employment invention.

2.An agreement between an employee and their employer may require the employee to assign or license, or to offer to assign or license, to their employer any or all of their rights and intellectual property in or to an employment invention.

3.Subsection (1) does not apply to: (a) any right, intellectual property or invention that is required by law or by contract between the employer and the United States government or a state or local government to be assigned or licensed to the United States; or (b) an agreement between an employee and their employer which is not an employment agreement.

4.Notwithstanding Subsection (1), an agreement is enforceable under Subsection (1) if the employee’s employment or continuation of employment is not conditioned on the employee’s acceptance of such agreement and the employee receives a consideration under such agreement which is not compensation for employment.

5.Employment of the employee or the continuation of their employment is sufficient consideration to support the enforceability of an agreement under Subsection (2) whether or not the agreement recites such consideration.

6.An employer may require their employees to agree to an agreement within the scope of Subsection (2) as a condition of employment or the continuation of employment.

7.An employer may not require their employees to agree to anything unenforceable under Subsection (1) as a condition of employment or the continuation of employment.

8.Nothing in this chapter invalidates or renders unenforceable any employment agreement or provisions of an employment agreement unrelated to employment inventions.

Virginia

If Virginia law applies, then: (a) the noncompetition obligations in Paragraph 4(b) shall not apply; (b) the noncompetition obligations in Paragraphs 4(a) and the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) will not apply to Employee if Employee earns less than approximately $52,000 annually (or as otherwise provided by Code of Virginia §40.1-28.7:7 (the “Virginia Act”)), Employee’s earnings are less than the average weekly wage of the Commonwealth as determined pursuant to subsection B of §65.2-500, or Employee otherwise qualifies as a low-wage employee under the Virginia Act, unless Employee’s earnings are derived, in whole or in predominant part, from sales commissions, incentives, or bonuses; (c) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall not restrict Employee from providing a service to a Customer, Supplier, Prospective Customer, or Perspective Supplier if Employee does not initiate contact with or solicit the Customer, Supplier, Prospective Customer, or Perspective Supplier. However, Employee acknowledges that Employee understands they still are prohibited from using or disclosing Confidential Information; and (d) the Parties agree that the obligations in Paragraphs 4 and 5 are reasonably limited in nature and do not prohibit employment with a competing business in a non-competitive position.

Washington

If Washington law applies, then the following applies: (a) the noncompetition obligations in Paragraph 4 will not be enforced against Employee if Employee is laid off unless the Company agrees to pay Employee, at the time of layoff, the payments required by the Washington Act to keep Paragraph 4 in effect. For purposes of this section, “layoff” means termination of Employee’s employment by UA for reasons of UA’s insolvency or other purely economic factors, and specifically excludes termination of Employee’s employment for any other reason, either with or without cause; (b) the noncompetition obligations in Paragraph 4 will not be or become enforceable against Employee unless or until Employee earns more than $101,390 annually, or the otherwise adjusted equivalent in accordance with the requirements of Washington Noncompete Act (Chapter of Title 49 RCW enacting ESHB 1450 of the 66th Legislature, 2019 Regular Session) (the “Washington Act”). Employee further agrees that if, at the time Employee signs this Agreement, Employee does not earn at least $101,390 in Box 1 W-2 annual compensation (or as otherwise adjusted), then the noncompetition obligations in Paragraph 4 will automatically become enforceable against Employee if and when Employee begins earning at least $101,390 annually (or as otherwise adjusted); (c) Paragraph 14 shall not apply; (d) Paragraph 5(c) is modified to only prohibit solicitation of any employee to leave employment with the Company; (e) Paragraphs 5(a), 5(b), and 5(c) are modified to only prohibit solicitation of any Customer or Supplier to cease or reduce the extent to which it is doing business with the Company; in accordance with the definition of an enforceable “non-solicitation agreement” under the Washington Act; and (f) the invention assignment obligations in this Agreement shall be modified so as to comply with Wash. Rev. Code, Title 49 RCW: Labor Regs, Chptr 49.44.140 (the “Washington Inventions Act”) and will not require the assignment of Employee’s rights in an invention for which no equipment, supplies, facility, or trade secret information of the Company was used and which was developed entirely on Employee’s own time, unless (a) the invention relates (i) directly to the business of the Company, or (ii) to the Company’s actual or demonstrably anticipated research or development, or (b) the invention results from any work performed by Employee for the Company. This notice satisfies § (3) of the Washington Inventions Act.

Employee further acknowledges that if Employee is a new employee, Employee has had advance notice of the terms of this Agreement prior to accepting UA’s offer of employment. Employee understands that UA is relying upon the truth of these representations by Employee in

entering into the noncompete obligations with Employee, and Employee agrees not to assert any claim or defense contrary to these representations.

Wisconsin

If Wisconsin law applies, then: (a) the non-solicitation obligations in Paragraphs 5(a), 5(b), and 5(d) shall not apply to Prospective Customers or Prospective Suppliers; (b) Paragraph 12 regarding extension of post-employment obligations shall not apply; and (c) the employee non-solicitation obligations in Paragraph 5(c) will be limited to the solicitation of an employee who is in a Sensitive Position. An employee in a “Sensitive Position” refers to an employee who is in a management, supervisory, sales, research and development, or similar role where the employee is provided with Confidential Information or is involved in business dealings with the Company’s customers.

Exhibit 31.01

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Stephanie C. Linnartz, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Under Armour, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 08, 2023


			/s/ STEPHANIE C. LINNARTZ
			Stephanie C. Linnartz
			President and Chief Executive Officer Principal Executive Officer

Exhibit 31.02

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, David E. Bergman, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Under Armour, Inc.;

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 08, 2023


			/s/ DAVID E. BERGMAN
			David E. Bergman
			Chief Financial Officer Principal Financial Officer

Exhibit 32.01

Certification of Chief Executive Officer

Pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Under Armour, Inc. (the “Company”) hereby certifies, to such officer's knowledge, that:

(i) the quarterly report on Form 10-Q of the Company for the period ended June 30, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 08, 2023


			/s/ STEPHANIE C. LINNARTZ
			Stephanie C. Linnartz
			President and Chief Executive Officer Principal Executive Officer

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to Under Armour, Inc. and will be retained by Under Armour, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

Exhibit 32.02

Certification of Chief Financial Officer

(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 08, 2023


			/s/ DAVID E. BERGMAN
			David E. Bergman
			Chief Financial Officer Principal Financial Officer

Cover Page - shares	3 Months Ended
Cover Page - shares	Jun. 30, 2023	Jul. 31, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-33202
Entity Registrant Name	UNDER ARMOUR, INC.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	52-1990078
Entity Address, Address Line One	1020 Hull Street
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21230
City Area Code	410
Local Phone Number	468-2512
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001336917
Current Fiscal Year End Date	--03-31
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock
Trading Symbol	UAA
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		188,704,689
Class C Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class C Common Stock
Trading Symbol	UA
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		222,184,702
Class B Convertible Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		34,450,000

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Current assets
Cash and cash equivalents	$ 703,591	$ 711,910
Accounts receivable, net (Note 3)	695,455	759,860
Inventories	1,320,468	1,190,253
Prepaid expenses and other current assets, net	264,704	297,563
Total current assets	2,984,218	2,959,586
Property and equipment, net (Note 4)	679,114	672,736
Operating lease right-of-use assets (Note 5)	464,793	489,306
Goodwill (Note 6)	479,568	481,992
Intangible assets, net (Note 7)	8,616	8,940
Deferred income taxes (Note 17)	194,910	186,167
Other long-term assets	55,941	58,356
Total assets	4,867,160	4,857,083
Current liabilities
Current maturities of long-term debt (Note 9)	80,919	0
Accounts payable	714,189	649,116
Accrued expenses	333,638	354,643
Customer refund liabilities (Note 12)	136,017	160,533
Operating lease liabilities (Note 5)	139,878	140,990
Other current liabilities	59,565	51,609
Total current liabilities	1,464,206	1,356,891
Long-term debt, net of current maturities (Note 9)	594,107	674,478
Operating lease liabilities, non-current (Note 5)	677,121	705,713
Other long-term liabilities	126,316	121,598
Total liabilities	2,861,750	2,858,680
Stockholders' equity (Note 11)
Additional paid-in capital	1,149,183	1,136,536
Retained earnings	936,007	929,562
Accumulated other comprehensive income (loss)	(79,927)	(67,842)
Total stockholders' equity	2,005,410	1,998,403
Total liabilities and stockholders' equity	4,867,160	4,857,083
Class A Common Stock
Stockholders' equity (Note 11)
Common stock	63	63
Class B Convertible Common Stock
Stockholders' equity (Note 11)
Common stock	11	11
Class C Common Stock
Stockholders' equity (Note 11)
Common stock	$ 73	$ 73

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2023	Mar. 31, 2023
Class A Common Stock
Commons stock, par value (in dollars per share)	$ 0.0003	$ 0.0003
Common stock, authorized (in shares)	400,000,000	400,000,000
Common stock, shares issued (in shares)	188,704,689	188,704,689
Common stock, shares outstanding (in shares)	188,704,689	188,704,689
Class B Convertible Common Stock
Commons stock, par value (in dollars per share)	$ 0.0003	$ 0.0003
Common stock, authorized (in shares)	34,450,000	34,450,000
Common stock, shares issued (in shares)	34,450,000	34,450,000
Common stock, shares outstanding (in shares)	34,450,000	34,450,000
Class C Common Stock
Commons stock, par value (in dollars per share)	$ 0.0003	$ 0.0003
Common stock, authorized (in shares)	400,000,000	400,000,000
Common stock, shares issued (in shares)	222,060,064	221,346,517
Common stock, shares outstanding (in shares)	222,060,064	221,346,517

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Net revenues	$ 1,317,012	$ 1,349,057
Cost of goods sold	709,276	718,860
Gross profit	607,736	630,197
Selling, general and administrative expenses	586,806	595,714
Income (loss) from operations	20,930	34,483
Interest income (expense), net	(1,626)	(6,005)
Other income (expense), net	(6,385)	(14,241)
Income (loss) before income taxes	12,919	14,237
Income tax expense (benefit)	3,971	5,657
Income (loss) from equity method investments	(399)	(898)
Net income (loss)	$ 8,549	$ 7,682
Basic net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.02	$ 0.02
Diluted net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.02	$ 0.02
Weighted average common shares outstanding Class A, B and C common stock
Basic (in shares)	444,872	458,415
Diluted (in shares)	454,506	468,167

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 8,549	$ 7,682
Other comprehensive income (loss):
Foreign currency translation adjustment	4,553	(23,525)
Unrealized gain (loss) on cash flow hedges, net of tax benefit (expense) of $7,185 and $(9,179), for the three months ended June 30, 2023 and 2022, respectively.	(8,256)	42,482
Gain (loss) on intra-entity foreign currency transactions	(8,382)	(13,534)
Total other comprehensive income (loss)	(12,085)	5,423
Comprehensive income (loss)	$ (3,536)	$ 13,105

Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
Unrealized gain (loss) on cash flow hedges, net of tax benefit (expense)	$ 7,185	$ (9,179)

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Class A Common Stock	Class B Convertible Common Stock	Class C Common Stock	Common Stock	Common Stock Class A Common Stock	Common Stock Class B Convertible Common Stock	Common Stock Class C Common Stock	Additional Paid-in-Capital	Additional Paid-in-Capital Class C Common Stock	Retained Earnings	Accumulated Other Comprehensive Income (Loss)
Beginning balance (in shares) at Mar. 31, 2022						188,669,000	34,450,000	238,472,000
Beginning balance at Mar. 31, 2022	$ 1,728,954					$ 63	$ 11	$ 79	$ 1,046,961		$ 721,926	$ (40,086)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	(352)							$ (35)			(352)
Class C Common Stock repurchased (in shares)								(6,669,000)
Class C Common Stock repurchased	(25,000)				$ (2)				49,659		(74,657)
Issuance of common stock, net of forfeitures (in shares)								258,000
Issuance of common stock, net of forfeitures				$ 993						$ 993
Stock-based compensation expense	11,375								11,375
Comprehensive income (loss)	13,105										7,682	5,423
Ending balance (in shares) at Jun. 30, 2022						188,669,000	34,450,000	232,026,000
Ending balance at Jun. 30, 2022	1,729,075					$ 63	$ 11	$ 77	1,108,988		654,599	(34,663)
Beginning balance (in shares) at Mar. 31, 2023		188,704,689	34,450,000	221,346,517		188,705,000	34,450,000	221,347,000
Beginning balance at Mar. 31, 2023	1,998,403					$ 63	$ 11	$ 73	1,136,536		929,562	(67,842)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements	(2,104)							$ (301)			(2,104)
Class C Common Stock repurchased	0
Issuance of common stock, net of forfeitures (in shares)								1,014,000
Issuance of common stock, net of forfeitures		$ 0		$ 870						$ 870
Stock-based compensation expense	11,777								11,777
Comprehensive income (loss)	(3,536)										8,549	(12,085)
Ending balance (in shares) at Jun. 30, 2023		188,704,689	34,450,000	222,060,064		188,705,000	34,450,000	222,060,000
Ending balance at Jun. 30, 2023	$ 2,005,410					$ 63	$ 11	$ 73	$ 1,149,183		$ 936,007	$ (79,927)

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities
Net income (loss)	$ 8,549	$ 7,682
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization	36,169	34,321
Unrealized foreign currency exchange rate (gain) loss	8,230	7,856
Loss on disposal of property and equipment	405	322
Amortization of bond premium and debt issuance costs	548	548
Stock-based compensation	11,777	11,375
Deferred income taxes	(8,756)	(1,125)
Changes in reserves and allowances	12,005	194
Changes in operating assets and liabilities:
Accounts receivable	63,059	8,586
Inventories	(140,213)	(134,210)
Prepaid expenses and other assets	(7,206)	(8,113)
Other non-current assets	30,155	19,796
Accounts payable	46,854	96,319
Accrued expenses and other liabilities	(47,939)	43,524
Customer refund liability	(24,472)	(2,528)
Income taxes payable and receivable	11,866	2,949
Net cash provided by (used in) operating activities	1,031	87,496
Cash flows from investing activities
Purchases of property and equipment	(39,591)	(35,747)
Earn-out from the sale of MyFitnessPal platform	45,000	35,000
Net cash provided by (used in) investing activities	5,409	(747)
Cash flows from financing activities
Common shares repurchased	0	(25,000)
Employee taxes paid for shares withheld for income taxes	(2,104)	(352)
Proceeds from exercise of stock options and other stock issuances	870	993
Net cash provided by (used in) financing activities	(1,234)	(24,359)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(12,087)	(21,454)
Net increase (decrease) in cash, cash equivalents and restricted cash	(6,881)	40,936
Cash, cash equivalents and restricted cash
Beginning of period	727,726	1,022,126
End of period	720,845	1,063,062
Non-cash investing and financing activities
Change in accrual for property and equipment	(11,547)	4,677
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	703,591	1,049,413
Restricted cash	17,254	13,649
Total cash, cash equivalents and restricted cash	$ 720,845	$ 1,063,062

Description of Business and Basis of Presentation	3 Months Ended
Description of Business and Basis of Presentation	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Business Under Armour, Inc. (together with its wholly owned subsidiaries, the "Company") is a developer, marketer and distributor of branded athletic performance apparel, footwear and accessories. The Company creates products engineered to make athletes better with a vision to inspire performance solutions you never knew you needed and can't imagine living without. The Company's products are made, sold and worn worldwide. Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements are presented in U.S. Dollars and include the accounts of Under Armour, Inc. and its wholly owned subsidiaries. Certain information in footnote disclosures normally included in annual financial statements were condensed or omitted for the interim periods presented in accordance with the rules and regulations of the Securities and Exchange Commission (the "SEC") and accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim consolidated financial statements. In the opinion of management, all adjustments consisting of normal, recurring adjustments considered necessary for a fair statement of the financial position and results of operations were included. Intercompany balances and transactions were eliminated upon consolidation. Additionally, certain prior period comparative amounts in the condensed consolidated statement of shareholders' equity have been reclassified to conform to the current period presentation. Such reclassifications were not material and did not affect the condensed consolidated financial statements. The unaudited Condensed Consolidated Balance Sheet as of June 30, 2023 is derived from the audited financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2023 ("Fiscal 2023"), filed with the SEC on May 24, 2023 ("Annual Report on Form 10-K for Fiscal 2023"), which should be read in conjunction with these unaudited Condensed Consolidated Financial Statements. The unaudited results for the three months ended June 30, 2023, are not necessarily indicative of the results to be expected for the fiscal year ending March 31, 2024 ("Fiscal 2024"), or any other portions thereof. Management Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. These estimates, judgments and assumptions are evaluated on an on-going basis. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable at that time; however, actual results could differ from these estimates. As the impacts of major global events continue to evolve, estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require increased judgment. The extent to which the evolving events impact the Company's financial statements will depend on a number of factors including, but not limited to, any new information that may emerge concerning the severity of these major events and the actions that governments around the world may take in response. While the Company believes it has made appropriate accounting estimates and assumptions based on the facts and circumstances available as of this reporting date, the Company may experience further impacts based on long-term effects on the Company's customers and the countries in which the Company operates. Please see the risk factors discussed in Part I, Item 1A "Risk Factors" of the Company's Annual Report on Form 10-K for Fiscal 2023.

Recent Accounting Pronouncements	3 Months Ended
Recent Accounting Pronouncements	Jun. 30, 2023
Accounting Policies [Abstract]
RECENT ACCOUNTING PRONOUNCEMENTS	RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Account Pronouncements The Company assesses the applicability and impact of all Accounting Standard Updates ("ASUs") issued by the Financial Accounting Standards Board ("FASB"). The following ASU was adopted during the first quarter of Fiscal 2024. Supplier Finance Programs In September 2022, the FASB issued ASU 2022-04 "Liabilities - Supplier Finance Programs (Subtopic 405-50)" ("ASU 2022-04") which requires entities to disclose the key terms of supplier finance programs used in connection with the purchase of goods and services along with information about their obligations under these programs, including a rollforward of those obligations. The Company adopted ASU 2022-04 on April 1, 2023 on a retrospective basis, except for the amendments relating to the rollforward requirement, which are required to be adopted on April 1, 2024 on a prospective basis. The adoption did not have a material impact on the Company's Condensed Consolidated Financial Statements. Refer to Note 8 for a discussion of the Company's supply chain finance program. Recently Issued Accounting Pronouncements The Company assessed all recently issued ASUs and determined them to be either not applicable or expected to have no material impact on its consolidated financial position and results of operations.

Allowance For Doubtful Accounts

3 Months Ended

Jun. 30, 2023

Credit Loss [Abstract]

ALLOWANCE FOR DOUBTFUL ACCOUNTS


	Allowance for doubtful accounts - within accounts receivable, net		Allowance for doubtful accounts - within prepaid expenses and other current assets (1)
Balance as of March 31, 2023	$	10,813	$	227
Increases (decreases) to costs and expenses	1,496		—
Write-offs, net of recoveries	79		—
Balance as of June 30, 2023	$	12,388	$	227

(1) Includes an allowance pertaining to a royalty receivable.

Property and Equipment, Net

3 Months Ended

Jun. 30, 2023

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

Property and equipment consisted of the following:


	As of June 30, 2023		As of March 31, 2023
Leasehold and tenant improvements	$	476,002	$	462,721
Furniture, fixtures and displays	287,804		289,539
Buildings	69,256		48,632
Software	389,444		380,586
Office equipment	131,414		132,301
Plant equipment	178,197		178,194
Land	83,626		83,626
Construction in progress (1)	117,913		143,243
Other	16,656		17,837
Subtotal property and equipment	1,750,312		1,736,679
Accumulated depreciation	(1,071,198)		(1,063,943)
Property and equipment, net	$	679,114	$	672,736

Depreciation expense related to property and equipment was $35.8 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $33.9 million).

Leases

3 Months Ended

Jun. 30, 2023

Leases [Abstract]

LEASES

Lease Costs and Other Information


	Three months ended June 30,
	2023		2022
Operating lease costs	$	41,091	$	35,555
Variable lease costs	$	2,756	$	3,623

The weighted average remaining lease term and discount rate for the periods indicated below were as follows:


	As of June 30, 2023		As of March 31, 2023
Weighted average remaining lease term (in years)	7.99		8.03
Weighted average discount rate	4.86	%	4.69	%

Supplemental Cash Flow Information

The following table presents supplemental information relating to cash flow arising from lease transactions:


	Three months ended June 30,
	2023		2022
Operating cash outflows from operating leases	$	43,614	$	41,865
Leased assets obtained in exchange for new operating lease liabilities	$	5,380	$	19,589

Maturity of Lease Liabilities

The following table presents the future minimum lease payments under the Company's operating lease liabilities as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	129,494
2025	161,177
2026	128,644
2027	108,006
2028	91,134
2029 and thereafter	363,107
Total lease payments	$	981,562
Less: Interest	164,563
Total present value of lease liabilities	$	816,999

As of June 30, 2023, the Company has additional operating lease obligations that have not yet commenced of approximately $6.4 million, which are not reflected in the table above.

Goodwill

3 Months Ended

Jun. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL

GOODWILLThe following table summarizes changes in the carrying amount of the Company's goodwill by reportable segment as of the periods indicated:


	North America		EMEA		Asia-Pacific		Latin America		Total
Balance as of March 31, 2023	$	301,371	$	101,096	$	79,525	$	—	$	481,992
Effect of currency translation adjustment	—		1,561		(3,985)		—		(2,424)
Balance as of June 30, 2023	$	301,371	$	102,657	$	75,540	$	—	$	479,568

Intangible Assets, Net

3 Months Ended

Jun. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS, NET

The following tables summarize the Company's intangible assets as of the periods indicated:


	Useful Lives from Date of Acquisitions (in years)	As of June 30, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Customer relationships	2-6	8,559		(4,643)		3,916
Lease-related intangible assets	1-15	1,729		(1,623)		106
Total		$	10,288	$	(6,266)	$	4,022
Indefinite-lived intangible assets						4,594
Intangible assets, net						$	8,616


	Useful Lives from Date of Acquisitions (in years)	As of March 31, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Technology	5-7	$	2,536	$	(2,503)	$	33
Customer relationships	2-6	8,711		(4,377)		4,334
Lease-related intangible assets	1-15	1,664		(1,542)		122
Total		$	12,911	$	(8,422)	$	4,489
Indefinite-lived intangible assets						4,451
Intangible assets, net						$	8,940

Amortization expense, which is included in selling, general and administrative expenses, was $0.4 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $0.5 million).

The following is the estimated future amortization expense for the Company's intangible assets as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	1,128
2025	1,504
2026	1,381
2027	9
2028	—
2029 and thereafter	—
Total amortization expense of intangible assets	$	4,022

Supply Chain Finance Program	3 Months Ended
Supply Chain Finance Program	Jun. 30, 2023
Payables and Accruals [Abstract]
SUPPLY CHAIN FINANCE PROGRAM	SUPPLY CHAIN FINANCE PROGRAM The Company facilitates a supply chain finance program, administered through third party platforms, which provides participating suppliers with the opportunity to finance payments due from the Company with certain third-party financial institutions. Participating suppliers may, at their sole discretion, elect to finance one or more invoices of the Company prior to their scheduled due dates at a discounted price with the participating financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment dates, are not impacted by the supplier’s decision to finance amounts under these arrangements. As such, the outstanding payment obligations under the Company’s supply chain financing program are included within Accounts Payable in the Condensed Consolidated Balance Sheets and within operating activities in the Condensed Consolidated Statement of Cash Flows. The Company’s outstanding payment obligations under this program were $276.8 million as of June 30, 2023 (March 31, 2023: $250.8 million).

Credit Facility and Other Long Term Debt

3 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

CREDIT FACILITY AND OTHER LONG TERM DEBT

CREDIT FACILITY AND OTHER LONG-TERM DEBT

The Company's outstanding debt consisted of the following:


	As of June 30, 2023		As of March 31, 2023
1.50% Convertible Senior Notes due 2024	$	80,919	$	80,919
3.25% Senior Notes due 2026	600,000		600,000
Total principal payments due	680,919		680,919

Unamortized debt discount on Senior Notes	(750)		(814)
Unamortized debt issuance costs - Convertible Senior Notes	(165)		(267)
Unamortized debt issuance costs - Senior Notes	(1,593)		(1,728)
Unamortized debt issuance costs - Credit facility	(3,385)		(3,632)
Total amount outstanding	675,026		674,478
Less:
Current portion of long-term debt:
1.50% Convertible Senior Notes due 2024	80,919		—

Non-current portion of long-term debt	$	594,107	$	674,478

Credit Facility

1.50% Convertible Senior Notes

day of the measurement period was less than 98% of the product of the last reported sale price of the Company's Class C Common Stock and the conversion rate on each such trading day;

•upon the occurrence of specified corporate events or distributions on the Company's Class C Common Stock; or

•if the Company calls any Convertible Senior Notes for redemption prior to the close of business on the business day immediately preceding January 1, 2024.

3.250% Senior Notes

Interest Expense

The following are the scheduled maturities of long-term debt as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	—
2025	80,919
2026	—
2027	600,000
2028	—
2029 and thereafter	—
Total scheduled maturities of long-term debt	$	680,919

Current maturities of long-term debt	$	80,919

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES From time to time, the Company is involved in litigation and other proceedings, including matters related to commercial and intellectual property disputes, as well as trade, regulatory and other claims related to its business. Other than as described below, the Company believes that all current proceedings are routine in nature and incidental to the conduct of its business. However, the matters described below, if decided adversely to or settled by the Company, could result, individually or in the aggregate, in a liability material to the Company's consolidated financial position, results of operations or cash flows. In re Under Armour Securities Litigation On March 23, 2017, three separate securities cases previously filed against the Company in the United States District Court for the District of Maryland (the "District Court") were consolidated under the caption In re Under Armour Securities Litigation, Case No. 17-cv-00388-RDB (the "Consolidated Securities Action"). On November 6 and December 17, 2019, two additional putative securities class actions were filed in the District Court against the Company and certain of its current and former executives (captioned Patel v. Under Armour, Inc., No. 1:19-cv-03209-RDB ("Patel"), and Waronker v. Under Armour, Inc., No. 1:19-cv-03581-RDB ("Waronker"), respectively). On September 14, 2020, the District Court issued an order that, among other things, consolidated the Patel and Waronker cases into the Consolidated Securities Action. The operative complaint (the Third Amended Complaint or the "TAC") in the Consolidated Securities Action, was filed on October 14, 2020. The TAC asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), against the Company and Mr. Plank and under Section 20A of the Exchange Act against Mr. Plank. The TAC alleges that the defendants supposedly concealed purportedly declining consumer demand for certain of the Company's products between the third quarter of 2015 and the fourth quarter of 2016 by making allegedly false and misleading statements regarding the Company's performance and future prospects and by engaging in undisclosed and allegedly improper sales and accounting practices, including shifting sales between quarterly periods allegedly to appear healthier. The TAC also alleges that the defendants purportedly failed to disclose that the Company was under investigation by and cooperating with the U.S. Department of Justice ("DOJ") and the U.S. Securities and Exchange Commission (the "SEC") since July 2017. The class period identified in the TAC is September 16, 2015 through November 1, 2019. Discovery in the Consolidated Securities Action commenced on June 4, 2021 and is currently ongoing. On July 23, 2021, the Company and Mr. Plank filed an answer to the TAC denying all allegations of wrongdoing and asserting affirmative defenses to the claims asserted in the TAC. On December 1, 2021, the plaintiffs filed a motion seeking, among other things, certification of the class they are seeking to represent in the Consolidated Securities Action. On September 29, 2022, the court granted the plaintiffs' class certification motion. The Company continues to believe that the claims asserted in the Consolidated Securities Action are without merit and intends to defend the lawsuit vigorously. State Court Derivative Complaints In June and July 2018, two purported stockholder derivative complaints were filed in Maryland state court (in cases captioned Kenney v. Plank, et al. (filed June 29, 2018) and Luger v. Plank, et al. (filed July 26, 2018), respectively). The cases were consolidated on October 19, 2018 under the caption Kenney v. Plank, et. al. The consolidated complaint in the Kenney matter names Mr. Plank, certain other current and former members of the Company's Board of Directors, certain former Company executives, and Sagamore Development Company, LLC ("Sagamore") as defendants, and names the Company as a nominal defendant. The consolidated complaint asserts breach of fiduciary duty, unjust enrichment, and corporate waste claims against the individual defendants and asserts a claim against Sagamore for aiding and abetting certain of the alleged breaches of fiduciary duty. The consolidated complaint seeks damages on behalf of the Company and certain corporate governance related actions. The consolidated complaint includes allegations challenging, among other things, the Company's disclosures related to growth and consumer demand for certain of the Company's products, as well as stock sales by certain individual defendants. The consolidated complaint also makes allegations related to the Company's 2016 purchase from entities controlled by Mr. Plank (through Sagamore) of certain parcels of land to accommodate the Company's growth needs, which was approved by the Audit Committee of the Company's Board of Directors in accordance with the Company's policy on transactions with related persons. On March 29, 2019, the court in the consolidated Kenney action granted the Company's and the defendants' motion to stay that case pending the outcome of both the Consolidated Securities Action and an earlier-filed derivative action asserting similar claims to those asserted in the Kenney action relating to the Company's purchase of parcels in the Baltimore Peninsula, an area of Baltimore previously referred to as Port Covington (which derivative action has since been dismissed in its entirety). Prior to the filing of the derivative complaints in Kenney v. Plank, et al. and Luger v. Plank, et al., both of the purported stockholders had sent the Company's Board of Directors a letter demanding that the Company pursue claims similar to the claims asserted in the derivative complaints. Following an investigation, a majority of disinterested and independent directors of the Company determined that the claims should not be pursued by the Company and both of these purported stockholders were informed of that determination. In 2020, two additional purported shareholder derivative complaints were filed in Maryland state court, in cases captioned Cordell v. Plank, et al. (filed August 11, 2020) and Salo v. Plank, et al. (filed October 21, 2020), respectively. Prior to the filing of the derivative complaints in these two actions, neither of the purported stockholders made a demand that the Company's Board of Directors pursue the claims asserted in the complaints. In October 2021, the court issued an order (i) consolidating the Cordell and Salo actions with the consolidated Kenney action into a single consolidated derivative action (the "Consolidated State Derivative Action"); (ii) designating the Kenney action as the lead case; and (iii) specifying that the scheduling order in the Kenney action shall control the Consolidated State Derivative Action. The Company believes that the claims asserted in the Consolidated State Derivative Action are without merit and intends to defend this matter vigorously. However, because of the inherent uncertainty as to the outcome of this proceeding, the Company is unable at this time to estimate the possible impact of the outcome of this matter. Federal Court Derivative Complaints On January 27, 2021, the District Court entered an order consolidating for all purposes four separate stockholder derivative cases that previously had been filed in the court. On February 2, 2023, the District Court issued an order appointing Balraj Paul and Anthony Viskovich as lead plaintiffs (“Derivative Lead Plaintiffs”), appointing counsel for the Derivative Lead Plaintiffs as lead counsel, and recaptioning the consolidated case as Paul et al. v. Plank et al. (the “Federal Court Derivative Action”). Prior to their filing derivative complaints, both of the Derivative Lead Plaintiffs had sent the Company's Board of Directors a letter demanding that the Company pursue claims similar to the claims asserted in the derivative complaints. Following an investigation, a majority of disinterested and independent directors of the Company determined that the claims should not be pursued by the Company, and the Derivative Lead Plaintiffs were informed of that determination. On March 16, 2023, the District Court issued an order granting a motion for voluntary dismissal without prejudice that had been filed by the plaintiff in one of the four derivative cases who had not been appointed as a lead plaintiff. The other three consolidated derivative cases remain pending as part of the Federal Court Derivative Action. On April 24, 2023, the Derivative Lead Plaintiffs designated an operative complaint in the Federal Court Derivative Action. The operative complaint names Mr. Plank, certain other current and former members of the Company's Board of Directors, and certain other current and former Company executives as defendants, and names the Company as a nominal defendant. It asserts allegations similar to those in the TAC filed in the Consolidated Securities Action matter discussed above, including allegations challenging (i) the Company's disclosures related to growth and consumer demand for certain of the Company's products; (ii) the Company's practice of shifting sales between quarterly periods supposedly to appear healthier and its purported failure to disclose that practice; (iii) the Company's internal controls with respect to revenue recognition and inventory management; and (iv) the Company's supposed failure to timely disclose investigations by the SEC and DOJ. The operative complaint asserts breach of fiduciary duty and unjust enrichment claims against the defendants, and asserts a contribution claim under the federal securities laws against certain defendants. The operative complaint seeks damages on behalf of the Company, and also seeks certain corporate governance related actions. The Company and the defendants filed a motion to dismiss the operative complaint on June 23, 2023. Briefing in connection with that motion is not yet complete. The Company believes that the claims asserted in the Federal Court Derivative Action are without merit and intends to defend this matter vigorously. However, because of the inherent uncertainty as to the outcome of this proceeding, the Company is unable at this time to estimate the possible impact of the outcome of this matter. Contingencies In accordance with Accounting Standards Codification (“ASC”) Topic 450 “Contingencies” (“Topic 450”), the Company establishes accruals for contingencies when (i) the Company believes it is probable that a loss will be incurred and (ii) the amount of the loss can be reasonably estimated. If the reasonable estimate is a range, the Company will accrue the best estimate in that range; where no best estimate can be determined, the Company will accrue the minimum. As of June 30, 2023, the Company has estimated its liability and recorded $20 million in respect of certain ongoing legal proceedings summarized above. The timing of the resolution is unknown and the amount of loss ultimately incurred in connection with these matters may be substantially higher than the amount accrued for these matters, and the Company expects a portion of the loss, if any is incurred, to be covered by the Company’s insurance. Legal proceedings for which no accrual has been established are disclosed to the extent required by ASC 450. In addition, in connection with the matters described above and previously disclosed government investigations, the Company provided notice of claims under multiple director and officer liability insurance policy periods. With respect to one policy period, a lawsuit was filed against the Company by certain of its insurance carriers seeking a declaration that no further amounts will be payable with respect to that policy period and with respect to one carrier, reimbursement for $10 million in defense and investigation costs previously paid to the Company. On April 26, 2023, the Company and one of its insurance carriers resolved the dispute related to that carrier’s claims for a declaration that no further amounts would be payable and seeking reimbursement of previously paid amounts. The resolution resulted in no reimbursement payable by the Company. The other carriers remaining in the case continue to seek a declaration that no further amounts will be payable with respect to that policy period. The timing of the resolution is unknown for the remaining claims in this matter. From time to time, the Company’s view regarding probability of loss with respect to outstanding legal proceedings will change, proceedings for which the Company is able to estimate a loss or range of loss will change, and the estimates themselves will change. In addition, while many matters presented in financial disclosures involve significant judgment and may be subject to significant uncertainties, estimates with respect to legal proceedings are subject to particular uncertainties. Other than as described above, the Company believes that all current proceedings are routine in nature and incidental to the conduct of its business. However, the matters described above, if decided adversely to or settled by the Company, could result, individually or in the aggregate, in a liability material to the Company's consolidated financial position, results of operations or cash flows.

Stockholders' Equity	3 Months Ended
Stockholders' Equity	Jun. 30, 2023
Stockholders' Equity Note [Abstract]
STOCKHOLDERS’ EQUITY	STOCKHOLDERS' EQUITY The Company's Class A Common Stock and Class B Convertible Common Stock have an authorized number of 400.0 million shares and 34.45 million shares, respectively, and each have a par value of $0.0003 1/3 per share as of June 30, 2023. Holders of Class A Common Stock and Class B Convertible Common Stock have identical rights, including liquidation preferences, except that the holders of Class A Common Stock are entitled to one vote per share and holders of Class B Convertible Common Stock are entitled to 10 votes per share on all matters submitted to a stockholder vote. Class B Convertible Common Stock may only be held by Kevin Plank, the Company's founder, Executive Chair and Brand Chief, or a related party of Mr. Plank, as defined in the Company's charter. As a result, Mr. Plank has a majority voting control over the Company. Upon the transfer of shares of Class B Convertible Stock to a person other than Mr. Plank or a related party of Mr. Plank, the shares automatically convert into shares of Class A Common Stock on a one-for-one basis. In addition, all of the outstanding shares of Class B Convertible Common Stock will automatically convert into shares of Class A Common Stock on a one-for-one basis upon the death or disability of Mr. Plank or on the record date for any stockholders' meeting upon which the shares of Class A Common Stock and Class B Convertible Common Stock beneficially owned by Mr. Plank is less than 15% of the total shares of Class A Common Stock and Class B Convertible Common Stock outstanding or upon the other events specified in the Class C Articles Supplementary to the Company's charter as documented below. Holders of the Company's common stock are entitled to receive dividends when and if authorized and declared out of assets legally available for the payment of dividends. The Company's Class C Common Stock has an authorized number of 400.0 million shares and has a par value of $0.0003 1/3 per share as of June 30, 2023. The terms of the Class C Common Stock are substantially identical to those of the Company's Class A Common Stock, except that the Class C Common Stock has no voting rights (except in limited circumstances), will automatically convert into Class A Common Stock under certain circumstances and includes provisions intended to ensure equal treatment of Class C Common Stock and Class B Common Stock in certain corporate transactions, such as mergers, consolidations, statutory share exchanges, conversions or negotiated tender offers, and including consideration incidental to these transactions. Share Repurchase Program On February 23, 2022, the Company's Board of Directors authorized the Company to repurchase up to $500 million (exclusive of fees and commissions) of outstanding shares of the Company's Class C Common Stock over the next two years. The Class C Common Stock may be repurchased from time to time at prevailing prices in the open market, through plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, via private purchases through forward, derivative, accelerated share repurchase transactions or otherwise, subject to applicable regulatory restrictions on volume, pricing and timing. The timing and amount of any repurchases will depend on market conditions, the Company's financial condition, results of operations, liquidity and other factors. No shares were repurchased under the share repurchase program during the three months ended June 30, 2023 (three months ended June 30, 2022: 6.7 million shares of Class C Common Stock repurchased and immediately retired). As of the date of this Quarterly Report on Form 10-Q, the Company has repurchased a total of $425 million or 34.9 million outstanding shares of its Class C Common Stock under its share repurchase program.

Revenues

3 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

REVENUES

REVENUESThe following tables summarize the Company's net revenues by product category and distribution channels:


	Three Months Ended June 30,
	2023		2022
Apparel	$	824,660	$	868,428
Footwear	363,670		347,251
Accessories	97,862		96,831
Net Sales	1,286,192		1,312,510
License revenues	25,072		28,135
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057


	Three Months Ended June 30,
	2023		2022
Wholesale	$	741,958	$	791,686
Direct-to-consumer	544,234		520,824
Net Sales	1,286,192		1,312,510
License revenues	25,072		28,135
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057


	As of June 30, 2023		As of March 31, 2023
Customer refund liability	$	136,017	$	160,533
Inventory associated with reserves for sales returns	$	32,925	$	40,661

Contract Liabilities

Other Employee Benefits	3 Months Ended
Other Employee Benefits	Jun. 30, 2023
Retirement Benefits [Abstract]
OTHER EMPLOYEE BENEFITS	OTHER EMPLOYEE BENEFITS The Company offers a 401(k) Deferred Compensation Plan for the benefit of eligible employees. Employee contributions are voluntary and subject to Internal Revenue Service limitations. The Company matches a portion of the participant's contribution and recorded expense of $3.4 million for the three months ended June 30, 2023 (three months ended June 30, 2022: $1.6 million). In addition, the Company offers the Under Armour, Inc. Deferred Compensation Plan (the "Deferred Compensation Plan") which allows a select group of management or highly compensated employees, as approved by the Human Capital and Compensation Committee of the Board of Directors, to make an annual base salary and/or bonus deferral for each year. As of June 30, 2023, the Deferred Compensation Plan obligations, which are included in other long-term liabilities on the Condensed Consolidated Balance Sheets were $14.6 million (March 31, 2023: $14.1 million). The Company established a Rabbi Trust to fund obligations to participants in the Deferred Compensation Plan. As of June 30, 2023, the assets held in the Rabbi Trust were trust owned life insurance ("TOLI") policies with cash-surrender values of $8.0 million (March 31, 2023: $7.7 million). These assets are consolidated and are included in other long-term assets on the Condensed Consolidated Balance Sheets. Refer to Note 15 for a discussion of the fair value measurements of the assets held in the Rabbi Trust and the Deferred Compensation Plan obligations.

Stock Based Compensation

3 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

STOCK BASED COMPENSATION

Awards Granted to Employees and Non-Employee Directors

A summary of each of these plans is as follows:

Employee Stock Compensation Plan

Non-Employee Director Compensation Plan

Employee Stock Purchase Plan

Awards granted to Certain Marketing and Other Partners

Summary by Award Classification:

Stock Options

A summary of the Company's stock options activity for the three months ended June 30, 2023 is presented below:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Total Intrinsic Value
Outstanding at March 31, 2023	1,578	$	19.44	4.82	$	—
Granted, at fair market value	—	—		—	—
Exercised	—	—		—	—
Forfeited	—	—		—	—
Outstanding at June 30, 2023	1,578	$	19.44	4.57	$	—
Options exercisable at June 30, 2023	1,503	$	19.66	4.47	$	—

Restricted Stock and Restricted Stock Unit Awards

A summary of the Company's restricted stock and restricted stock unit awards activity for the three months ended June 30, 2023 is presented below:


	Number of Restricted Shares	Weighted Average Grant Date Fair Value
Outstanding at March 31, 2023	7,658	$	13.01
Granted	15,863	7.84
Forfeited	(488)	12.12
Vested	(873)	14.21
Outstanding at June 30, 2023	22,160	$	9.28

Fair Value Measurements

3 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS


Level 1:			Observable inputs such as quoted prices in active markets;

Level 2:			Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

Level 3:			Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Financial assets and liabilities measured at fair value on a recurring basis

The Company's financial assets (liabilities) measured at fair value on a recurring basis consisted of the following types of instruments as of the following periods:


	June 30, 2023						March 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative foreign currency contracts (see Note 16)	$	—	$	(18,403)	$	—	$	—	$	(3,127)	$	—
TOLI policies held by the Rabbi Trust (see Note 13)	$	—	$	8,042	$	—	$	—	$	7,691	$	—
Deferred Compensation Plan obligations (see Note 13)	$	—	$	(14,641)	$	—	$	—	$	(14,082)	$	—

The fair value of long-term debt is estimated based upon quoted prices for similar instruments or quoted prices for identical instruments in inactive markets (Level 2).

As of June 30, 2023, the fair value of the Convertible Senior Notes was $78.2 million (March 31, 2023: $85.8 million).

As of June 30, 2023, the fair value of the Senior Notes was $551.6 million (March 31, 2023: $553.9 million).

Assets and liabilities measured at fair value on a non-recurring basis

Risk Management and Derivatives

3 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

RISK MANAGEMENT AND DERIVATIVES

The Company's foreign exchange risk management program consists of designated cash flow hedges and undesignated hedges. As of June 30, 2023, the Company has hedge instruments primarily for:

•British Pound/U.S. Dollar;

•U.S. Dollar/Chinese Renminbi;

•Euro/U.S. Dollar;

•U.S. Dollar/Canadian Dollar;

•U.S. Dollar/Mexican Peso; and

•U.S. Dollar/Korean Won.

All derivatives are recognized on the Condensed Consolidated Balance Sheets at fair value and classified based on the instrument's maturity date.


	Balance Sheet Classification	June 30, 2023		March 31, 2023
Derivatives designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	19,845	$	22,473
Foreign currency contracts	Other long-term assets	2,239		619
Total derivative assets designated as hedging instruments		$	22,084	$	23,092

Foreign currency contracts	Other current liabilities	$	30,863	$	21,622
Foreign currency contracts	Other long-term liabilities	9,362		5,769
Total derivative liabilities designated as hedging instruments		$	40,225	$	27,391

Derivatives not designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	5,818	$	3,408
Total derivative assets not designated as hedging instruments		$	5,818	$	3,408

Foreign currency contracts	Other current liabilities	$	8,988	$	6,563
Foreign currency contracts	Other long-term liabilities	—		4
Total derivative liabilities not designated as hedging instruments		$	8,988	$	6,567


	Three Months Ended June 30,
	2023				2022
	Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues	$	1,317,012	$	4,475	$	1,349,057	$	6,554
Cost of goods sold	$	709,276	$	294	$	718,860	$	(1,948)
Interest income (expense), net	$	(1,626)	$	(9)	$	(6,005)	$	(9)
Other income (expense), net	$	(6,385)	$	—	$	(14,241)	$	—

The following tables present the amounts affecting the Condensed Consolidated Statements of Comprehensive Income (Loss):


	Balance as of March 31, 2023		Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives		Amount of gain (loss) reclassified from other comprehensive income (loss) into income		Balance as of June 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(4,764)	$	(10,681)	$	4,769	$	(20,214)
Interest rate swaps	(458)		—		(9)		(449)
Total designated as cash flow hedges	$	(5,222)	$	(10,681)	$	4,760	$	(20,663)


	Balance as of March 31, 2022		Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives		Amount of gain (loss) reclassified from other comprehensive income (loss) into income		Balance as of June 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	41	$	56,258	$	4,606	$	51,693
Interest rate swaps	(495)		—		(9)		(486)
Total designated as cash flow hedges	$	(454)	$	56,258	$	4,597	$	51,207


	Three months ended June 30,
	2023				2022
	Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net	$	(6,385)	$	(2,312)	$	(14,241)	$	(4,002)

Cash Flow Hedges

Undesignated Derivative Instruments

Credit Risk

credit quality of these financial institutions and considers the risk of counterparty default to be minimal.

Provision for Income Taxes	3 Months Ended
Provision for Income Taxes	Jun. 30, 2023
Income Tax Disclosure [Abstract]
PROVISION FOR INCOME TAXES	PROVISION FOR INCOME TAXES For the period ended June 30, 2023, the Company computes its quarterly income tax provision under the effective tax rate method by applying an estimated anticipated annual effective rate to the Company's year-to-date earnings, except for significant and unusual or extraordinary transactions. Losses from jurisdictions for which no benefit can be recognized are excluded from the overall computations of the estimated annual effective tax rate and a separate estimated annual effective tax rate is computed and applied to earnings in the loss jurisdiction. Income tax provision for any significant and unusual or extraordinary transactions are computed and recorded in the period in which the specific transaction occurs. The effective rates for income taxes were 30.7% and 39.7% for the three months ended June 30, 2023 and 2022, respectively. The decrease in the Company’s effective tax rate was primarily driven by the lapping of discrete items in the period ended June 30, 2022, partially offset by a reduction in tax benefits attributable to valuation allowance releases in the period ended June 30, 2023 compared to the period ended June 30, 2022. Valuation Allowance The Company evaluates on a quarterly basis whether the deferred tax assets are realizable which requires significant judgment. The Company considers all available positive and negative evidence, including historical operating performance and expectations of future operating performance. To the extent the Company believes it is more likely than not that all or some portion of the asset will not be realized, valuation allowances are established against the Company's deferred tax assets, which increase income tax expense in the period when such a determination is made. As noted in the Company's Annual Report on Form 10-K for Fiscal 2023, a significant portion of the Company’s deferred tax assets relate to United States state taxing jurisdictions. Realization of these deferred tax assets is dependent on future United States pre-tax earnings. As of June 30, 2023, the Company continues to believe that the weight of the negative evidence outweighs the positive evidence regarding the realization of the Company’s United States state deferred tax assets. Accordingly, the Company continues to maintain a valuation allowance on these deferred tax assets. Furthermore, valuation allowances have also been recorded against a portion of foreign deferred tax assets in jurisdictions where the weight of negative evidence outweighs the positive evidence regarding the realization of deferred tax assets. As of each reporting date, management considers new evidence, both positive and negative, that could affect its view of the future realization of deferred tax assets. The Company's current forecast for the United States indicates that it is reasonably possible that a portion of the state deferred taxes could be realizable during the current fiscal year-end based on near term trend towards three-year cumulative taxable earnings. The actualization of these forecasted results may potentially outweigh the negative evidence, resulting in a reversal of a portion or all of previously recorded state valuation allowances in the United States. The release of valuation allowances would result in a benefit to income tax expense in the period the release is recorded, which could have a material impact on net income. The timing and amount of the potential valuation allowance release are subject to significant management judgment, as well as prospective pre-tax earnings in the United States. The Company will continue to evaluate its ability to realize its net deferred tax assets on a quarterly basis.

Earnings per Share

3 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

EARNINGS PER SHARE

The following represents a reconciliation from basic net income (loss) per share to diluted net income (loss) per share:


	Three Months Ended June 30,
	2023		2022
Numerator
Net income (loss) - Basic	$	8,549	$	7,682
Interest on Convertible Senior Notes due 2024, net of tax	225		225
Net income (loss) - Diluted	$	8,774	$	7,907
Denominator
Weighted average common shares outstanding Class A, B and C - Basic	444,872		458,415
Dilutive effect of Class A, B, and C securities	1,392		1,510
Dilutive effect of Convertible Senior Notes due 2024	8,242		8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C	454,506		468,167

Class A and Class C securities excluded as anti-dilutive (1)	22,592		8,458

Basic net income (loss) per share of Class A, B and C common stock	$	0.02	$	0.02
Diluted net income (loss) per share of Class A, B and C common stock	$	0.02	$	0.02

Segment Data

3 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

SEGMENT DATA

The following tables summarize the Company's net revenues and operating income (loss) by its geographic segments. Intercompany balances were eliminated for separate disclosure:


	Three Months Ended June 30,
	2023		2022
Net revenues
North America	$	826,652	$	909,356
EMEA	226,641		205,181
Asia-Pacific	202,232		176,665
Latin America	55,739		49,443
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057


	Three Months Ended June 30,
	2023		2022
Operating income (loss)
North America	$	158,051	$	189,924
EMEA	30,949		18,181
Asia-Pacific	15,398		19,945
Latin America	5,777		6,234
Corporate Other	(189,245)		(199,801)
Total operating income (loss)	20,930		34,483
Interest expense, net	(1,626)		(6,005)
Other income (expense), net	(6,385)		(14,241)
Income (loss) before income taxes	$	12,919	$	14,237

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022
Pay vs Performance Disclosure
Net income (loss) - Basic	$ 8,549	$ 7,682

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jun. 30, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Recent Accounting Pronouncements (Policies)

3 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation

Management Estimates

Recently Adopted Account Pronouncements and Recently Issued Accounting Pronouncements

Recently Adopted Account Pronouncements

Supplier Finance Programs

Recently Issued Accounting Pronouncements

The Company assessed all recently issued ASUs and determined them to be either not applicable or expected to have no material impact on its consolidated financial position and results of operations.

Fair Value of Financial Instruments

The fair value accounting guidance outlines a valuation framework, creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures, and prioritizes the inputs used in measuring fair value as follows:


Level 1:			Observable inputs such as quoted prices in active markets;

Level 2:			Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

Level 3:			Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Allowance For Doubtful Accounts (Tables)

3 Months Ended

Jun. 30, 2023

Credit Loss [Abstract]

Schedule of Financing Receivable, Allowance for Credit Loss

The following table illustrates the activity in the Company's allowance for doubtful accounts:


	Allowance for doubtful accounts - within accounts receivable, net		Allowance for doubtful accounts - within prepaid expenses and other current assets (1)
Balance as of March 31, 2023	$	10,813	$	227
Increases (decreases) to costs and expenses	1,496		—
Write-offs, net of recoveries	79		—
Balance as of June 30, 2023	$	12,388	$	227

(1) Includes an allowance pertaining to a royalty receivable.

Property and Equipment, Net (Tables)

3 Months Ended

Jun. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property and equipment consisted of the following:


	As of June 30, 2023		As of March 31, 2023
Leasehold and tenant improvements	$	476,002	$	462,721
Furniture, fixtures and displays	287,804		289,539
Buildings	69,256		48,632
Software	389,444		380,586
Office equipment	131,414		132,301
Plant equipment	178,197		178,194
Land	83,626		83,626
Construction in progress (1)	117,913		143,243
Other	16,656		17,837
Subtotal property and equipment	1,750,312		1,736,679
Accumulated depreciation	(1,071,198)		(1,063,943)
Property and equipment, net	$	679,114	$	672,736

Leases (Tables)

3 Months Ended

Jun. 30, 2023

Leases [Abstract]

Schedule of Lease Costs

The following table illustrates operating and variable lease costs, included in selling, general and administrative expenses within the Company's Condensed Consolidated Statement of Operations, for the periods indicated:


	Three months ended June 30,
	2023		2022
Operating lease costs	$	41,091	$	35,555
Variable lease costs	$	2,756	$	3,623

The weighted average remaining lease term and discount rate for the periods indicated below were as follows:


	As of June 30, 2023		As of March 31, 2023
Weighted average remaining lease term (in years)	7.99		8.03
Weighted average discount rate	4.86	%	4.69	%

Supplemental Cash Flow Information

The following table presents supplemental information relating to cash flow arising from lease transactions:


	Three months ended June 30,
	2023		2022
Operating cash outflows from operating leases	$	43,614	$	41,865
Leased assets obtained in exchange for new operating lease liabilities	$	5,380	$	19,589

Schedule of Operating Lease Liability Maturity

The following table presents the future minimum lease payments under the Company's operating lease liabilities as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	129,494
2025	161,177
2026	128,644
2027	108,006
2028	91,134
2029 and thereafter	363,107
Total lease payments	$	981,562
Less: Interest	164,563
Total present value of lease liabilities	$	816,999

Goodwill (Tables)

3 Months Ended

Jun. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following table summarizes changes in the carrying amount of the Company's goodwill by reportable segment as of the periods indicated:


	North America		EMEA		Asia-Pacific		Latin America		Total
Balance as of March 31, 2023	$	301,371	$	101,096	$	79,525	$	—	$	481,992
Effect of currency translation adjustment	—		1,561		(3,985)		—		(2,424)
Balance as of June 30, 2023	$	301,371	$	102,657	$	75,540	$	—	$	479,568

Intangible Assets, Net (Tables)

3 Months Ended

Jun. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

The following tables summarize the Company's intangible assets as of the periods indicated:


	Useful Lives from Date of Acquisitions (in years)	As of June 30, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Customer relationships	2-6	8,559		(4,643)		3,916
Lease-related intangible assets	1-15	1,729		(1,623)		106
Total		$	10,288	$	(6,266)	$	4,022
Indefinite-lived intangible assets						4,594
Intangible assets, net						$	8,616


	Useful Lives from Date of Acquisitions (in years)	As of March 31, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Intangible assets subject to amortization:
Technology	5-7	$	2,536	$	(2,503)	$	33
Customer relationships	2-6	8,711		(4,377)		4,334
Lease-related intangible assets	1-15	1,664		(1,542)		122
Total		$	12,911	$	(8,422)	$	4,489
Indefinite-lived intangible assets						4,451
Intangible assets, net						$	8,940

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The following is the estimated future amortization expense for the Company's intangible assets as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	1,128
2025	1,504
2026	1,381
2027	9
2028	—
2029 and thereafter	—
Total amortization expense of intangible assets	$	4,022

Credit Facility and Other Long Term Debt (Tables)

3 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Schedule of Components of Outstanding Debt

The Company's outstanding debt consisted of the following:


	As of June 30, 2023		As of March 31, 2023
1.50% Convertible Senior Notes due 2024	$	80,919	$	80,919
3.25% Senior Notes due 2026	600,000		600,000
Total principal payments due	680,919		680,919

Unamortized debt discount on Senior Notes	(750)		(814)
Unamortized debt issuance costs - Convertible Senior Notes	(165)		(267)
Unamortized debt issuance costs - Senior Notes	(1,593)		(1,728)
Unamortized debt issuance costs - Credit facility	(3,385)		(3,632)
Total amount outstanding	675,026		674,478
Less:
Current portion of long-term debt:
1.50% Convertible Senior Notes due 2024	80,919		—

Non-current portion of long-term debt	$	594,107	$	674,478

Schedule of Maturities of Long-term Debt

The following are the scheduled maturities of long-term debt as of June 30, 2023:


Fiscal year ending March 31,
2024 (nine months ending)	$	—
2025	80,919
2026	—
2027	600,000
2028	—
2029 and thereafter	—
Total scheduled maturities of long-term debt	$	680,919

Current maturities of long-term debt	$	80,919

Revenues (Tables)

3 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Net Revenues by Product Category

The following tables summarize the Company's net revenues by product category and distribution channels:


	Three Months Ended June 30,
	2023		2022
Apparel	$	824,660	$	868,428
Footwear	363,670		347,251
Accessories	97,862		96,831
Net Sales	1,286,192		1,312,510
License revenues	25,072		28,135
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057


	Three Months Ended June 30,
	2023		2022
Wholesale	$	741,958	$	791,686
Direct-to-consumer	544,234		520,824
Net Sales	1,286,192		1,312,510
License revenues	25,072		28,135
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057

Schedule of Customer Refund Liability and Inventory Associated with the Reserves

The following table presents the customer refund liability, as well as the associated value of inventory for the periods indicated:


	As of June 30, 2023		As of March 31, 2023
Customer refund liability	$	136,017	$	160,533
Inventory associated with reserves for sales returns	$	32,925	$	40,661

Stock Based Compensation (Tables)

3 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Share-based Payment Arrangement, Option, Activity

A summary of the Company's stock options activity for the three months ended June 30, 2023 is presented below:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Total Intrinsic Value
Outstanding at March 31, 2023	1,578	$	19.44	4.82	$	—
Granted, at fair market value	—	—		—	—
Exercised	—	—		—	—
Forfeited	—	—		—	—
Outstanding at June 30, 2023	1,578	$	19.44	4.57	$	—
Options exercisable at June 30, 2023	1,503	$	19.66	4.47	$	—

Schedule of Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity

A summary of the Company's restricted stock and restricted stock unit awards activity for the three months ended June 30, 2023 is presented below:


	Number of Restricted Shares	Weighted Average Grant Date Fair Value
Outstanding at March 31, 2023	7,658	$	13.01
Granted	15,863	7.84
Forfeited	(488)	12.12
Vested	(873)	14.21
Outstanding at June 30, 2023	22,160	$	9.28

Fair Value Measurements (Tables)

3 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and (Liabilities) Measured at Fair Value

The Company's financial assets (liabilities) measured at fair value on a recurring basis consisted of the following types of instruments as of the following periods:


	June 30, 2023						March 31, 2023
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Derivative foreign currency contracts (see Note 16)	$	—	$	(18,403)	$	—	$	—	$	(3,127)	$	—
TOLI policies held by the Rabbi Trust (see Note 13)	$	—	$	8,042	$	—	$	—	$	7,691	$	—
Deferred Compensation Plan obligations (see Note 13)	$	—	$	(14,641)	$	—	$	—	$	(14,082)	$	—

Risk Management and Derivatives (Tables)

3 Months Ended

Jun. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivatives Balance Sheet Location


	Balance Sheet Classification	June 30, 2023		March 31, 2023
Derivatives designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	19,845	$	22,473
Foreign currency contracts	Other long-term assets	2,239		619
Total derivative assets designated as hedging instruments		$	22,084	$	23,092

Foreign currency contracts	Other current liabilities	$	30,863	$	21,622
Foreign currency contracts	Other long-term liabilities	9,362		5,769
Total derivative liabilities designated as hedging instruments		$	40,225	$	27,391

Derivatives not designated as hedging instruments under ASC 815
Foreign currency contracts	Other current assets	$	5,818	$	3,408
Total derivative assets not designated as hedging instruments		$	5,818	$	3,408

Foreign currency contracts	Other current liabilities	$	8,988	$	6,563
Foreign currency contracts	Other long-term liabilities	—		4
Total derivative liabilities not designated as hedging instruments		$	8,988	$	6,567

Schedule of Effects of Cash Flow Hedges


	Three Months Ended June 30,
	2023				2022
	Total		Amount of Gain (Loss) on Cash Flow Hedge Activity		Total		Amount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues	$	1,317,012	$	4,475	$	1,349,057	$	6,554
Cost of goods sold	$	709,276	$	294	$	718,860	$	(1,948)
Interest income (expense), net	$	(1,626)	$	(9)	$	(6,005)	$	(9)
Other income (expense), net	$	(6,385)	$	—	$	(14,241)	$	—

Schedule of Cash Flows in AOCI

The following tables present the amounts affecting the Condensed Consolidated Statements of Comprehensive Income (Loss):


	Balance as of March 31, 2023		Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives		Amount of gain (loss) reclassified from other comprehensive income (loss) into income		Balance as of June 30, 2023
Derivatives designated as cash flow hedges
Foreign currency contracts	$	(4,764)	$	(10,681)	$	4,769	$	(20,214)
Interest rate swaps	(458)		—		(9)		(449)
Total designated as cash flow hedges	$	(5,222)	$	(10,681)	$	4,760	$	(20,663)


	Balance as of March 31, 2022		Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives		Amount of gain (loss) reclassified from other comprehensive income (loss) into income		Balance as of June 30, 2022
Derivatives designated as cash flow hedges
Foreign currency contracts	$	41	$	56,258	$	4,606	$	51,693
Interest rate swaps	(495)		—		(9)		(486)
Total designated as cash flow hedges	$	(454)	$	56,258	$	4,597	$	51,207

Schedule of Fair Value Hedging Activity


	Three months ended June 30,
	2023				2022
	Total		Amount of Gain (Loss) on Fair Value Hedge Activity		Total		Amount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net	$	(6,385)	$	(2,312)	$	(14,241)	$	(4,002)

Earnings per Share (Tables)

3 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Schedule of Reconciliation of Basic Earnings per Share to Diluted Earnings per Share

The following represents a reconciliation from basic net income (loss) per share to diluted net income (loss) per share:


	Three Months Ended June 30,
	2023		2022
Numerator
Net income (loss) - Basic	$	8,549	$	7,682
Interest on Convertible Senior Notes due 2024, net of tax	225		225
Net income (loss) - Diluted	$	8,774	$	7,907
Denominator
Weighted average common shares outstanding Class A, B and C - Basic	444,872		458,415
Dilutive effect of Class A, B, and C securities	1,392		1,510
Dilutive effect of Convertible Senior Notes due 2024	8,242		8,242
Weighted average common shares and dilutive securities outstanding Class A, B, and C	454,506		468,167

Class A and Class C securities excluded as anti-dilutive (1)	22,592		8,458

Basic net income (loss) per share of Class A, B and C common stock	$	0.02	$	0.02
Diluted net income (loss) per share of Class A, B and C common stock	$	0.02	$	0.02

Segment Data (Tables)

3 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

Schedule of Reconciliation of Revenue from Segments to Consolidated

The following tables summarize the Company's net revenues and operating income (loss) by its geographic segments. Intercompany balances were eliminated for separate disclosure:


	Three Months Ended June 30,
	2023		2022
Net revenues
North America	$	826,652	$	909,356
EMEA	226,641		205,181
Asia-Pacific	202,232		176,665
Latin America	55,739		49,443
Corporate Other	5,748		8,412
Total net revenues	$	1,317,012	$	1,349,057

Schedule of Reconciliation of Operating Profit (Loss) and Long Lived Assets from Segments to Consolidated


	Three Months Ended June 30,
	2023		2022
Operating income (loss)
North America	$	158,051	$	189,924
EMEA	30,949		18,181
Asia-Pacific	15,398		19,945
Latin America	5,777		6,234
Corporate Other	(189,245)		(199,801)
Total operating income (loss)	20,930		34,483
Interest expense, net	(1,626)		(6,005)
Other income (expense), net	(6,385)		(14,241)
Income (loss) before income taxes	$	12,919	$	14,237

Allowance For Doubtful Accounts - Schedule of Financing Receivable, Allowance for Credit Loss (Details) $ in Thousands	3 Months Ended
	Jun. 30, 2023 USD ($)
Allowance for doubtful accounts - within accounts receivable, net
Beginning balance	$ 10,813
Increases (decreases) to costs and expenses	1,496
Write-offs, net of recoveries	79
Ending balance	12,388
Allowance for doubtful accounts - within prepaid expenses and other current assets
Beginning balance	227
Increases (decreases) to costs and expenses	0
Write-offs, net of recoveries	0
Ending balance	$ 227

Property and Equipment, Net- Components Of Property And Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	$ 1,750,312	$ 1,736,679
Accumulated depreciation	(1,071,198)	(1,063,943)
Property and equipment, net	679,114	672,736
Leasehold and tenant improvements
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	476,002	462,721
Furniture, fixtures and displays
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	287,804	289,539
Buildings
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	69,256	48,632
Software
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	389,444	380,586
Office equipment
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	131,414	132,301
Plant equipment
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	178,197	178,194
Land
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	83,626	83,626
Construction in progress
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	117,913	143,243
Other
Property, Plant and Equipment [Line Items]
Subtotal property and equipment	$ 16,656	$ 17,837

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 35.8	$ 33.9

Leases - Leases Costs (Details) - USD ($) $ in Thousands	3 Months Ended
Leases - Leases Costs (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023
Leases [Abstract]
Operating lease costs	$ 41,091	$ 35,555
Variable lease costs	$ 2,756	3,623
Weighted average remaining lease term (in years)	7 years 11 months 26 days		8 years 10 days
Weighted average discount rate	4.86%		4.69%
Operating cash outflows from operating leases	$ 43,614	41,865
Leased assets obtained in exchange for new operating lease liabilities	$ 5,380	$ 19,589

Leases - Maturities of Lease Liabilities (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Leases [Abstract]
2024 (nine months ending)	$ 129,494
2025	161,177
2026	128,644
2027	108,006
2028	91,134
2029 and thereafter	363,107
Total lease payments	981,562
Less: Interest	164,563
Total present value of lease liabilities	$ 816,999

Leases - Narrative (Details) $ in Millions	Jun. 30, 2023 USD ($)
Leases [Abstract]
Leases not yet commenced	$ 6.4

Goodwill - Changes in Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Jun. 30, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 481,992
Effect of currency translation adjustment	(2,424)
Goodwill, ending balance	479,568
North America
Goodwill [Roll Forward]
Goodwill, beginning balance	301,371
Effect of currency translation adjustment	0
Goodwill, ending balance	301,371
EMEA
Goodwill [Roll Forward]
Goodwill, beginning balance	101,096
Effect of currency translation adjustment	1,561
Goodwill, ending balance	102,657
Asia-Pacific
Goodwill [Roll Forward]
Goodwill, beginning balance	79,525
Effect of currency translation adjustment	(3,985)
Goodwill, ending balance	75,540
Latin America
Goodwill [Roll Forward]
Goodwill, beginning balance	0
Effect of currency translation adjustment	0
Goodwill, ending balance	$ 0

Intangible Assets, Net - Schedule Of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 10,288	$ 12,911
Accumulated Amortization	(6,266)	(8,422)
Net Carrying Amount	4,022	4,489
Indefinite-lived intangible assets	4,594	4,451
Intangible assets, net	8,616	8,940
Technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount		2,536
Accumulated Amortization		(2,503)
Net Carrying Amount		33
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	8,559	8,711
Accumulated Amortization	(4,643)	(4,377)
Net Carrying Amount	3,916	4,334
Lease-related intangible assets
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,729	1,664
Accumulated Amortization	(1,623)	(1,542)
Net Carrying Amount	$ 106	$ 122
Minimum \| Technology
Finite-Lived Intangible Assets [Line Items]
Useful Lives from Date of Acquisitions (in years)		5 years
Minimum \| Customer relationships
Finite-Lived Intangible Assets [Line Items]
Useful Lives from Date of Acquisitions (in years)	2 years	2 years
Minimum \| Lease-related intangible assets
Finite-Lived Intangible Assets [Line Items]
Useful Lives from Date of Acquisitions (in years)	1 year	1 year
Maximum \| Technology
Finite-Lived Intangible Assets [Line Items]
Useful Lives from Date of Acquisitions (in years)		7 years
Maximum \| Customer relationships
Finite-Lived Intangible Assets [Line Items]
Useful Lives from Date of Acquisitions (in years)	6 years	6 years
Maximum \| Lease-related intangible assets
Finite-Lived Intangible Assets [Line Items]
Useful Lives from Date of Acquisitions (in years)	15 years	15 years

Intangible Assets, Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 0.4	$ 0.5
Technology
Finite-Lived Intangible Assets [Line Items]
Reduction for fully amortized intangible assets	2.5
Reduction of accumulated amortization for fully amortized assets	$ 2.5

Intangible Assets, Net - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (nine months ending)	$ 1,128
2025	1,504
2026	1,381
2027	9
2028	0
2029 and thereafter	0
Net Carrying Amount	$ 4,022	$ 4,489

Supply Chain Finance Program (Details) - USD ($) $ in Millions	Jun. 30, 2023	Mar. 31, 2023
Payables and Accruals [Abstract]
Outstanding payment obligations	$ 276.8	$ 250.8

Credit Facility and Other Long Term Debt - Components of Convertible Senior Notes (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2016
Debt Instrument [Line Items]
Total principal payments due	$ 680,919	$ 680,919
Total amount outstanding	675,026	674,478
Current maturities of long-term debt (Note 9)	80,919	0
Non-current portion of long-term debt	594,107	674,478
Credit Facility
Debt Instrument [Line Items]
Unamortized debt issuance costs - Credit facility	(3,385)	(3,632)
1.50% Convertible Senior Notes
Debt Instrument [Line Items]
Current maturities of long-term debt (Note 9)	$ 80,919	0
Stated interest rate, percentage	1.50%
1.50% Convertible Senior Notes \| Convertible Notes
Debt Instrument [Line Items]
Total principal payments due	$ 80,919	80,919
Unamortized debt issuance costs - Credit facility	$ (165)	(267)
Stated interest rate, percentage	1.50%
3.25% Senior Notes \| Senior Notes
Debt Instrument [Line Items]
Total principal payments due	$ 600,000	600,000
Unamortized debt discount on Senior Notes	(750)	(814)
Unamortized debt issuance costs - Credit facility	$ (1,593)	$ (1,728)	$ (5,400)
Stated interest rate, percentage	3.25%		3.25%

Credit Facility and Other Long Term Debt - Credit Facility (Details)	3 Months Ended
	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)
Debt Instrument [Line Items]
Outstanding under credit facility	$ 680,919,000	$ 680,919,000
LIBOR \| Minimum
Debt Instrument [Line Items]
Variable rate (as percent)	1.00%
LIBOR \| Maximum
Debt Instrument [Line Items]
Variable rate (as percent)	1.75%
Base Rate \| Minimum
Debt Instrument [Line Items]
Variable rate (as percent)	0.00%
Base Rate \| Maximum
Debt Instrument [Line Items]
Variable rate (as percent)	0.75%
Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 50,000,000
Letters of credit outstanding	$ 4,300,000	4,400,000
Revolving Credit Facility
Debt Instrument [Line Items]
Long-term debt	1 year
Credit Agreement
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 300,000,000
Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity	1,100,000,000
Outstanding under credit facility	$ 0	$ 0
Covenant, consolidated EBITDA to consolidated interest expense ratio, greater than or equal	3.50
Debt, leverage covenant, consolidated total indebtedness to consolidated EBITDA ratio less than or equal	3.25
Commitment fee percentage	0.175%

Credit Facility and Other Long Term Debt - Senior Notes, Capped Call Transaction and Interest Expense (Details)	1 Months Ended
	May 31, 2020 d $ / shares	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Jun. 30, 2016 USD ($)
1.50% Convertible Senior Notes
Debt Instrument [Line Items]
Stated interest rate, percentage		1.50%
Aggregate principal		$ 80,900,000
Initial conversion rate	0.1018589
Debt conversion price (in dollars per share) \| $ / shares	$ 9.82
Trading days (whether or not consecutive) \| d	20
Consecutive trading days \| d	30
Percentage of stock price	130.00%
Business period	5 days
Measurement period	5 days
Measurement period, percentage	98.00%
Redemption price, percentage of principal repurchased	100.00%
Cap call transaction cap price per share (in dollars per share) \| $ / shares	$ 13.4750
Premium over last reported sale price, percentage	75.00%
3.25% Senior Notes \| Senior Notes
Debt Instrument [Line Items]
Stated interest rate, percentage		3.25%		3.25%
Aggregate principal				$ 600,000,000
Deferred financing costs		$ 1,593,000	$ 1,728,000	$ 5,400,000

Credit Facility and Other Long Term Debt - Interest Expense Related to Convertible Senior Notes (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Debt Disclosure [Abstract]
Interest income (expense), net	$ (1,626)	$ (6,005)

Credit Facility and Other Long Term Debt - Scheduled Maturities Of Long Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Debt Disclosure [Abstract]
2024 (nine months ending)	$ 0
2025	80,919
2026	0
2027	600,000
2028	0
2029 and thereafter	0
Total scheduled maturities of long-term debt	680,919	$ 680,919
Current maturities of long-term debt (Note 9)	$ 80,919	$ 0

Commitments and Contingencies (Details) $ in Millions			1 Months Ended	2 Months Ended
Commitments and Contingencies (Details) $ in Millions	Mar. 16, 2023 case	Jan. 27, 2021 case	Dec. 17, 2019 case	Oct. 21, 2020 case	Jul. 31, 2018 case	Jun. 30, 2023 USD ($)	Mar. 23, 2017 case
Loss Contingencies [Line Items]
Estimated liability \| $						$ 20
Defense and investigation costs previously paid. \| $						$ 10
Under Armour Securities Litigation, Case No. 17-cv-00388-RDB \| Pending Litigation
Loss Contingencies [Line Items]
Pending claims							3
Securities Class Actions
Loss Contingencies [Line Items]
Number of complaints			2
Derivative Complaints
Loss Contingencies [Line Items]
Number of complaints	4	4		2	2
Number of complaints dismissed	1
Derivative Complaints \| Pending Litigation
Loss Contingencies [Line Items]
Number of complaints	3

Stockholders' Equity (Details)		3 Months Ended
Stockholders' Equity (Details)	Feb. 23, 2022 USD ($)	Jun. 30, 2023 USD ($) vote $ / shares shares	Jun. 30, 2022 USD ($) shares	Mar. 31, 2023 $ / shares shares
Class of Stock [Line Items]
Stock repurchased and retired during period, value \| $		$ 0	$ 25,000,000
Class C Common Stock Repurchase Program
Class of Stock [Line Items]
Stock repurchase program, authorized amount \| $	$ 500,000,000
Stock repurchase program, period in force	2 years
Stock repurchased and retired during period, shares (in shares)		34,900,000
Stock repurchased and retired during period, value \| $		$ 425,000,000
Class A Common Stock
Class of Stock [Line Items]
Common stock, authorized (in shares)		400,000,000		400,000,000
Commons stock, par value (in dollars per share) \| $ / shares		$ 0.0003		$ 0.0003
Number of votes per share \| vote		1
Shares issued upon conversion (in shares)		1
Class B Convertible Common Stock
Class of Stock [Line Items]
Common stock, authorized (in shares)		34,450,000		34,450,000
Commons stock, par value (in dollars per share) \| $ / shares		$ 0.0003		$ 0.0003
Number of votes per share \| vote		10
Class A Common Stock And Class B Convertible Common Stock \| Minimum
Class of Stock [Line Items]
Beneficial ownership percentage of CEO		15.00%
Common Class C
Class of Stock [Line Items]
Common stock, authorized (in shares)		400,000,000		400,000,000
Commons stock, par value (in dollars per share) \| $ / shares		$ 0.0003		$ 0.0003
Common Stock
Class of Stock [Line Items]
Stock repurchased and retired during period, shares (in shares)		0	6,700,000

Revenues - Net Revenues By Product Category and Distribution Channels (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Segment Reporting Information [Line Items]
Net revenues	$ 1,317,012	$ 1,349,057
Wholesale
Segment Reporting Information [Line Items]
Revenues	741,958	791,686
Direct-to-consumer
Segment Reporting Information [Line Items]
Revenues	544,234	520,824
Corporate Other
Segment Reporting Information [Line Items]
Net revenues	5,748	8,412
Apparel
Segment Reporting Information [Line Items]
Revenues	824,660	868,428
Footwear
Segment Reporting Information [Line Items]
Revenues	363,670	347,251
Accessories
Segment Reporting Information [Line Items]
Revenues	97,862	96,831
Net Sales
Segment Reporting Information [Line Items]
Revenues	1,286,192	1,312,510
License revenues
Segment Reporting Information [Line Items]
Revenues	$ 25,072	$ 28,135

Revenues - Customer Refund Liability (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Customer refund liability
Disaggregation of Revenue [Line Items]
Reserves for customer returns allowances markdowns and discounts	$ 136,017	$ 160,533
Inventory associated with reserves for sales returns
Disaggregation of Revenue [Line Items]
Reserves for customer returns allowances markdowns and discounts	$ 32,925	$ 40,661

Revenues - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
Revenues - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Contract liability	$ 26.2		$ 25.9
Revenue recognized	$ 3.2	$ 4.8

Other Employee Benefits (Details) - USD ($) $ in Millions	3 Months Ended
Other Employee Benefits (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022	Mar. 31, 2023
Retirement Benefits [Abstract]
401(k) contribution matching expense	$ 3.4	$ 1.6
Deferred compensation plan obligations	14.6		$ 14.1
TOLI policies held by the Rabbi Trust	$ 8.0		$ 7.7

Stock Based Compensation - Stock Compensation Plans (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2023 USD ($) installment $ / shares shares	Jun. 30, 2022 USD ($) shares	Mar. 31, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation \| $	$ 11,777	$ 11,375
Number of equal annual vesting installments \| installment	3
Options outstanding, number of underlying shares (in shares)	1,578,000		1,578,000
Marketing and Consulting Partners
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs \| $	$ 77,700
Unrecognized compensation costs, period for recognition	10 years 8 months 23 days
Additional share based compensation \| $	$ 2,300	800
Employees and Non-Employee Directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation \| $	10,300	11,400
Unrecognized compensation costs \| $	$ 101,900
Unrecognized compensation costs, period for recognition	2 years 3 months 14 days
Stock option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term	10 years
Deferred Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options outstanding, number of underlying shares (in shares)	800,000
2005 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of stock awards \| $	$ 150
Vesting percentage	100.00%
2005 Plan \| Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	8,300,000
2005 Plan \| Common Class C
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	17,400,000
2005 Plan \| Performance Based Restricted Stock Units \| Certain Executives and Key Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Additional share based compensation \| $	$ 300	$ 400
Shares granted (in shares)	1,000,000
Shares granted (in dollars per share) \| $ / shares	$ 9.13
2005 Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (over)	2 years
2005 Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period (over)	5 years
Director Compensation Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of stock awards \| $	$ 100
Obligation to issue share (in shares)	1
Period shares delivered following termination of director's service	6 months
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
ESPP discount rate from fair market value	15.00%
ESPP \| Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	2,700,000
ESPP \| Common Class C
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	1,000,000
ESPP shares granted during period (in shares)	145,200	121,400

Stock Based Compensation - Schedule Of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Jun. 30, 2023	Mar. 31, 2023
Number of Stock Options
Outstanding, beginning of year (in shares)	1,578,000
Granted, at fair market value (in shares)	0
Exercised (in shares)	0
Forfeited (in shares)	0
Outstanding, end of year (in shares)	1,578,000	1,578,000
Options exercisable, end of year (in shares)	1,503,000
Weighted Average Exercise Price
Outstanding, beginning of year (in dollars per share)	$ 19.44
Granted, at fair market value (in dollars per share)	0
Exercised (in dollars per share)	0
Forfeited (in dollars per share)	0
Outstanding, end of year (in dollars per share)	19.44	$ 19.44
Options exercisable, weighted average exercise price per share (in dollars per share)	$ 19.66
Weighted average remaining contractual life (in years)	4 years 6 months 25 days	4 years 9 months 25 days
Options exercisable, weighted average remaining contractual life (in years)	4 years 5 months 19 days
Options outstanding, total intrinsic value	$ 0	$ 0
Options exercisable, end of year	$ 0

Stock Based Compensation - Schedule Of Restricted Stock And Restricted Stock Units (Details) - Restricted Stock and Restricted Stock Units	3 Months Ended
	Jun. 30, 2023 $ / shares shares
Number of Restricted Shares
Outstanding, beginning of year (in shares) \| shares	7,658,000
Granted (in shares) \| shares	15,863,000
Forfeited (in shares) \| shares	(488,000)
Vested (in shares) \| shares	(873,000)
Outstanding, end of year (in shares) \| shares	22,160,000
Weighted Average Grant Date Fair Value
Outstanding, beginning of year (in dollars per share) \| $ / shares	$ 13.01
Granted (in dollars per share) \| $ / shares	7.84
Forfeited (in dollars per share) \| $ / shares	12.12
Vested (in dollars per share) \| $ / shares	14.21
Outstanding, end of year (in dollars per share) \| $ / shares	$ 9.28

Fair Value Measurements - Financial Assets And (Liabilities) Measured At Fair Value (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
TOLI policies held by the Rabbi Trust (see Note 13)	$ 8,000	$ 7,700
Deferred Compensation Plan obligations (see Note 13)	(14,600)	(14,100)
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
TOLI policies held by the Rabbi Trust (see Note 13)	0	0
Deferred Compensation Plan obligations (see Note 13)	0	0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
TOLI policies held by the Rabbi Trust (see Note 13)	8,042	7,691
Deferred Compensation Plan obligations (see Note 13)	(14,641)	(14,082)
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
TOLI policies held by the Rabbi Trust (see Note 13)	0	0
Deferred Compensation Plan obligations (see Note 13)	0	0
Foreign currency contracts \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative foreign currency contracts (see Note 16)	0	0
Foreign currency contracts \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative foreign currency contracts (see Note 16)	(18,403)	(3,127)
Foreign currency contracts \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative foreign currency contracts (see Note 16)	$ 0	$ 0

Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Mar. 31, 2023
Convertible Senior Notes
Debt Instrument [Line Items]
Fair value	$ 78.2	$ 85.8
Senior Notes
Debt Instrument [Line Items]
Fair value	$ 551.6	$ 553.9

Risk Management and Derivatives - Balance Sheet Location (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023
Designated as Hedging Instrument
Derivatives, Fair Value [Line Items]
Derivative assets	$ 22,084	$ 23,092
Derivative liabilities	40,225	27,391
Designated as Hedging Instrument \| Foreign currency contracts \| Other current assets
Derivatives, Fair Value [Line Items]
Derivative assets	19,845	22,473
Designated as Hedging Instrument \| Foreign currency contracts \| Other long-term assets
Derivatives, Fair Value [Line Items]
Derivative assets	2,239	619
Designated as Hedging Instrument \| Foreign currency contracts \| Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	30,863	21,622
Designated as Hedging Instrument \| Foreign currency contracts \| Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	9,362	5,769
Not Designated as Hedging Instrument
Derivatives, Fair Value [Line Items]
Derivative assets	5,818	3,408
Derivative liabilities	8,988	6,567
Not Designated as Hedging Instrument \| Foreign currency contracts \| Other current assets
Derivatives, Fair Value [Line Items]
Derivative assets	5,818	3,408
Not Designated as Hedging Instrument \| Foreign currency contracts \| Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	8,988	6,563
Not Designated as Hedging Instrument \| Foreign currency contracts \| Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liabilities	$ 0	$ 4

Risk Management and Derivatives - Hedging Activity (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Derivative Instruments, Gain (Loss) [Line Items]
Net revenues	$ 1,317,012	$ 1,349,057
Cost of goods sold	709,276	718,860
Interest income (expense), net	(1,626)	(6,005)
Other income (expense), net	(6,385)	(14,241)
Net revenues
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	4,475	6,554
Cost of goods sold
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	294	(1,948)
Interest income (expense), net
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	(9)	(9)
Other income (expense), net
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) on Cash Flow Hedge Activity	$ 0	$ 0

Risk Management and Derivatives - Derivative Other Comprehensive Income Rollforward (Details) - Cash Flow Hedges - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Derivative Asset (Liability) Rollforward [Roll Forward]
Derivative assets (liabilities), beginning balance	$ (5,222)	$ (454)
Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives	(10,681)	56,258
Amount of gain (loss) reclassified from other comprehensive income (loss) into income	4,760	4,597
Derivative assets (liabilities), ending balance	(20,663)	51,207
Foreign currency contracts
Derivative Asset (Liability) Rollforward [Roll Forward]
Derivative assets (liabilities), beginning balance	(4,764)	41
Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives	(10,681)	56,258
Amount of gain (loss) reclassified from other comprehensive income (loss) into income	4,769	4,606
Derivative assets (liabilities), ending balance	(20,214)	51,693
Interest rate swaps
Derivative Asset (Liability) Rollforward [Roll Forward]
Derivative assets (liabilities), beginning balance	(458)	(495)
Amount of gain (loss) recognized in other comprehensive income (loss) on derivatives	0	0
Amount of gain (loss) reclassified from other comprehensive income (loss) into income	(9)	(9)
Derivative assets (liabilities), ending balance	$ (449)	$ (486)

Risk Management and Derivatives - Effects of Undesignated Derivatives and Fair Value Hedge Activities (Details) - USD ($) $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Derivative [Line Items]
Other income (expense), net	$ (6,385)	$ (14,241)
Other income (expense), net
Derivative [Line Items]
Amount of Gain (Loss) on Fair Value Hedge Activity	$ (2,312)	$ (4,002)

Risk Management and Derivatives - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2023	Mar. 31, 2023
Derivative [Line Items]
Minimum maturity	1 month
Maximum maturity	24 months
Foreign currency contracts \| Not Designated as Hedging Instrument
Derivative [Line Items]
Notional amount	$ 430.0	$ 396.7
Cash Flow Hedges \| Foreign currency contracts
Derivative [Line Items]
Notional amount	$ 1,071.8	$ 799.7

Provision for Income Taxes (Details)	3 Months Ended
Provision for Income Taxes (Details)	Jun. 30, 2023	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Effective income tax rate reconciliation, percent	30.70%	39.70%

Earnings per Share - Schedule Of Reconciliation Of Basic Earnings Per Share To Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Numerator
Net income (loss) - Basic	$ 8,549	$ 7,682
Interest on Convertible Senior Notes due 2024, net of tax	225	225
Net income (loss) - Diluted	$ 8,774	$ 7,907
Denominator
Weighted average common shares outstanding Class A, B and C - Basic (in shares)	444,872,000	458,415,000
Dilutive effect of Class A, B, and C securities (in shares)	1,392,000	1,510,000
Dilutive effect of Convertible Senior Notes due 2024 (in shares)	8,242,000	8,242,000
Weighted average common shares and dilutive securities outstanding Class A, B, and C (in shares)	454,506,000	468,167,000
Basic net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.02	$ 0.02
Diluted net income (loss) per share of Class A, B and C common stock (in dollars per share)	$ 0.02	$ 0.02
Stock Options and RSUs Representing Class A and Class C Common Stock
Denominator
Class A and Class C securities excluded as anti-dilutive (in shares)	22,592,000	8,458,000

Segment Data - Geographic Distribution Of The Company's Net Revenues And Operating Income (Details) $ in Thousands	3 Months Ended
	Jun. 30, 2023 USD ($) industry	Jun. 30, 2022 USD ($)
Segment Reporting Information [Line Items]
Number of industries per segment \| industry	1
Net revenues	$ 1,317,012	$ 1,349,057
Operating income (loss)	20,930	34,483
Interest income (expense), net	(1,626)	(6,005)
Other income (expense), net	(6,385)	(14,241)
Income (loss) before income taxes	12,919	14,237
Corporate Other
Segment Reporting Information [Line Items]
Net revenues	5,748	8,412
Operating income (loss)	(189,245)	(199,801)
North America \| Operating Segments
Segment Reporting Information [Line Items]
Net revenues	826,652	909,356
Operating income (loss)	158,051	189,924
EMEA \| Operating Segments
Segment Reporting Information [Line Items]
Net revenues	226,641	205,181
Operating income (loss)	30,949	18,181
Asia-Pacific \| Operating Segments
Segment Reporting Information [Line Items]
Net revenues	202,232	176,665
Operating income (loss)	15,398	19,945
Latin America \| Operating Segments
Segment Reporting Information [Line Items]
Net revenues	55,739	49,443
Operating income (loss)	$ 5,777	$ 6,234

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